File No. 33-51061
811-7123
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.31 [X]
and/or
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 [X]
Amendment No.31 [X]
(Check appropriate box or boxes.)
DREYFUS GROWTH AND VALUE FUNDS, INC.
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(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
Mark N. Jacobs, Esq.
200 Park Avenue
New York, New York 10166
(Name and Address of Agent for Service)
It is proposed that this filing will become effective (check appropriate box)
immediately upon filing pursuant to paragraph (b)
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X on January 1, 2001 pursuant to paragraph (b)
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60 days after filing pursuant to paragraph (a)(1)
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on (date) pursuant to paragraph (a)(1)
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75 days after filing pursuant to paragraph (a)(2)
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on (date) pursuant to paragraph (a)(2) 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.
Dreyfus Aggressive
Growth Fund
Investing in growth companies for capital appreciation
PROSPECTUS January 1, 2001
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
Contents
THE FUND
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2 Goal/Approach
3 Main Risks
5 Past Performance
6 Expenses
7 Management
9 Financial Highlights
YOUR INVESTMENT
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10 Account Policies
13 Distributions and Taxes
14 Services for Fund Investors
16 Instructions for Regular Accounts
18 Instructions for IRAs
FOR MORE INFORMATION
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Back Cover
What every investor should know about the fund
Information for managing your fund account
Where to learn more about this and other Dreyfus funds
The Fund
Dreyfus Aggressive Growth Fund
--------------------------------
Ticker Symbol: DGVAX
GOAL/APPROACH
The fund seeks capital growth. To pursue this goal, it primarily invests in the
stocks of growth companies of any size. The fund currently focuses on investing
in the stocks of midsize companies, but may also make substantial investments in
stocks issued by larger or smaller companies. The fund's stock investments may
include common stocks, preferred stocks and convertible securities, including
those purchased in initial public offerings.
In choosing stocks, the fund uses a "bottom-up" approach that emphasizes
individual stock selection over economic and industry trends. In particular, the
fund looks for companies with strong management, innovative products and
services, strong industry positions and the potential for strong earnings growth
rates. When companies that meet these criteria have been identified, the manager
analyzes their financial condition and evaluates the sustainability of their
growth rates.
The fund typically sells securities when there is an expected or actual change
in long-term growth prospects, valuation levels have become extreme or there are
superior alternative investments.
INFORMATION ON THE FUND'S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN THE
CURRENT ANNUAL/SEMIANNUAL REPORT (SEE BACK COVER).
Concepts to understand
GROWTH COMPANIES: companies of any capitalization whose revenue or earnings are
expected to grow faster than the overall market. Often, growth stocks pay little
or no dividends and have relatively high price-to-earnings, price-to-book and
price-to-sales ratios, and tend to be more volatile than value stocks.
SMALL AND MIDSIZE COMPANIES: companies with market capitalizations under $5
billion. These companies, especially those with smaller capitalizations, grow
faster, if successful, than large companies and typically use profits for
expansion rather than to pay dividends. Their share prices are more volatile
than those of larger companies. Small companies fail more often.
<PAGE 2>
MAIN RISKS
While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price depending on the performance of the companies that
issued them, general market and economic conditions and investor confidence.
Because the fund is an aggressive stock fund, the value of your investment will
go up and down, sometimes dramatically, which means that you could lose money.
Small and midsize companies carry additional risks because their earnings and
revenues tend to be less predictable (and some companies may be experiencing
significant losses), and their share prices tend to be more volatile. The shares
of smaller companies tend to trade less frequently than those of larger, more
established companies, which can have an adverse effect on the pricing of these
securities and on the fund's ability to sell these securities. These companies
may have limited product lines, markets or financial resources, or may depend on
a limited management group. Some of the fund's investments will rise and fall
based on investor perception rather than economics. Some fund investments are
made in anticipation of future products, services or events that, if delayed or
cancelled, could cause the company's stock price to drop.
Because the stock prices of growth companies are based in part on future
expectations, these stocks may fall sharply if investors believe the prospects
for a stock, industry or the economy in general are weak. In addition, growth
stocks typically lack the dividend yield that could cushion stock prices in
market downturns.
Other potential risks
At times, the fund may engage in short-term trading, which could produce higher
brokerage costs and taxable distributions and lower the fund's after-tax
performance accordingly.
The fund can buy securities with borrowed money (a form of leverage), which
could have the effect of magnifying the fund's gains or losses.
The Fund
<PAGE 3>
MAIN RISKS (CONTINUED)
The fund may purchase securities of companies in initial public offerings
(IPOs). The prices of securities purchased in IPOs can be very volatile. The
effect of IPOs on the fund's performance depends on a variety of factors,
including the number of IPOs the fund invests in, whether and to what extent a
security purchased in an IPO appreciates in value, and the asset base of the
fund. As a fund's asset base increases, IPOs often have a diminished effect on
such fund's performance.
The fund may overweight certain market sectors, which may cause the fund's
performance to be more sensitive to developments affecting those sectors.
Under adverse market conditions, the fund could invest some or all of its assets
in money market securities. Although the fund would do this to avoid losses, it
could have the effect of reducing the benefit from any upswing in the market.
During such periods, the fund may not achieve its investment objective.
<PAGE 4>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the fund's performance from year to year. The
table compares the fund's average annual total return to that of the S&P
500((reg.tm)) a broad measure of stock performance. Of course, past performance
is no guarantee of future results.
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Year-by-year total return AS OF 12/31 EACH YEAR (%)
20.64 -15.84 -36.67 36.86
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q1 '96 +40.97%
WORST QUARTER: Q3 '98 -33.89%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 9/30/00 WAS -0.21%.
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Average annual total return AS OF 12/31/99
Since
inception
1 Year (9/29/95)
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FUND 36.86% 3.33%
S&P 500 21.03% 26.39%*
* FOR COMPARATIVE PURPOSES, THE VALUE OF THE INDEX ON 9/30/95 IS USED AS THE
BEGINNING VALUE ON 9/29/95.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
The Fund
<PAGE 5>
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Shareholder transaction fees are paid
from your account. Annual fund operating expenses are paid out of fund assets,
so their effect is included in the share price. The fund has no sales charge
(load) or Rule 12b-1 distribution fees.
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Fee table
SHAREHOLDER TRANSACTION FEES
% OF TRANSACTION AMOUNT
Maximum redemption fee 1.00%
CHARGED ONLY WHEN SELLING SHARES YOU
HAVE OWNED FOR LESS THAN 30 DAYS
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ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.75%
Shareholder services fee 0.25%
Other expenses 0.55%
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TOTAL 1.55%
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Expense example
1 Year 3 Years 5 Years 10 Years
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$158 $490 $845 $1,845
This example shows what you could pay in expenses over
time. It uses the same hypothetical conditions other
funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in
expenses. The figures shown would be the same whether
you sold your shares at the end of a period or kept
them. Because actual return and expenses will be
different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
For the fiscal year ended August 31, 2000, Dreyfus waived a portion of its fee
so that the effective management fee paid by the fund was 0.40%, reducing total
expenses from 1.55% to 1.20%. This waiver was voluntary.
SHAREHOLDER SERVICES FEE: the fee paid to the fund's distributor for shareholder
account service and maintenance.
OTHER EXPENSES: fees paid by the fund for miscellaneous items such as transfer
agency, custody, professional and registration fees.
<PAGE 6>
MANAGEMENT
The investment adviser for the fund is The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166. Founded in 1947, Dreyfus manages more than $149
billion in over 190 mutual fund portfolios. For the past fiscal year, the fund
paid Dreyfus a management fee at the annual rate of 0.40% of the fund's average
daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.8 trillion of assets under management, administration or custody, including
approximately $540 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The fund, Dreyfus and Dreyfus Service Corporation (the fund's distributor) each
has adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
the fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
Portfolio manager
Kevin Sonnett, CFA, has managed the fund since December 1999. Mr. Sonnett has
been employed by Founders Asset Management, LLC, an affiliate of Dreyfus, since
February 1997 as an equity analyst for the small- and midcap investment team,
and was promoted to senior equity analyst in 1999. In December 1999, he also
became an employee of Dreyfus. From 1995 to February 1997, Mr. Sonnett was an
equity analyst with the Colorado Public Employees Retirement Association.
The Fund
<PAGE 7>
MANAGEMENT (CONTINUED)
The fund is currently a defendant in an action pending in the United States
District Court, Southern District of New York. The action was consolidated on
November 12, 1998 from a number of complaints brought by persons and entities,
on behalf of themselves and others who were shareholders of the fund and Dreyfus
Premier Aggressive Growth Fund (collectively, the "Funds") between November 1,
1995 and June 8, 1998. Plaintiffs also have named as defendants the Dreyfus
Premier Equity Funds, Inc., Dreyfus Growth and Value Funds, Inc., The Dreyfus
Corporation, the Funds' directors and Michael L. Schonberg. Plaintiffs allege
Mr. Schonberg caused the Funds to purchase stocks that he and his acquaintances
previously had purchased for themselves; the Funds violated their own purported
investment policy by failing to invest in "growth" and "capital appreciation"
stocks; and the defendants disseminated false and misleading information
regarding the nature of the stocks that would be purchased for the Funds'
portfolios, as well as The Dreyfus Corporation's research capabilities and
general oversight of the Funds' investments. The plaintiffs seek, among other
relief, rescissory or compensatory damages. The defendants moved to dismiss the
complaint, which the court granted in part by dismissing all claims asserted
pursuant to the Investment Company Act of 1940. Plaintiffs then moved for class
certification, which the court granted. The parties have reached an agreement in
principle to settle the litigation, and have submitted that agreement to the
Court for approval.
<PAGE 8>
FINANCIAL HIGHLIGHTS
This table describes the fund's performance for the fiscal periods indicated.
"Total return" shows how much your investment in the fund would have increased
(or decreased) during each period, assuming you had reinvested all dividends and
distributions. These figures have been independently audited by Ernst & Young
LLP, whose report, along with the fund's financial statements, is included in
the annual report.
<TABLE>
<CAPTION>
YEAR ENDED AUGUST 31,
2000 1999 1998 1997 1996(1)
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PER-SHARE DATA ($)
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period 10.84 8.57 20.07 22.71 12.50
Investment operations:
Investment (loss) (.10)(2) (.07)(2) (.16)(2) (.26) (.10)
Net realized and unrealized
gain (loss) on investments 5.05 2.34 (11.34) (2.38) 10.31
Total from investment operations 4.95 2.27 (11.50) (2.64) 10.21
Net asset value, end of period 15.79 10.84 8.57 20.07 22.71
Total return (%) 45.66 26.64 (57.30) (11.63) 81.68(3)
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RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) 1.20 1.13 1.27 1.34 1.16(3)
Ratio of interest expense and loan
commitment fees to average net assets (%) -- -- .00(4) .39 .24(3)
Ratio of investment (loss)
to average net assets (%) (.70) (.71) (.95) (1.62) (1.04)(3)
Decrease reflected in above expense ratios
due to actions by Dreyfus (%) .35 .58 .29 .09 .17(3)
Portfolio turnover rate (%) 215.99 168.00 86.53 76.45 125.17(3)
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Net assets, end of period ($ x 1,000) 47,067 30,445 30,968 131,604 119,341
(1) FROM SEPTEMBER 29, 1995 (COMMENCEMENT OF OPERATIONS) TO AUGUST 31, 1996.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) NOT ANNUALIZED.
(4) AMOUNT REPRESENTS LESS THAN .01%.
</TABLE>
The Fund
<PAGE 9>
Your Investment
ACCOUNT POLICIES
Buying shares
YOU PAY NO SALES CHARGES to invest in this fund. Your price for fund shares is
the fund's net asset value per share (NAV), which is generally calculated as of
the close of trading on the New York Stock Exchange (usually 4:00 p.m. Eastern
time) every day the exchange is open. Your order will be priced at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. The fund's investments are generally valued based on market
value or, where market quotations are not readily available, based on fair value
as determined in good faith by the fund's board.
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Minimum investments
Initial Additional
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REGULAR ACCOUNTS $2,500 $100
$500 FOR
TELETRANSFER
INVESTMENTS
TRADITIONAL IRAS $750 NO MINIMUM
SPOUSAL IRAS $750 NO MINIMUM
ROTH IRAS $750 NO MINIMUM
EDUCATION IRAS $500 NO MINIMUM
AFTER THE FIRST
YEAR
DREYFUS AUTOMATIC $100 $100
INVESTMENT PLANS
All investments must be in U.S. dollars. Third-party
checks cannot be accepted. You may be charged a fee for
any check that does not clear. Maximum TeleTransfer
purchase is $150,000 per day.
Third-party investments
If you invest through a third party (rather than directly with Dreyfus), the
policies and fees may be different than those described here. Banks, brokers,
401(k) plans, financial advisers and financial supermarkets may charge
transaction fees and may set different minimum investments or limitations on
buying or selling shares. Consult a representative of your plan or financial
institution if in doubt.
<PAGE 10>
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME. Your shares will be sold at the next
NAV calculated after your order is accepted by the fund's transfer agent or
other authorized entity. Any certificates representing fund shares being sold
must be returned with your redemption request. Your order will be processed
promptly and you will generally receive the proceeds within a week.
BEFORE SELLING SHARES RECENTLY PURCHASED by check, TeleTransfer or Automatic
Asset Builder, please note that:
* if you send a written request to sell such shares, the fund may delay
sending the proceeds for up to eight business days following the purchase
of those shares
* the fund will not process wire, telephone or TeleTransfer redemption
requests for up to eight business days following the purchase of those
shares
IF YOU ARE SELLING OR EXCHANGING SHARES you have owned for less than 30 days,
the fund may deduct a 1% redemption fee (not charged on shares sold through the
Automatic Withdrawal Plan or Dreyfus Auto-Exchange Privilege, or on shares
acquired through dividend reinvestment).
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Limitations on selling shares by phone
Proceeds
sent by Minimum Maximum
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CHECK NO MINIMUM $250,000 PER DAY
WIRE $1,000 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
TELETRANSFER $500 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
Written sell orders
Some circumstances require written sell orders along with signature guarantees.
These include:
* amounts of $10,000 or more on accounts whose address has been changed
within the last 30 days
* requests to send the proceeds to a different payee or address
Written sell orders of $100,000 or more must also be signature guaranteed.
A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.
Your Investment
<PAGE 11>
ACCOUNT POLICIES (CONTINUED)
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.
THE FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations, including those from any individual or group who,
in the fund's view, is likely to engage in excessive trading (usually
defined as more than four exchanges out of the fund within a calendar year)
* refuse any purchase or exchange request in excess of 1% of the fund's total
assets
* change or discontinue its exchange privilege, or temporarily suspend this
privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or
during unusual market conditions)
The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
Small account policies
To offset the relatively higher costs of servicing smaller accounts, the fund
charges regular accounts with balances below $2,000 an annual fee of $12. The
fee will be imposed during the fourth quarter of each calendar year.
The fee will be waived for: any investor whose aggregate Dreyfus mutual fund
investments total at least $25,000; IRA accounts; accounts participating in
automatic investment programs; and accounts opened through a financial
institution.
If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 45 days, the fund may close your account and
send you the proceeds.
<PAGE 12>
DISTRIBUTIONS AND TAXES
THE FUND USUALLY PAYS ITS SHAREHOLDERS DIVIDENDS from its net investment income,
and distributes any net capital gains it has realized once a year. Your
distributions will be reinvested in the fund unless you instruct the fund
otherwise. There are no fees or sales charges on reinvestments.
FUND DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE to most investors (unless your
investment is in an IRA or other tax-advantaged account). High portfolio turn-
over and more volatile markets can result in taxable distributions to
shareholders, regardless of whether their shares increased in value. The tax
status of any distribution is the same regardless of how long you have been in
the fund and whether you reinvest your distributions or take them in cash. In
general, distributions are federally taxable as follows:
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Taxability of distributions
Type of Tax rate for Tax rate for
distribution 15% bracket 28% bracket or above
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INCOME ORDINARY ORDINARY
DIVIDENDS INCOME RATE INCOME RATE
SHORT-TERM ORDINARY ORDINARY
CAPITAL GAINS INCOME RATE INCOME RATE
LONG-TERM
CAPITAL GAINS 10% 20%
The tax status of your dividends and distributions will be detailed in your
annual tax statement from the fund.
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Taxes on transactions
Except for tax-advantaged accounts, any sale or exchange of fund shares may
generate a tax liability. Of course, withdrawals or distributions from
tax-deferred accounts are taxable when received.
The table at right also can provide a guide for your potential tax liability
when selling or exchanging fund shares. "Short-term capital gains" applies to
fund shares sold or exchanged up to 12 months after buying them. "Long-term
capital gains" applies to shares sold or exchanged after 12 months.
Your Investment
<PAGE 13>
SERVICES FOR FUND INVESTORS
Automatic services
BUYING OR SELLING SHARES AUTOMATICALLY is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application or by
calling 1-800-645-6561.
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For investing
DREYFUS AUTOMATIC For making automatic investments
ASSET BUILDER((reg.tm)) from a designated bank account.
DREYFUS PAYROLL For making automatic investments
SAVINGS PLAN through a payroll deduction.
DREYFUS GOVERNMENT For making automatic investments
DIRECT DEPOSIT from your federal employment,
PRIVILEGE Social Security or other regular
federal government check.
DREYFUS DIVIDEND For automatically reinvesting the
SWEEP dividends and distributions from
one Dreyfus fund into another
(not available for IRAs).
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For exchanging shares
DREYFUS AUTO- For making regular exchanges
EXCHANGE PRIVILEGE from one Dreyfus fund into
another.
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For selling shares
DREYFUS AUTOMATIC For making regular withdrawals
WITHDRAWAL PLAN from most Dreyfus funds.
Dreyfus Financial Centers
Through a nationwide network of Dreyfus Financial Centers, Dreyfus offers a full
array of investment services and products. This includes information on mutual
funds, brokerage services, tax-advantaged products and retirement planning.
Experienced financial consultants can help you make informed choices and provide
you with personalized attention in handling account transactions. The Financial
Centers also offer informative seminars and events. To find the Financial Center
nearest you, call 1-800-499-3327.
<PAGE 14>
Exchange privilege
YOU CAN EXCHANGE SHARES WORTH $500 OR MORE (no minimum for retirement accounts)
from one Dreyfus fund into another. You can request your exchange in writing or
by phone. Be sure to read the current prospectus for any fund into which you are
exchanging before investing. Any new account established through an exchange
will have the same privileges as your original account (as long as they are
available). There is currently no fee for exchanges, although you may be charged
a sales load when exchanging into any fund that has one.
Dreyfus TeleTransfer privilege
TO MOVE MONEY BETWEEN YOUR BANK ACCOUNT and your Dreyfus fund account with a
phone call, use the Dreyfus TeleTransfer privilege. You can set up TeleTransfer
on your account by providing bank account information and following the
instructions on your application.
24-hour automated account access
YOU CAN EASILY MANAGE YOUR DREYFUS ACCOUNTS, check your account balances,
transfer money between your Dreyfus funds, get price and yield information and
much more -- when it's convenient for you -- by calling 1-800-645-6561.
Retirement plans
Dreyfus offers a variety of retirement plans, including traditional, Roth and
Education IRAs. Here's where you call for information:
* for traditional, rollover, Roth and Education IRAs, call 1-800-645-656
* for SEP-IRAs, Keogh accounts, 401(k) and 403(b) accounts, call
1-800-358-0910
Your Investment
<PAGE 15>
INSTRUCTIONS FOR REGULAR ACCOUNTS
TO OPEN AN ACCOUNT
In Writing
Complete the application.
Mail your application and a check to:
The Dreyfus Family of Funds
P.O. Box 9387, Providence, RI 02940-9387
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Mail the slip and the check to:
The Dreyfus Family of Funds
P.O. Box 105,
Newark, NJ 07101-0105
By Telephone
WIRE Have your bank send your
investment to The Bank of New York, with these instructions:
* ABA# 021000018
* DDA# 8900279621
* the fund name
* your Social Security or tax ID number
* name(s) of investor(s)
Call us to obtain an account number. Return your application.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279621
* the fund name
* your account number
* name(s) of investor(s)
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELETRANSFER Request TeleTransfer on your application. Call us to request your
transaction.
Automatically
WITH AN INITIAL INVESTMENT Indicate
on your application which automatic service(s) you want. Return your application
with your investment.
WITHOUT ANY INITIAL INVESTMENT Check the Dreyfus Step Program option on your
application. Return your application, then complete the additional materials
when they are sent to you.
ALL SERVICES Call us to request a form to add any automatic investing service
(see "Services for Fund Investors"). Complete and return the forms along with
any other required materials.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
Your Investment
<PAGE 16>
TO SELL SHARES
Write a letter of instruction that includes:
* your name(s) and signature(s)
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to:
The Dreyfus Family of Funds
P.O. Box 9671, Providence, RI 02940-9671
WIRE Be sure the fund has your bank account information on file. Call us to
request your transaction. Proceeds will be wired to your bank.
TELETRANSFER Be sure the fund has your bank account information on file. Call
us to request your transaction. Proceeds will be sent to your bank by electronic
check.
CHECK Call us to request your transaction. A check will be sent to the address
of record.
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request a form to add the plan.
Complete the form, specifying the amount and frequency of withdrawals you would
like.
Be sure to maintain an account balance of $5,000 or more.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS FAMILY OF FUNDS
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<PAGE 17>
INSTRUCTIONS FOR IRAS
TO OPEN AN ACCOUNT
In Writing
Complete an IRA application, making sure to specify the fund name and to
indicate the year the contribution is for.
Mail your application and a check to:
The Dreyfus Trust Company,
Custodian P.O. Box 6427,
Providence, RI 02940-6427
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Indicate the year the contribution is for.
Mail in the slip and the check (see "To Open an Account" at left).
By Telephone
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279621
* the fund name
* your account number
* name of investor
* the contribution year
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELEPHONE CONTRIBUTION Call to request us to move money from a regular Dreyfus
account to an IRA (both accounts must be held in the same shareholder name).
Automatically
WITHOUT ANY INITIAL INVESTMENT Call us
to request a Dreyfus Step Program form. Complete and return the form along with
your application.
ALL SERVICES Call us to request a form to add an automatic investing service
(see "Services for Fund Investors"). Complete and return the form along with any
other required materials.
All contributions will count as current year.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<PAGE 18>
TO SELL SHARES
Write a letter of instruction that includes:
* your name and signature
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
* whether the distribution is qualified or premature
* whether the 10% TEFRA should be withheld
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail in your request (see "To Open an Account" at left).
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request instructions to establish
the plan.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS TRUST COMPANY, CUSTODIAN
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<PAGE 19>
NOTES
<PAGE>
<PAGE>
For More Information
Dreyfus Aggressive Growth Fund
A series of Dreyfus Growth and Value Funds, Inc.
----------------------------
SEC file number: 811-7123
More information on this fund is available free upon
request, including the following:
Annual/Semiannual Report
Describes the fund's performance, lists portfolio
holdings and contains a letter from the fund's manager
discussing recent market conditions, economic trends and
fund strategies that significantly affected the fund's
performance during the last fiscal year.
Statement of Additional Information (SAI)
Provides more details about the fund and its policies. A
current SAI is on file with the Securities and Exchange
Commission (SEC) and is incorporated by reference (is
legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call 1-800-645-6561
BY MAIL Write to: The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144
BY E-MAIL Send your request to [email protected]
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from:
SEC
http://www.sec.gov
DREYFUS
http://www.dreyfus.com
You can also obtain copies, after paying a duplicating fee, by visiting the
SEC's Public Reference Room in Washington, DC (for information call
1-202-942-8090) or by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2001 Dreyfus Service Corporation 256P0101
Dreyfus
Aggressive
Value Fund
Investing in value stocks for capital appreciation
PROSPECTUS January 1, 2001
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
Contents
THE FUND
----------------------------------------------------
1 Goal/Approach
2 Main Risks
4 Past Performance
5 Expenses
6 Management
7 Financial Highlights
YOUR INVESTMENT
--------------------------------------------------------------------
8 Account Policies
11 Distributions and Taxes
12 Services for Fund Investors
14 Instructions for Regular Accounts
16 Instructions for IRAs
FOR MORE INFORMATION
-------------------------------------------------------------------------------
Back Cover
What every investor should know about the fund
Information for managing your fund account
Where to learn more about this and other Dreyfus funds
The Fund
Dreyfus Aggressive Value Fund
--------------------------------
Ticker Symbol: DAGVX
GOAL/APPROACH
The fund seeks capital appreciation. To pursue this goal, it primarily invests
in the stocks of value companies of any size. The fund's stock investments may
include common stocks, preferred stocks and convertible securities, including
those purchased in initial public offerings.
In choosing stocks, the portfolio manager uses proprietary computer models to
identify stocks that appear favorably priced and that may benefit from the
current market and economic environment. The manager then reviews these stocks
for factors that could signal a rise in price, such as:
(pound) new products or markets
(pound) opportunities for greater market share
(pound) more effective management
(pound) positive changes in corporate structure or market
perception
(pound) potential for improved earnings
The fund's core portfolio focuses on large and mid-cap companies. The strategic
portion of the fund emphasizes short-selling, hedging techniques, overweighted
industry and security positions, and investments in small companies, high-yield
debt securities and private placements.
The fund typically sells a stock when it is no longer considered a value
company, appears less likely to benefit from the current market and economic
environment, shows deteriorating fundamentals or falls short of the manager's
expectations.
INFORMATION ON THE FUND' S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN THE
CURRENT ANNUAL/SEMIANNUAL REPORT (SEE BACK COVER).
Concepts to understand
VALUE COMPANIES: companies that appear underpriced according to certain
financial measurements of their instrinsic worth or business prospects (such as
price-to-earnings or price-to-book ratios). Because a stock can remain
undervalued for years, value investors often look for factors that could trigger
a rise in price.
<Page 1>
MAIN RISKS
While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price depending on the performance of the companies that
issued them, general market and economic conditions and investor confidence.
Because the fund is an aggressive stock fund, the value of your investment will
go up and down, sometimes dramatically, which means that you could lose money.
The fund' s investments in value stocks are subject to the risk that their
intrinsic values may never be realized by the market, or their prices may go
down. Further, while the fund' s investments in value stocks may limit the
overall downside risk of the fund over time, the fund may produce more modest
gains than riskier stock funds as a trade-off for this potentially lower risk.
While the fund's emphasis on value stocks could potentially lessen the impact of
volatility, the fund's strategic portfolio involves riskier investments, such as
high-yield bonds and small-capitalization companies, that could increase the
fund's volatility.
Small-cap securities, and to a lesser degree mid-cap securities, can be riskier
investments for the fund because they tend to be less liquid, their prices tend
to be more volatile and their earnings tend to be less predictable than the
securities of larger, more established companies. "High-yield" or "junk" bonds
are subject to greater interest rate risk and credit risk than investment-grade
securities.
Other potential risks
At times, the fund may invest in derivatives, such as options and futures
contracts. The fund also may invest in foreign currencies and engage in
short-selling. While used primarily to hedge the fund's portfolio and manage
exposure to certain markets, such strategies can increase the fund's volatility
and lower its returns. Derivatives can be illiquid, and a small investment in
certain derivatives could have a large impact on the fund's performance.
At times, the fund may engage in short-term trading, which could produce higher
brokerage costs and taxable distributions, and lower the fund's after-tax
performance accordingly.
The fund may purchase securities of companies in initial public offerings
(IPOs). The prices of securities purchased in IPOs can be very volatile. The
effect of IPOs on the fund's performance depends on a variety of factors,
including the number of IPOs the fund invests in, whether and to what extent a
security purchased in an IPO appreciates in value, and the asset base of the
fund. As a fund' s asset base increases, IPOs often have a diminished effect on
such fund's performance.
Under adverse market conditions, the fund could invest some or all of its assets
in money market securities. Although the fund would do this to avoid losses, it
could have the effect of reducing the benefit from any upswing in the market.
During such periods, the fund may not achieve its investment objective
The fund may overweight certain market sectors, which may cause the fund's
performance to be more sensitive to developments affecting those sectors.
The Fund
<Page 2>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the fund's performance from year to year.
The table compares the fund's average annual total return to that of the Russell
1000 Value Index and the Russell Midcap Value((reg.tm)) Index, broad measures of
value stock performance. Of course, past performance is no guarantee of future
results.
--------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
38.91 21.55 9.98 8.14
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '98 +16.26%
WORST QUARTER: Q3 '98 -12.58%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 9/30/00 WAS 18.55%.
--------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (9/29/95)
--------------------------------------------------------
FUND 8.14% 25.39%
RUSSELL MIDCAP VALUE
INDEX -0.11% 14.43%*
RUSSELL 1000 VALUE INDEX 7.35% 20.08%*
* FOR COMPARATIVE PURPOSES, THE VALUE OF EACH INDEX ON 9/30/95 IS USED AS THE
BEGINNING VALUE ON 9/29/95.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
<Page 3>
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Shareholder transaction fees are paid
from your account. Annual fund operating expenses are paid out of fund assets,
so their effect is included in the share price. The fund has no sales charge
(load) or Rule 12b-1 distribution fees.
--------------------------------------------------------
Fee table
SHAREHOLDER TRANSACTION FEES
% OF TRANSACTION AMOUNT
Maximum redemption fee 1.00%
CHARGED ONLY WHEN SELLING SHARES YOU
HAVE OWNED FOR LESS THAN 30 DAYS
--------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.75%
Shareholder services fee 0.25%
Other expenses 0.34%
-------------------------------------------------------
TOTAL 1.34%
--------------------------------------------------------
<TABLE>
<CAPTION>
Expense example
1 Year 3 Years 5 Years 10 Years
-----------------------------------------------------------------------------------------
<S> <C> <C> <C>
$136 $425 $734 $1,613
</TABLE>
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
SHAREHOLDER SERVICES FEE: the fee paid to the fund's distributor for shareholder
account service and maintenance.
OTHER EXPENSES: fees paid by the fund for miscellaneous items such as transfer
agency, custody, professional and registration fees.
The Fund
<Page 4>
MANAGEMENT
The investment adviser for the fund is The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166. Founded in 1947, Dreyfus manages more than $149
billion in over 190 mutual fund portfolios. For the past fiscal year, the fund
paid Dreyfus a management fee at the annual rate of 0.75% of the fund's average
daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.8 trillion of assets under management, administration or custody, including
approximately $540 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The fund, Dreyfus and Dreyfus Service Corporation (the fund's distributor) each
has adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
the fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
Portfolio manager
Timothy M. Ghriskey, CFA, senior portfolio manager and head of value equities at
Dreyfus, has managed the fund since September 1995. He joined Dreyfus in July
1995 after ten years as an analyst and money manager for Loomis Sayles & Co.,
and today manages several other funds at Dreyfus.
<Page 5>
FINANCIAL HIGHLIGHTS
This table describes the fund's performance for the fiscal periods indicated.
" Total return" shows how much your investment in the fund would have increased
(or decreased) during each period, assuming you had reinvested all dividends and
distributions. These figures have been independently audited by Ernst & Young
LLP, whose report, along with the fund's financial statements, is included in
the annual report.
<TABLE>
<CAPTION>
YEAR ENDED AUGUST 31,
2000 1999 1998 1997 1996(1)
-------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period 24.52 20.45 26.40 20.08 12.50
Investment operations:
Investment income -- net .43(2) .05(2) .05 .02 .09
Net realized and unrealized gain (loss)
on investments 6.46 5.11 (4.27) 8.22 7.53
Total from investment operations 6.89 5.16 (4.22) 8.24 7.62
Distributions:
Dividends from investment income -- net (.08) (.04) (.03) (.05) (.04)
Dividends from net realized gain (loss)
on investments (2.52) (1.05) (1.70) (1.87) --
Total distributions (2.60) (1.09) (1.73) (1.92) (.04)
Net asset value, end of period 28.81 24.52 20.45 26.40 20.08
Total return (%) 30.88 25.41 (17.02) 43.57 61.00(3)
---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) 1.34 1.29 1.27 1.24 1.17(3)
Ratio of interest expense
to average net assets (%) .00(4) .01 .01 -- --
Ratio of net investment income
to average net assets (%) 1.72 .22 .16 .18 .55(3)
Decrease reflected in above expense ratios
due to actions by Dreyfus (%) -- -- -- .14 .63(3)
Portfolio turnover rate (%) 235.16 225.12 170.46 120.71 260.98(3)
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 77,971 72,244 91,909 159,529 9,711
</TABLE>
(1) FROM SEPTEMBER 29, 1995 (COMMENCEMENT OF OPERATIONS) TO AUGUST 31, 1996.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) NOT ANNUALIZED.
(4) AMOUNT REPRESENTS LESS THAN .01%.
The Fund
<Page 6>
Your Investment
ACCOUNT POLICIES
Buying shares
YOU PAY NO SALES CHARGES to invest in this fund. Your price for fund shares is
the fund's net asset value per share (NAV), which is generally calculated as of
the close of trading on the New York Stock Exchange (usually 4:00 p.m. Eastern
time) every day the exchange is open. Your order will be priced at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. The fund's investments are generally valued based on market
value or, where market quotations are not readily available, based on fair value
as determined in good faith by the fund's board.
--------------------------------------------------------
Minimum investments
Initial Additional
--------------------------------------------------------
REGULAR ACCOUNTS $2,500 $100
$500 FOR
TELETRANSFER
INVESTMENTS
TRADITIONAL IRAS $750 NO MINIMUM
SPOUSAL IRAS $750 NO MINIMUM
ROTH IRAS $750 NO MINIMUM
EDUCATION IRAS $500 NO MINIMUM
AFTER THE FIRST
YEAR
DREYFUS AUTOMATIC $100 $100
INVESTMENT PLANS
All investments must be in U.S. dollars. Third-party
checks cannot be accepted. You may be charged a fee for
any check that does not clear. Maximum TeleTransfer
purchase is $150,000 per day.
Third-party investments
If you invest through a third party (rather than directly with Dreyfus), the
policies and fees may be different than those described here. Banks, brokers,
401(k) plans, financial advisers and financial supermarkets may charge
transaction fees and may set different minimum investments or limitations on
buying or selling shares. Consult a representative of your plan or financial
institution if in doubt.
<Page 7>
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME. Your shares will be sold at the next
NAV calculated after your order is accepted by the fund's transfer agent or
other authorized entity. Any certificates representing fund shares being sold
must be returned with your redemption request. Your order will be processed
promptly and you will generally receive the proceeds within a week.
BEFORE SELLING SHARES RECENTLY PURCHASED by check, TeleTransfer or Automatic
Asset Builder, please note that:
(pound) if you send a written request to sell such shares, the fund may delay
sending the proceeds for up to eight business days following the
purchase of those shares
(pound) the fund will not process wire, telephone or TeleTransfer redemption
requests for up to eight business days following the purchase of
those shares
IF YOU ARE SELLING OR EXCHANGING SHARES you have owned for less than 30
days, the fund may deduct a 1% redemption fee (not charged on shares sold
through the Automatic Withdrawal Plan or Dreyfus Auto-Exchange
Privilege, or on shares acquired through dividend reinvestment).
--------------------------------------------------------
Limitations on selling shares by phone
Proceeds
sent by Minimum Maximum
--------------------------------------------------------
CHECK NO MINIMUM $250,000 PER DAY
WIRE $1,000 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
TELETRANSFER $500 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
Written sell orders
Some circumstances require written sell orders along with signature guarantees.
These include:
(pound) amounts of $10,000 or more on accounts whose address has been changed
within the last 30 days
(pound) requests to send the proceeds to a different payee or address
Written sell orders of $100,000 or more must also be signature guaranteed.
A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.
Your Investment
<Page 8>
ACCOUNT POLICIES (CONTINUED)
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.
THE FUND RESERVES THE RIGHT TO:
(pound) refuse any purchase or exchange request that
could adversely affect the fund or its operations,
including those from any individual or group who, in the
fund' s view, is likely to engage in excessive trading
(usually defined as more than four exchanges out of the
fund within a calendar year)
(pound) refuse any purchase or exchange request in excess of
1% of the fund's total assets
(pound) change or discontinue its exchange privilege, or
temporarily suspend this privilege during unusual market conditions
(pound) change its minimum investment amounts
(pound) delay sending out redemption proceeds for up to
seven days (generally applies only in cases of very large redemptions,
excessive trading or during unusual market conditions)
The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
Small account policies
To offset the relatively higher costs of servicing smaller accounts, the fund
charges regular accounts with balances below $2,000 an annual fee of $12. The
fee will be imposed during the fourth quarter of each calendar year.
The fee will be waived for: any investor whose aggregate Dreyfus mutual fund
investments total at least $25,000; IRA accounts; accounts participating in
automatic investment programs; and accounts opened through a financial
institution.
If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 45 days, the fund may close your account and
send you the proceeds.
<Page 9>
DISTRIBUTIONS AND TAXES
THE FUND USUALLY PAYS ITS SHAREHOLDERS DIVIDENDS from its net investment income,
and distributes any net capital gains it has realized once a year. Your
distributions will be reinvested in the fund unless you instruct the fund
otherwise. There are no fees or sales charges on reinvestments.
FUND DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE to most investors (unless your
investment is in an IRA or other tax-advantaged account). High portfolio turn-
over and more volatile markets can result in taxable distributions to
shareholders, regardless of whether their shares increased in value. The tax
status of any distribution is the same regardless of how long you have been in
the fund and whether you reinvest your distributions or take them in cash. In
general, distributions are federally taxable as follows:
--------------------------------------------------------
Taxability of di.stributions
Type of Tax rate for Tax rate for
distribution 15% bracket 28% bracket or above
--------------------------------------------------------
INCOME ORDINARY ORDINARY
DIVIDENDS INCOME RATE INCOME RATE
SHORT-TERM ORDINARY ORDINARY
CAPITAL GAINS INCOME RATE INCOME RATE
LONG-TERM
CAPITAL GAINS 10% 20%
The tax status of your dividends and distributions will be detailed in your
annual tax statement from the fund.
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Taxes on transactions
Except for tax-advantaged accounts, any sale or exchange of fund shares may
generate a tax liability. Of course, withdrawals or distributions from
tax-deferred accounts are taxable when received.
The table at right also can provide a guide for your potential tax liability
when selling or exchanging fund shares. "Short-term capital gains" applies to
fund shares sold or exchanged up to 12 months after buying them. "Long-term
capital gains" applies to shares sold or exchanged after 12 months.
Your Investment
<Page 10>
SERVICES FOR FUND INVESTORS
Automatic services
BUYING OR SELLING SHARES AUTOMATICALLY is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application or by
calling 1-800-645-6561.
--------------------------------------------------------
For investing
DREYFUS AUTOMATIC For making automatic investments
ASSET BUILDER((reg.tm)) from a designated bank account.
DREYFUS PAYROLL For making automatic investments
SAVINGS PLAN through a payroll deduction.
DREYFUS GOVERNMENT For making automatic investments
DIRECT DEPOSIT from your federal employment,
PRIVILEGE Social Security or other regular
federal government check.
DREYFUS DIVIDEND For automatically reinvesting the
SWEEP dividends and distributions from
one Dreyfus fund into another
(not available for IRAs).
--------------------------------------------------------
For exchanging shares
DREYFUS AUTO- For making regular exchanges
EXCHANGE PRIVILEGE from one Dreyfus fund into
another.
--------------------------------------------------------
For selling shares
DREYFUS AUTOMATIC For making regular withdrawals
WITHDRAWAL PLAN from most Dreyfus funds.
Dreyfus Financial Centers
Through a nationwide network of Dreyfus Financial Centers, Dreyfus offers a full
array of investment services and products. This includes information on mutual
funds, brokerage services, tax-advantaged products and retirement planning.
Experienced financial consultants can help you make informed choices and provide
you with personalized attention in handling account transactions. The Financial
Centers also offer informative seminars and events. To find the Financial Center
nearest you, call 1-800-499-3327.
<Page 11>
Exchange privilege
YOU CAN EXCHANGE SHARES WORTH $500 OR MORE (no minimum for retirement accounts)
from one Dreyfus fund into another. You can request your exchange in writing or
by phone. Be sure to read the current prospectus for any fund into which you are
exchanging before investing. Any new account established through an exchange
will have the same privileges as your original account (as long as they are
available). There is currently no fee for exchanges, although you may be charged
a sales load when exchanging into any fund that has one.
Dreyfus TeleTransfer privilege
TO MOVE MONEY BETWEEN YOUR BANK ACCOUNT and your Dreyfus fund account with a
phone call, use the Dreyfus TeleTransfer privilege. You can set up TeleTransfer
on your account by providing bank account information and following the
instructions on your application.
24-hour automated account access
YOU CAN EASILY MANAGE YOUR DREYFUS ACCOUNTS, check your account balances,
transfer money between your Dreyfus funds, get price and yield information and
much more -- when it's convenient for you -- by calling 1-800-645-6561.
Retirement plans
Dreyfus offers a variety of retirement plans, including traditional, Roth and
Education IRAs. Here's where you call for information:
(pound) for traditional, rollover, Roth and Education IRAs, call 1-800-645-656
(pound) for SEP-IRAs, Keogh accounts, 401(k) and 403(b) accounts, call
1-800-358-0910
Your Investment
<Page 12>
INSTRUCTIONS FOR REGULAR ACCOUNTS
TO OPEN AN ACCOUNT
In Writing
Complete the application.
Mail your application and a check to:
The Dreyfus Family of Funds
P.O. Box 9387, Providence, RI 02940-9387
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Mail the slip and the check to:
The Dreyfus Family of Funds
P.O. Box 105,
Newark, NJ 07101-0105
By Telephone
WIRE Have your bank send your
investment to The Bank of New York, with these instructions:
* ABA# 021000018
* DDA# 8900279648
* the fund name
* your Social Security or tax ID number
* name(s) of investor(s)
Call us to obtain an account number. Return your application.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279648
* the fund name
* your account number
* name(s) of investor(s)
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELETRANSFER Request TeleTransfer on your application. Call us to request your
transaction.
Automatically
WITH AN INITIAL INVESTMENT Indicate
on your application which automatic service(s) you want. Return your application
with your investment.
WITHOUT ANY INITIAL INVESTMENT Check the Dreyfus Step Program option on your
application. Return your application, then complete the additional materials
when they are sent to you.
ALL SERVICES Call us to request a form to add any automatic investing service
(see "Services for Fund Investors"). Complete and return the forms along with
any other required materials.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<Page 13>
TO SELL SHARES
Write a letter of instruction that includes:
* your name(s) and signature(s)
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to:
The Dreyfus Family of Funds
P.O. Box 9671, Providence, RI 02940-9671
WIRE Be sure the fund has your bank account information on file. Call us to
request your transaction. Proceeds will be wired to your bank.
TELETRANSFER Be sure the fund has your bank account information on file. Call
us to request your transaction. Proceeds will be sent to your bank by electronic
check.
CHECK Call us to request your transaction. A check will be sent to the address
of record.
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request a form to add the plan.
Complete the form, specifying the amount and frequency of withdrawals you would
like.
Be sure to maintain an account balance of $5,000 or more.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS FAMILY OF FUNDS
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<Page 14>
INSTRUCTIONS FOR IRAS
TO OPEN AN ACCOUNT
In Writing
Complete an IRA application, making sure to specify the fund name and to
indicate the year the contribution is for.
Mail your application and a check to:
The Dreyfus Trust Company,
Custodian P.O. Box 6427,
Providence, RI 02940-6427
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Indicate the year the contribution is for.
Mail in the slip and the check (see "To Open an Account" at left).
By Telephone
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279648
* the fund name
* your account number
* name of investor
* the contribution year
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELEPHONE CONTRIBUTION Call to request us to move money from a regular Dreyfus
account to an IRA (both accounts must be held in the same shareholder name).
Automatically
WITHOUT ANY INITIAL INVESTMENT Call us
to request a Dreyfus Step Program form. Complete and return the form along with
your application.
ALL SERVICES Call us to request a form to add an automatic investing service
(see "Services for Fund Investors"). Complete and return the form along with any
other required materials.
All contributions will count as current year.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<Page 15>
TO SELL SHARES
Write a letter of instruction that includes:
* your name and signature
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
* whether the distribution is qualified or premature
* whether the 10% TEFRA should be withheld
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail in your request (see "To Open an Account" at left).
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request instructions to establish
the plan.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS TRUST COMPANY, CUSTODIAN
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<Page 16>
For More Information
Dreyfus Aggressive Value Fund A series of Dreyfus Growth
and Value Funds, Inc.
----------------------------
SEC file number: 811-7123
More information on this fund is available free upon
request, including the following:
Annual/Semiannual Report
Describes the fund' s performance, lists portfolio
holdings and contains a letter from the fund's manager
discussing recent market conditions, economic trends and
fund strategies that significantly affected the fund's
performance during the last fiscal year.
Statement of Additional Information (SAI)
Provides more details about the fund and its policies. A
current SAI is on file with the Securities and Exchange
Commission (SEC) and is incorporated by reference (is
legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call 1-800-645-6561
BY MAIL Write to: The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144
BY E-MAIL Send your request to [email protected]
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from:
SEC
http://www.sec.gov
DREYFUS
http://www.dreyfus.com
You can also obtain copies, after paying a duplicating fee, by visiting the
SEC's Public Reference Room in Washington, DC (for information, call
1-202-942-8090) or by E-mail request to [email protected], or by writing to
the SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2001 Dreyfus Service Corporation 257P0101
Dreyfus
Emerging Leaders Fund
Investing in small companies for capital growth
PROSPECTUS January 1, 2001
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
<PAGE>
Contents
THE FUND
----------------------------------------------------
1 Goal/Approach
2 Main Risks
4 Past Performance
5 Expenses
6 Management
7 Financial Highlights
YOUR INVESTMENT
--------------------------------------------------------------------
8 Account Policies
12 Distributions and Taxes
13 Services for Fund Investors
16 Instructions for Regular Accounts
18 Instructions for IRAs
FOR MORE INFORMATION
-------------------------------------------------------------------------------
INFORMATION ON THE FUND'S RECENT STRATEGIES
AND HOLDINGS CAN BE FOUND IN THE CURRENT ANNUAL/ SEMIANNUAL REPORT (SEE BACK
COVER).
What every investor should know about the fund
Information for managing your fund account
Where to learn more about this and other Dreyfus funds
<PAGE>
The Fund
Dreyfus Emerging Leaders Fund
-------------------------------
Ticker Symbol: DRELX
GOAL/APPROACH
The fund seeks capital growth. To pursue this goal, it invests in companies
Dreyfus believes to be emerging leaders: small companies characterized by new or
innovative products, services or processes having the potential to enhance
earnings growth. The fund primarily invests in companies with market
capitalizations of less than $1.5 billion at time of purchase. However, since
the fund may continue to hold its securities as their market capitalizations may
grow, a substantial portion of the fund's holdings can have market
capitalizations in excess of $1.5 billion at any given time. The fund's
investments may include common stocks, preferred stocks and convertible
securities, including those purchased in initial public offerings.
In choosing stocks, the fund uses a blended approach, investing in a combination
of growth and value stocks. Using fundamental research and direct management
contact, the portfolio managers seek stocks with strong positions in major
product lines, sustained achievement records and strong financial condition.
They also seek special situations, such as corporate restructurings or
management changes, that could increase the stock price.
The fund managers use a sector management approach, supervising a team of sector
managers who each make buy and sell recommendations within their respective
areas of expertise.
The fund typically sells a stock when the reasons for buying it no longer apply
or when the company begins to show deteriorating fundamentals or poor relative
performance, or when a stock is fully valued by the market.
Concepts to understand
SMALL COMPANIES: new, often entrepreneurial companies. Small companies can, if
successful, grow faster than large-cap companies and typically use profits for
expansion rather than for paying dividends. Their share prices are more volatile
than those of larger companies. Small companies fail more often.
GROWTH COMPANIES: companies whose revenue and/or earnings are expected to grow
faster than the overall market. Often, growth stocks have relatively high
price-to-earnings, price-to-book and price-to-sales ratios, and tend to be more
volatile than value stocks.
<PAGE 1>
MAIN RISKS
While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price depending on the performance of the companies that
issued them, general market and economic conditions and investor confidence. The
value of your investment in the fund will go up and down, sometimes
dramatically, which means that you could lose money.
Small companies carry additional risks because their earnings and revenues tend
to be less predictable (and some companies may be experiencing significant
losses), and their share prices tend to be more volatile. The shares of smaller
companies tend to trade less frequently than those of larger, more established
companies, which can have an adverse effect on the pricing of these securities
and on the fund's ability to sell these securities. These companies may have
limited product lines, markets, or financial resources, or may depend on a
limited management group. Some of the fund's investments will rise and fall
based on investor perceptions rather than economics. Some fund investments are
made in anticipation of future products, services or events that, if delayed or
cancelled, could cause the company's stock price to drop.
The fund may overweight certain market sectors, which may cause the fund's
performance to be more sensitive to developments affecting those sectors.
Other potential risks
The fund may purchase securities of companies in initial public offerings
(IPOs). The prices of securities purchased in IPOs can be very volatile. The
effect of IPOs on the fund's performance depends on a variety of factors,
including the number of IPOs the fund invests in, whether and to what extent a
security purchased in an IPO appreciates in value, and the asset base of the
fund. As a fund's asset base increases, IPOs often have a diminished effect on
such fund's performance.
At times, the fund will engage in short-term trading, which could produce higher
brokerage costs and taxable distributions, and lower the fund's after-tax
performance accordingly.
<PAGE 2>
Growth companies may lack the dividend yield that can cushion stock prices in
market downdrafts. These companies are expected to increase their earnings at a
certain rate. If expectations are not met, investors can punish the stocks
inordinately, even if earnings do increase.
Value stocks involve the risk that they may never reach what the manager
believes is their full market value, either because the market fails to
recognize the stock's intrinsic worth or the manager misgauged that worth. They
also may decline in price, even though in theory they are already undervalued.
In addition, the fund may produce more modest gains than riskier small-company
stock funds.
At times, the fund may engage in short-term trading, which could produce higher
brokerage costs and taxable distributions, and lower the fund's after-tax
performance accordingly.
Under adverse market conditions, the fund could invest some or all of its assets
in money market securities. Although the fund would do this to avoid losses, it
could reduce the benefit from any market upswing. During such periods, the fund
may not achieve its investment objective.
Concepts to understand
VALUE COMPANIES: companies that appear underpriced according to certain
financial measurements of their intrinsic worth or business prospects (such as
price-to-earnings or price-to-book ratios). Because a stock can remain
undervalued for years, value investors often look for factors that could trigger
a rise in price.
The Fund
<PAGE 3>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the fund's performance from year to year.
The table compares the fund's average annual total return to that of the Russell
2000 Index, an unmanaged index of small company stock performance. Of course,
past performance is no guarantee of future results.
--------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
37.40 30.91 8.56 38.26
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '98 +24.00%
WORST QUARTER: Q3 '98 -17.84%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 9/30/00 WAS 6.59%.
--------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (9/29/95)
--------------------------------------------------------
FUND 38.26% 33.61%
RUSSELL 2000 INDEX 21.26% 13.63%*
* FOR COMPARATIVE PURPOSES, THE VALUE OF THE INDEX ON 9/30/95 IS USED AS THE
BEGINNING VALUE ON 9/29/95.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
<PAGE 4>
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Shareholder transaction fees are paid
from your account. Annual fund operating expenses are paid out of fund assets,
so their effect is included in the share price. The fund has no sales charge
(load) or Rule 12b-1 distribution fees.
--------------------------------------------------------
Fee table
SHAREHOLDER TRANSACTION FEES
% OF TRANSACTION AMOUNT
Maximum redemption fee 1.00%
CHARGED ONLY WHEN SELLING SHARES YOU
HAVE OWNED FOR LESS THAN 30 DAYS
--------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.90%
Shareholder services fee 0.25%
Other expenses 0.11%
--------------------------------------------------------
TOTAL 1.26%
--------------------------------------------------------
Expense example
1 Year 3 Years 5 Years 10 Years
--------------------------------------------------------------------------------
$128 $400 $692 $1,523
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
SHAREHOLDER SERVICES FEE: the fee paid to the fund's distributor for shareholder
account service and maintenance.
OTHER EXPENSES: fees paid by the fund for miscellaneous items such as transfer
agency, custody, professional and registration fees.
The Fund
<PAGE 5>
MANAGEMENT
The investment adviser for the fund is The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166. Founded in 1947, Dreyfus manages more than $149
billion in over 190 mutual fund portfolios. For the past fiscal year, the fund
paid Dreyfus a management fee at the annual rate of 0.90% of the fund's average
daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.8 trillion of assets under management, administration or custody, including
approximately $540 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The fund, Dreyfus and Dreyfus Service Corporation (the fund's distributor) each
has adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
the fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
Portfolio managers
Paul Kandel and Hilary Woods have been the fund's primary portfolio managers
since October 1996. Mr. Kandel joined Dreyfus in 1994 as senior sector manager
for the technology and telecommunications industries. Ms. Woods joined Dreyfus
in 1987 as senior sector manager for the capital goods industry.
<PAGE 6>
FINANCIAL HIGHLIGHTS
This table describes the fund's performance for the fiscal periods indicated.
"Total return" shows how much your investment in the fund would have increased
(or decreased) during each period, assuming you had reinvested all dividends and
distributions. These figures have been independently audited by Ernst & Young
LLP, whose report, along with the fund's financial statements, is included in
the annual report.
<TABLE>
<CAPTION>
YEAR ENDED AUGUST 31,
2000 1999 1998 1997 1996(1)
------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period 30.35 20.20 25.17 18.67 12.50
Investment operations:
Investment income (loss) -- net (.14)(2) (.13)(2) (.16)(2) (.11) .03
Net realized and unrealized
gain (loss) on investments 10.47 10.33 (2.14) 8.02 6.17
Total from investment operations 10.33 10.20 (2.30) 7.91 6.20
Distributions:
Dividends from investment
income -- net -- -- -- -- (.03)
Dividends from net realized gain
on investments (.07) (.05) (2.67) (1.41) --
Total distributions (.07) (.05) (2.67) (1.41) (.03)
Net asset value, end of period 40.61 30.35 20.20 25.17 18.67
Total return (%) 34.07 50.54 (10.82) 44.45 46.09(3,4)
------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses
to average net assets (%) 1.26 1.38 1.39 1.39 1.16(4)
Ratio of net investment income (loss)
to average net assets (%) (.37) (.49) (.63) (.62) .09(4)
Decrease reflected in above expense
ratios due to actions by Dreyfus (%) -- -- -- .09 .36(4)
Portfolio turnover rate (%) 76.00 100.40 199.08 197.99 203.66(4)
------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 1,322,996 358,624 105,550 104,481 37,206
(1) FROM SEPTEMBER 29, 1995 (COMMENCEMENT OF OPERATIONS) TO AUGUST 31, 1996.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) CALCULATED BASED ON NET ASSET VALUE ON THE CLOSE OF BUSINESS ON SEPTEMBER
29, 1995 (COMMENCEMENT OF INITIAL OFFERING) TO AUGUST 31, 1996.
(4) NOT ANNUALIZED.
</TABLE>
The Fund
<PAGE 7>
Your Investment
ACCOUNT POLICIES
Buying shares
THE FUND IS CURRENTLY CLOSED TO NEW INVESTORS. You pay no sales charges to
invest in this fund. Your price for fund shares is the fund's net asset value
per share (NAV), which is generally calculated as of the close of trading on the
New York Stock Exchange (usually 4:00 p.m. Eastern time) every day the exchange
is open. Your order will be priced at the next NAV calculated after your order
is accepted by the fund's transfer agent or other authorized entity. The fund's
investments are generally valued based on market value or, where market
quotations are not readily available, based on fair value as determined in good
faith by the fund's board.
Note to investors
Dreyfus Emerging Leaders Fund closed to new investors on June 30, 2000.
Shareholders of the fund on that date may continue to buy shares in accounts
existing on that date. Investors who did not own shares of the fund on June 30,
2000, generally will not be allowed to buy shares of the fund except that new
accounts may be established: 1) by participants in most group employer
retirement plans (and their successor plans) if the fund had been established as
an investment option under the plans (or under another plan sponsored by the
same employer) by June 30, 2000; and 2) 401(k) plans sponsored by financial
institutions approved by
Third-party investments
If you invest through a third party (rather than directly with Dreyfus), the
policies and fees may be different than those described here. Banks, brokers,
401(k) plans, financial advisers and financial supermarkets may charge
transaction fees and may set different minimum investments or limitations on
buying or selling shares. Consult a representative of your plan or financial
institution if in doubt.
<PAGE 8>
Dreyfus on or before June 30, 2000. Shareholders whose accounts were closed
before or after June 30, 2000 may be prohibited from reactivating their account
or opening a new account. These restrictions generally will apply to investments
made directly with Dreyfus and investments made through intermediaries.
Investors may be required to demonstrate eligibility to buy shares of the fund
before an investment is accepted.
--------------------------------------------------------
Minimum investments
Initial Additional
--------------------------------------------------------
REGULAR ACCOUNTS $2,500 $100
$500 FOR
TELETRANSFER
INVESTMENTS
TRADITIONAL IRAS $750 NO MINIMUM
SPOUSAL IRAS $750 NO MINIMUM
ROTH IRAS $750 NO MINIMUM
EDUCATION IRAS $500 NO MINIMUM
AFTER THE FIRST YEAR
DREYFUS AUTOMATIC $100 $100
INVESTMENT PLANS
All investments must be in U.S. dollars. Third-party
checks cannot be accepted. You may be charged a fee for
any check that does not clear. Maximum TeleTransfer
purchase is $150,000 per day.
Your Investment
<PAGE 9>
ACCOUNT POLICIES (CONTINUED)
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME. Your shares will be sold at the next
NAV calculated after your order is accepted by the fund's transfer agent or
other authorized entity. Any certificates representing fund shares being sold
must be returned with your redemption request. Your order will be processed
promptly and you will generally receive the proceeds within a week.
BEFORE SELLING SHARES RECENTLY PURCHASED by check, TeleTransfer or Automatic
Asset Builder, please note that:
* if you send a written request to sell such shares,
the fund may delay sending the proceeds for up to eight business days
following the purchase of those shares
* the fund will not process wire, telephone or
TeleTransfer redemption requests for up to eight business days following the
purchase of those shares
IF YOU ARE SELLING OR EXCHANGING SHARES you have owned for less than 30 days,
the fund may deduct a 1% redemption fee (not charged on shares sold through the
Automatic Withdrawal Plan or Dreyfus Auto-Exchange Privilege, or on shares
acquired through dividend reinvestment).
-------------------------------------------------------
Limitations on selling shares by phone
Proceeds
sent by Minimum Maximum
-------------------------------------------------------
CHECK NO MINIMUM $250,000 PER DAY
WIRE $1,000 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
TELETRANSFER $500 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
Written sell orders
Some circumstances require written sell orders along with signature guarantees.
These include:
* amounts of $10,000 or more on accounts whose address has been changed
within the last 30 days
* requests to send the proceeds to a different payee or address
Written sell orders of $100,000 or more must also be signature guaranteed.
A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.
<PAGE 10>
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.
THE FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations, including those from any individual or group who,
in the fund's view, is likely to engage in excessive trading (usually
defined as more than four exchanges out of the fund within a calendar year)
* refuse any purchase or exchange request in excess of 1% of the fund's total
assets
* change or discontinue its exchange privilege, or temporarily suspend this
privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or
during unusual market conditions)
The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
Small account policies
To offset the relatively higher costs of servicing smaller accounts, the fund
charges regular accounts with balances below $2,000 an annual fee of $12. The
fee will be imposed during the fourth quarter of each calendar year.
The fee will be waived for: any investor whose aggregate Dreyfus mutual fund
investments total at least $25,000; IRA accounts; accounts participating in
automatic investment programs; and accounts opened through a financial
institution.
If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 45 days, the fund may close your account and
send you the proceeds.
Your Investment
<PAGE 11>
DISTRIBUTIONS AND TAXES
THE FUND USUALLY PAYS ITS SHAREHOLDERS DIVIDENDS from its net investment income,
and distributes any net capital gains it has realized once a year. Your
distributions will be reinvested in the fund unless you instruct the fund
otherwise. There are no fees or sales charges on reinvestments.
FUND DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE to most investors (unless your
investment is in an IRA or other tax-advantaged account). High portfolio
turnover and more volatile markets can result in taxable distributions to
shareholders, regardless of whether their shares increased in value. The tax
status of any distribution is the same regardless of how long you have been in
the fund and whether you reinvest your distributions or take them in cash. In
general, distributions are federally taxable as follows:
--------------------------------------------------------
Taxability of distributions
Type of Tax rate for Tax rate for
distribution 15% bracket 28% bracket or above
--------------------------------------------------------
INCOME ORDINARY ORDINARY
DIVIDENDS INCOME RATE INCOME RATE
SHORT-TERM ORDINARY ORDINARY
CAPITAL GAINS INCOME RATE INCOME RATE
LONG-TERM
CAPITAL GAINS 10% 20%
The tax status of your dividends and distributions will be detailed in your
annual tax statement from the fund.
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Taxes on transactions
Except for tax-advantaged accounts, any sale or exchange of fund shares may
generate a tax liability. Of course, withdrawals or distributions from
tax-deferred accounts are taxable when received.
The table at right also can provide a guide for your potential tax liability
when selling or exchanging fund shares. "Short-term capital gains" applies to
fund shares sold or exchanged up to 12 months after buying them. "Long-term
capital gains" applies to shares sold or exchanged after 12 months.
<PAGE 12>
SERVICES FOR FUND INVESTORS
Automatic services
BUYING OR SELLING SHARES AUTOMATICALLY is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application or by
calling 1-800-645-6561.
--------------------------------------------------------
For investing
DREYFUS AUTOMATIC For making automatic investments
ASSET BUILDER((reg.tm)) from a designated bank account.
DREYFUS PAYROLL For making automatic investments
SAVINGS PLAN through a payroll deduction.
DREYFUS GOVERNMENT For making automatic investments
DIRECT DEPOSIT from your federal employment,
PRIVILEGE Social Security or other regular
federal government check.
DREYFUS DIVIDEND For automatically reinvesting the
SWEEP dividends and distributions from
one Dreyfus fund into another
(not available for IRAs).
--------------------------------------------------------
For exchanging shares
DREYFUS AUTO- For making regular exchanges
EXCHANGE PRIVILEGE from one Dreyfus fund into
another.
--------------------------------------------------------
For selling shares
DREYFUS AUTOMATIC For making regular withdrawals
WITHDRAWAL PLAN from most Dreyfus funds.
Dreyfus Financial Centers
Through a nationwide network of Dreyfus Financial Centers, Dreyfus offers a full
array of investment services and products. This includes information on mutual
funds, brokerage services, tax-advantaged products and retirement planning.
Experienced financial consultants can help you make informed choices and provide
you with personalized attention in handling account transactions. The Financial
Centers also offer informative seminars and events. To find the Financial Center
nearest you, call 1-800-499-3327.
Your Investment
<PAGE 13>
SERVICES FOR FUND INVESTORS (CONTINUED)
Exchange privilege
YOU CAN EXCHANGE SHARES WORTH $500 OR MORE (no minimum for retirement accounts)
from one Dreyfus fund into another. You can request your exchange in writing or
by phone. Be sure to read the current prospectus for any fund into which you are
exchanging before investing. Any new account established through an exchange
will have the same privileges as your original account (as long as they are
available). There is currently no fee for exchanges, although you may be charged
a sales load when exchanging into any fund that has one.
Dreyfus TeleTransfer privilege
TO MOVE MONEY BETWEEN YOUR BANK ACCOUNT and your Dreyfus fund account with a
phone call, use the Dreyfus TeleTransfer privilege. You can set up TeleTransfer
on your account by providing bank account information and following the
instructions on your application.
24-hour automated account access
YOU CAN EASILY MANAGE YOUR DREYFUS ACCOUNTS, check your account balances,
transfer money between your Dreyfus funds, get price and yield information and
much more -- when it's convenient for you -- by calling 1-800-645-6561.
Retirement plans
Dreyfus offers a variety of retirement plans, including traditional, Roth and
Education IRAs. Here's where you call for information:
* for traditional, rollover, Roth and Education IRAs, call 1-800-645-656
* for SEP-IRAs, Keogh accounts, 401(k) and 403(b) accounts, call
1-800-358-0910
<PAGE 14>
[This page intentionally left blank.]
<PAGE 15>
INSTRUCTIONS FOR REGULAR ACCOUNTS
TO OPEN AN ACCOUNT
In Writing
Complete the application.
Mail your application and a check to:
The Dreyfus Family of Funds
P.O. Box 9387, Providence, RI 02940-9387
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Mail the slip and the check to: The Dreyfus Family of Funds P.O. Box 105,
Newark, NJ 07101-0105
By Telephone
WIRE Have your bank send your
investment to The Bank of New York, with these instructions:
* ABA# 021000018
* DDA# 8900279664
* the fund name
* your Social Security or tax ID number
* name(s) of investor(s)
Call us to obtain an account number. Return your application.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279664
* the fund name
* your account number
* name(s) of investor(s)
ELECTRONIC CHECK Same as wire, but insert "1111" before your account.
TELETRANSFER Request TeleTransfer on your application. Call us to request your
transaction.
Automatically
WITH AN INITIAL INVESTMENT Indicate
on your application which automatic service(s) you want. Return your application
with your investment.
WITHOUT ANY INITIAL INVESTMENT Check the Dreyfus Step Program option on your
application. Return your application, then complete the additional materials
when they are sent to you.
ALL SERVICES Call us to request a form to add any automatic investing service
(see "Services for Fund Investors"). Complete and return the forms along with
any other required materials.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<PAGE 16>
TO SELL SHARES
Write a letter of instruction that includes:
* your name(s) and signature(s)
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to: The Dreyfus Family of Funds P.O. Box 9671, Providence, RI
02940-9671
WIRE Be sure the fund has your bank account information on file. Call us to
request your transaction. Proceeds will be wired to your bank.
TELETRANSFER Be sure the fund has your bank account information on file. Call
us to request your transaction. Proceeds will be sent to your bank by electronic
check.
CHECK Call us to request your transaction. A check will be sent to the address
of record.
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request a form to add the plan.
Complete the form, specifying the amount and frequency of withdrawals you would
like.
Be sure to maintain an account balance of $5,000 or more.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS FAMILY OF FUNDS
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<PAGE 17>
INSTRUCTIONS FOR IRAS
TO OPEN AN ACCOUNT
In Writing
Complete an IRA application, making sure to specify the fund name and to
indicate the year the contribution is for.
Mail your application and a check to:
The Dreyfus Trust Company, Custodian P.O. Box 6427, Providence, RI 02940-6427
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Indicate the year the contribution is for.
Mail in the slip and the check (see "To Open an Account" at left).
By Telephone
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279664
* the fund name
* your account number
* name of investor
* the contribution year
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELEPHONE CONTRIBUTION Call to request us to move money from a regular Dreyfus
account to an IRA (both accounts must be held in the same shareholder name).
Automatically
WITHOUT ANY INITIAL INVESTMENT Call us
to request a Dreyfus Step Program form. Complete and return the form along with
your application.
ALL SERVICES Call us to request a form to add an automatic investing service
(see "Services for Fund Investors"). Complete and return the form along with any
other required materials.
All contributions will count as current year.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<PAGE 18>
TO SELL SHARES
Write a letter of instruction that includes:
* your name and signature
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
* whether the distribution is qualified or premature
* whether the 10% TEFRA should be withheld
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail in your request (see "To Open an Account" at left).
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request instructions to establish
the plan.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS TRUST COMPANY, CUSTODIAN
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<PAGE 19>
NOTES
<PAGE>
<PAGE>
For More Information
Dreyfus Emerging Leaders Fund
A series of Dreyfus Growth and Value Funds, Inc.
----------------------------
SEC file number: 811-7123
More information on this fund is available free upon
request, including the following:
Annual/Semiannual Report
Describes the fund's performance, lists portfolio
holdings and contains a letter from the fund's manager
discussing recent market conditions, economic trends and
fund strategies that significantly affected the fund's
performance during the last fiscal year.
Statement of Additional Information (SAI)
Provides more details about the fund and its policies. A
current SAI is on file with the Securities and Exchange
Commission (SEC) and is incorporated by reference (is
legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call 1-800-645-6561
BY MAIL Write to: The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144
BY E-MAIL Send your request to [email protected]
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from:
SEC
http://www.sec.gov
DREYFUS
http://www.dreyfus.com
You can also obtain copies, after paying a duplicating fee, by visiting the
SEC's Public Reference Room in Washington, DC (for information, call
1-202-942-8090) or by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2001 Dreyfus Service Corporation 259P0101
Dreyfus International
Value Fund
Investing for long-term capital growth
PROSPECTUS January 1, 2001
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
Contents
THE FUND
----------------------------------------------------
1 Goal/Approach
2 Main Risks
4 Past Performance
5 Expenses
6 Management
7 Financial Highlights
YOUR INVESTMENT
--------------------------------------------------------------------
8 Account Policies
11 Distributions and Taxes
12 Services for Fund Investors
14 Instructions for Regular Accounts
16 Instructions for IRAs
FOR MORE INFORMATION
-------------------------------------------------------------------------------
INFORMATION ON THE FUND'S RECENT STRATEGIES
AND HOLDINGS CAN BE FOUND IN THE CURRENT ANNUAL/ SEMIANNUAL REPORT (SEE BACK
COVER).
What every investor should know about the fund
Information for managing your fund account
Where to learn more about this and other Dreyfus funds
The Fund
Dreyfus International Value Fund
-------------------------------
Ticker Symbol: DIVLX
GOAL/APPROACH
The fund seeks long-term capital growth. To pursue this goal, the fund
ordinarily invests most of its assets in equity securities of foreign issuers
which Dreyfus considers to be "value" companies. To a limited extent, the fund
may invest in debt securities of foreign issuers. The fund ordinarily invests in
companies in at least 15 foreign countries, and limits its investments in any
single company to no more than 5% of its assets at the time of purchase.
The fund' s investment approach is value oriented, research driven, and risk
averse. In selecting stocks, the fund manager identifies potential investments
through extensive quantitative and fundamental research. Emphasizing individual
stock selection rather than economic and industry trends, the fund focuses on
three key factors:
(pound) VALUE, or how a stock is valued relative to its intrinsic worth based on
traditional value measures
(pound) BUSINESS HEALTH, or overall efficiency and profitability as measured by
return on assets and return on equity
(pound) BUSINESS MOMENTUM, or the presence of a catalyst (such as corporate
restructuring, change in management or spin-off) that potentially
will trigger a price increase near term to midterm
The fund typically sells a stock when it is no longer considered a value
company, appears less likely to benefit from the current market and economic
environment, shows deteriorating fundamentals or declining momentum, or falls
short of the fund manager's expectations.
Concepts to understand
VALUE COMPANIES: companies that appear underpriced according to certain
financial measurements of their intrinsic worth or business prospects (such as
price-to-earnings or price-to-book ratios). For international investing, "value"
is determined relative to a company's home market. Because a stock can remain
undervalued for years, value investors often look for factors that could trigger
a rise in price.
<Page 2>
MAIN RISKS
While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price depending on the performance of the companies that
issued them, general market and economic conditions and investor confidence.The
value of your investment in the fund will go up and down, which means that you
could lose money.
The fund' s performance is influenced by political, social and economic factors
affecting investments in foreign companies. Special risks include exposure to
currency fluctuations, less liquidity, less developed or efficient trading
markets, a lack of comprehensive company information, political instability and
differing auditing and legal standards. Each of those risks could result in more
volatility for the fund.
Value stocks involve the risk that they may never reach what the manager
believes is their full market value, either because the market fails to
recognize the stock's intrinsic worth or the manager misgauged that worth. They
also may decline in price, even though in theory they are already undervalued.
Because different types of stocks tend to shift in and out of favor depending on
market and economic conditions, the fund's performance may sometimes be lower or
higher than that of other types of funds (such as those emphasizing growth
stocks).
Other potential risks
At times, the fund may invest some assets in derivatives, such as options and
futures contracts. The fund also may invest in foreign currencies. While used
primarily to hedge the fund's portfolio and manage exposure to certain markets,
such strategies can increase the fund's volatility and lower its returns.
Derivatives can be illiquid, and a small investment in certain derivatives could
have a potentially large impact on the fund's performance.
The fund may invest in companies of any size. Investments in small companies
carry additional risks because their earnings tend to be less predictable, their
share prices more volatile and their securities less liquid than larger, more
established companies.
Under adverse market conditions, the fund could invest some or all of its assets
in the securities of U.S. issuers or money market securities. Although the fund
would do this to avoid losses, it could have the effect of reducing the benefit
from any upswing in the market. During such periods, the fund may not achieve
its investment objective.
The Fund
<Page 3>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the fund's performance from year to year. The
table compares the fund' s average annual total return to that of the Morgan
Stanley Capital International (MSCI) Europe, Australasia, Far East
(EAFE((reg.tm))) Index, a broad measure of foreign stock performance. Of course,
past performance is no guarantee of future results.
-------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
10.35 9.04 9.94 25.73
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '98 +15.72%
WORST QUARTER: Q3 '98 -15.94%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 9/30/00 WAS -8.47%.
-------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (9/29/95)
-------------------------------------------------------
FUND 25.73% 13.34%
MSCI EAFE((reg.tm)) 26.96% 13.47%*
* FOR COMPARATIVE PURPOSES, THE VALUE OF THE INDEX ON 9/30/95 IS USED AS THE
BEGINNING VALUE ON 9/29/95.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
<Page 4>
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Shareholder transaction fees are paid
from your account. Annual fund operating expenses are paid out of fund assets,
so their effect is included in the share price. The fund has no sales charge
(load) or Rule 12b-1 distribution fees.
--------------------------------------------------------
Fee table
SHAREHOLDER TRANSACTION FEES
% OF TRANSACTION AMOUNT
Maximum redemption fee 1.00%
CHARGED ONLY WHEN SELLING SHARES YOU
HAVE OWNED FOR LESS THAN 30 DAYS
--------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 1.00%
Shareholder services fee 0.25%
Other expenses 0.15%
-------------------------------------------------------
TOTAL 1.40%
--------------------------------------------------------
Expense example
<TABLE>
<CAPTION>
1 Year 3 Years 5 Years 10 Years
-----------------------------------------------------------------------------------------
<S> <C> <C> <C>
$143 $443 $766 $1,680
</TABLE>
This example shows what you could pay in expenses over
time. It uses the same hypothetical conditions other
funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in
expenses. The figures shown would be the same whether
you sold your shares at the end of a period or kept
them. Because actual return and expenses will be
different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
SHAREHOLDER SERVICES FEE: the fee paid to the fund's distributor for shareholder
account service and maintenance.
OTHER EXPENSES: fees paid by the fund for miscellaneous items such as transfer
agency, custody, professional and registration fees.
The Fund
<Page 5>
MANAGEMENT
The investment adviser for the fund is The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166. Founded in 1947, Dreyfus manages more than $149
billion in over 190 mutual fund portfolios. For the past fiscal year, the fund
paid Dreyfus a management fee at the annual rate of 1.00% of the fund's average
daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.8 trillion of assets under management, administration or custody, including
approximately $540 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The fund, Dreyfus and Dreyfus Service Corporation (the fund's distributor) each
has adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
the fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
Portfolio manager
The fund's primary portfolio manager is Sandor Cseh. He has managed the fund
since its inception. Mr. Cseh has been a portfolio manager for The Boston
Company Asset Management, an affiliate of Dreyfus, since 1994. In May 1996, he
became a dual employee of Dreyfus and The Boston Company.
<Page 6>
FINANCIAL HIGHLIGHTS
This table describes the fund's performance for the fiscal periods indicated.
" Total return" shows how much your investment in the fund would have increased
(or decreased) during each period, assuming you had reinvested all dividends and
distributions. These figures have been independently audited by Ernst & Young
LLP, whose report, along with the fund's financial statements, is included in
the annual report.
<TABLE>
<CAPTION>
YEAR ENDED AUGUST 31,
2000 1999 1998 1997 1996(1)
--------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period 17.52 14.50 15.05 13.23 12.50
Investment operations:
Investment income -- net .15(2) .16(2) .13 .07 .15
Net realized and unrealized gain (loss)
on investments .44 3.76 (.20) 1.98 .65
Total from investment operations .59 3.92 (.07) 2.05 .80
Distributions:
Dividends from investment
income -- net (.11) (.15) (.08) (.10) (.04)
Dividends from net realized gain
on investments (.79) (.75) (.40) (.13) (.03)
Total distributions (.90) (.90) (.48) (.23) (.07)
Net asset value, end of period 17.21 17.52 14.50 15.05 13.23
Total return (%) 3.48 28.19 (.62) 15.72 6.43(3)
------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses
to average net assets (%) 1.40 1.40 1.44 1.49 1.39(3)
Ratio of net investment income
to average net assets (%) .88 1.00 1.17 1.09 1.78(3)
Decrease reflected in above expense ratios
due to actions by Dreyfus (%) -- -- -- .03 .51(3)
Portfolio turnover rate (%) 37.64 30.68 34.46 25.35 19.14(3)
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 396,786 260,667 162,707 96,896 25,638
(1) FROM SEPTEMBER 29, 1995 (COMMENCEMENT OF OPERATIONS) TO AUGUST 31, 1996.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) NOT ANNUALIZED.
</TABLE>
The Fund
Your Investment
<Page 7>
ACCOUNT POLICIES
Buying shares
YOU PAY NO SALES CHARGES to invest in this fund. Your price for fund shares is
the fund's net asset value per share (NAV), which is generally calculated as of
the close of trading on the New York Stock Exchange (usually 4:00 p.m. Eastern
time) every day the exchange is open. Your order will be priced at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. The fund's investments are generally valued based on market
value or, where market quotations are not readily available, based on fair value
as determined in good faith by the fund's board.
--------------------------------------------------------
Minimum investments
Initial Additional
--------------------------------------------------------
REGULAR ACCOUNTS $2,500 $100
$500 FOR
TELETRANSFER
INVESTMENTS
TRADITIONAL IRAS $750 NO MINIMUM
SPOUSAL IRAS $750 NO MINIMUM
ROTH IRAS $750 NO MINIMUM
EDUCATION IRAS $500 NO MINIMUM
AFTER THE FIRST
YEAR
DREYFUS AUTOMATIC $100 $100
INVESTMENT PLANS
All investments must be in U.S. dollars. Third-party
checks cannot be accepted. You may be charged a fee for
any check that does not clear. Maximum TeleTransfer
purchase is $150,000 per day.
Third-party investments
If you invest through a third party (rather than directly with Dreyfus), the
policies and fees may be different than those described here. Banks, brokers,
401(k) plans, financial advisers and financial supermarkets may charge
transaction fees and may set different minimum investments or limitations on
buying or selling shares. Consult a representative of your plan or financial
institution if in doubt.
<Page 8>
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME. Your shares will be sold at the next
NAV calculated after your order is accepted by the fund's transfer agent or
other authorized entity. Any certificates representing fund shares being sold
must be returned with your redemption request. Your order will be processed
promptly and you will generally receive the proceeds within a week.
BEFORE SELLING SHARES RECENTLY PURCHASED by check, TeleTransfer or Automatic
Asset Builder, please note that:
(pound) if you send a written request to sell such shares, the fund may delay
sending the proceeds for up to eight business days following the
purchase of those shares
(pound) the fund will not process wire, telephone or TeleTransfer redemption
requests for up to eight business days following the purchase of
those shares
IF YOU ARE SELLING OR EXCHANGING SHARES you have owned for less than 30 days,
the fund may deduct a 1% redemption fee (not charged on shares sold through the
Automatic Withdrawal Plan or Dreyfus Auto-Exchange Privilege, or on shares
acquired through dividend reinvestment).
--------------------------------------------------------
Limitations on selling shares by phone
Proceeds
sent by Minimum Maximum
--------------------------------------------------------
CHECK NO MINIMUM $250,000 PER DAY
WIRE $1,000 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
TELETRANSFER $500 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
Written sell orders
Some circumstances require written sell orders along with signature guarantees.
These include:
(pound) amounts of $10,000 or more on accounts whose address has been changed
within the last 30 days
(pound) requests to send the proceeds to a different payee or address
Written sell orders of $100,000 or more must also be signature guaranteed.
A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.
Your Investment
<Page 9>
ACCOUNT POLICIES (CONTINUED)
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.
THE FUND RESERVES THE RIGHT TO:
(pound) refuse any purchase or exchange request that
could adversely affect the fund or its operations,
including those from any individual or group who, in
the fund's view, is likely to engage in excessive
trading (usually defined as more than four exchanges
out of the fund within a calendar year)
(pound) refuse any purchase or exchange request in excess of
1% of the fund's total assets
(pound) change or discontinue its exchange privilege, or
temporarily suspend this privilege during unusual market conditions
(pound) change its minimum investment amounts
(pound) delay sending out redemption proceeds for up to
seven days (generally applies only in cases of very large redemptions,
excessive trading or during unusual market conditions)
The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
Small account policies
To offset the relatively higher costs of servicing smaller accounts, the fund
charges regular accounts with balances below $2,000 an annual fee of $12. The
fee will be imposed during the fourth quarter of each calendar year.
The fee will be waived for: any investor whose aggregate Dreyfus mutual fund
investments total at least $25,000; IRA accounts; accounts participating in
automatic investment programs; accounts opened through a financial institution.
If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 45 days, the fund may close your account and
send you the proceeds.
<Page 10>
DISTRIBUTIONS AND TAXES
THE FUND USUALLY PAYS ITS SHAREHOLDERS DIVIDENDS from its net investment income,
and distributes any net capital gains it has realized once a year. Your
distributions will be reinvested in the fund unless you instruct the fund
otherwise. There are no fees or sales charges on reinvestments.
FUND DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE to most investors (unless your
investment is in an IRA or other tax-advantaged account). The tax status of any
distribution is the same regardless of how long you have been in the fund and
whether you reinvest your distributions or take them in cash. In general,
distributions are federally taxable as follows:
--------------------------------------------------------
Taxability of distributions
Type of Tax rate for Tax rate for
distribution 15% bracket 28% bracket or above
--------------------------------------------------------
INCOME ORDINARY ORDINARY
DIVIDENDS INCOME RATE INCOME RATE
SHORT-TERM ORDINARY ORDINARY
CAPITAL GAINS INCOME RATE INCOME RATE
LONG-TERM
CAPITAL GAINS 10% 20%
The tax status of your dividends and distributions will be detailed in your
annual tax statement from the fund.
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Taxes on transactions
Except for tax-advantaged accounts, any sale or exchange of fund shares may
generate a tax liability. Of course, withdrawals or distributions from
tax-deferred accounts are taxable when received.
The table at right also can provide a guide for your potential tax liability
when selling or exchanging fund shares. "Short-term capital gains" applies to
fund shares sold or exchanged up to 12 months after buying them. "Long-term
capital gains" applies to shares sold or exchanged after 12 months.
Your Investment
<Page 11>
SERVICES FOR FUND INVESTORS
Automatic services
BUYING OR SELLING SHARES AUTOMATICALLY is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application or by
calling 1-800-645-6561.
--------------------------------------------------------
For investing
DREYFUS AUTOMATIC For making automatic investments
ASSET BUILDER((reg.tm)) from a designated bank account.
DREYFUS PAYROLL For making automatic investments
SAVINGS PLAN through a payroll deduction.
DREYFUS GOVERNMENT For making automatic investments
DIRECT DEPOSIT from your federal employment,
PRIVILEGE Social Security or other regular
federal government check.
DREYFUS DIVIDEND For automatically reinvesting the
SWEEP dividends and distributions from
one Dreyfus fund into another
(not available for IRAs).
--------------------------------------------------------
For exchanging shares
DREYFUS AUTO- For making regular exchanges
EXCHANGE PRIVILEGE from one Dreyfus fund into
another.
--------------------------------------------------------
For selling shares
DREYFUS AUTOMATIC For making regular withdrawals
WITHDRAWAL PLAN from most Dreyfus funds.
Dreyfus Financial Centers
Through a nationwide network of Dreyfus Financial Centers, Dreyfus offers a full
array of investment services and products. This includes information on mutual
funds, brokerage services, tax-advantaged products and retirement planning.
Experienced financial consultants can help you make informed choices and provide
you with personalized attention in handling account transactions. The Financial
Centers also offer informative seminars and events. To find the Financial Center
nearest you, call 1-800-499-3327.
<Page 12>
Exchange privilege
YOU CAN EXCHANGE SHARES WORTH $500 OR MORE (no minimum for retirement accounts)
from one Dreyfus fund into another. You can request your exchange in writing or
by phone. Be sure to read the current prospectus for any fund into which you are
exchanging before investing. Any new account established through an exchange
will have the same privileges as your original account (as long as they are
available). There is currently no fee for exchanges, although you may be charged
a sales load when exchanging into any fund that has one.
Dreyfus TeleTransfer privilege
TO MOVE MONEY BETWEEN YOUR BANK ACCOUNT and your Dreyfus fund account with a
phone call, use the Dreyfus TeleTransfer privilege. You can set up TeleTransfer
on your account by providing bank account information and following the
instructions on your application.
24-hour automated account access
YOU CAN EASILY MANAGE YOUR DREYFUS ACCOUNTS, check your account balances,
transfer money between your Dreyfus funds, get price and yield information and
much more -- when it's convenient for you -- by calling 1-800-645-6561.
Retirement plans
Dreyfus offers a variety of retirement plans, including traditional, Roth and
Education IRAs. Here's where you call for information:
(pound) for traditional, rollover, Roth and Education IRAs, call 1-800-645-656
(pound) for SEP-IRAs, Keogh accounts, 401(k) and 403(b) accounts, call
1-800-358-0910
Your Investment
<Page 13>
INSTRUCTIONS FOR REGULAR ACCOUNTS
TO OPEN AN ACCOUNT
In Writing
Complete the application.
Mail your application and a check to:
The Dreyfus Family of Funds
P.O. Box 9387, Providence, RI 02940-9387
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Mail the slip and the check to:
The Dreyfus Family of Funds
P.O. Box 105,
Newark, NJ 07101-0105
By Telephone
WIRE Have your bank send your
investment to The Bank of New York, with these instructions:
* ABA# 021000018
* DDA# 8900279605
* the fund name
* your Social Security or tax ID number
* name(s) of investor(s)
Call us to obtain an account number. Return your application.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279605
* the fund name
* your account number
* name(s) of investor(s)
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELETRANSFER Request TeleTransfer on your application. Call us to request your
transaction.
Automatically
WITH AN INITIAL INVESTMENT Indicate
on your application which automatic service(s) you want. Return your application
with your investment.
WITHOUT ANY INITIAL INVESTMENT Check the Dreyfus Step Program option on your
application. Return your application, then complete the additional materials
when they are sent to you.
ALL SERVICES Call us to request a form to add any automatic investing service
(see "Services for Fund Investors"). Complete and return the forms along with
any other required materials.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<Page 14>
TO SELL SHARES
Write a letter of instruction that includes:
* your name(s) and signature(s)
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to: The Dreyfus Family of Funds P.O. Box 9671, Providence, RI
02940-9671
WIRE Be sure the fund has your bank account information on file. Call us to
request your transaction. Proceeds will be wired to your bank.
TELETRANSFER Be sure the fund has your bank account information on file. Call
us to request your transaction. Proceeds will be sent to your bank by electronic
check.
CHECK Call us to request your transaction. A check will be sent to the address
of record.
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request a form to add the plan.
Complete the form, specifying the amount and frequency of withdrawals you would
like.
Be sure to maintain an account balance of $5,000 or more.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS FAMILY OF FUNDS
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<Page 15>
INSTRUCTIONS FOR IRAS
TO OPEN AN ACCOUNT
In Writing
Complete an IRA application, making sure to specify the fund name and to
indicate the year the contribution is for.
Mail your application and a check to:
The Dreyfus Trust Company,
Custodian P.O. Box 6427,
Providence, RI 02940-6427
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Indicate the year the contribution is for.
Mail in the slip and the check (see "To Open an Account" at left).
By Telephone
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279605
* the fund name
* your account number
* name of investor
* the contribution year
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELEPHONE CONTRIBUTION Call to request us to move money from a regular Dreyfus
account to an IRA (both accounts must be held in the same shareholder name).
Automatically
WITHOUT ANY INITIAL INVESTMENT Call us
to request a Dreyfus Step Program form. Complete and return the form along with
your application.
ALL SERVICES Call us to request a form to add an automatic investing service
(see "Services for Fund Investors"). Complete and return the form along with any
other required materials.
All contributions will count as current year.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<Page 16>
TO SELL SHARES
Write a letter of instruction that includes:
* your name and signature
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
* whether the distribution is qualified or premature
* whether the 10% TEFRA should be withheld
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail in your request (see "To Open an Account" at left).
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request instructions to establish
the plan.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS TRUST COMPANY, CUSTODIAN
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<Page 17>
For More Information
Dreyfus International Value Fund
A series of Dreyfus Growth and Value Funds, Inc.
----------------------------
SEC file number: 811-7123
More information on this fund is available free upon
request, including the following:
Annual/Semiannual Report
Describes the fund' s performance, lists portfolio
holdings and contains a letter from the fund's manager
discussing recent market conditions, economic trends and
fund strategies that significantly affected the fund's
performance during the last fiscal year.
Statement of Additional Information (SAI)
Provides more details about the fund and its policies. A
current SAI is on file with the Securities and Exchange
Commission (SEC) and is incorporated by reference (is
legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call 1-800-645-6561
BY MAIL Write to: The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144
BY E-MAIL Send your request to [email protected]
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from:
SEC
http://www.sec.gov
DREYFUS
http://www.dreyfus.com
You can also obtain copies, after paying a duplicating fee, by visiting the
SEC's Public Reference Room in Washington, DC (for information, call
1-202-942-8090) or by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2001 Dreyfus Service Corporation 254P0101
Dreyfus
Midcap
Value Fund
Investing in value stocks for capital appreciation
PROSPECTUS January 1, 2001
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
Contents
THE FUND
----------------------------------------------------
2 Goal/Approach
3 Main Risks
4 Past Performance
5 Expenses
6 Management
7 Financial Highlights
YOUR INVESTMENT
--------------------------------------------------------------------
8 Account Policies
11 Distributions and Taxes
12 Services for Fund Investors
14 Instructions for Regular Accounts
16 Instructions for IRAs
FOR MORE INFORMATION
-------------------------------------------------------------------------------
Back Cover
What every investor should know about the fund
Information for managing your fund account
Where to learn more about this and other Dreyfus funds
The Fund
Dreyfus Midcap Value Fund
--------------------------------
Ticker Symbol: DMCVX
GOAL/APPROACH
The fund seeks to surpass the performance of the Russell Midcap Value Index. To
pursue this goal, it invests at least 65% of its total assets in value
companies. Normally, the fund's dollar-weighted average market capitalization
will be between that of the Russell MidCap Index and the Russell 2000 Index. The
fund' s stock investments may include common stocks, preferred stocks and
convertible securities of both U.S. and foreign issuers, including those
purchased in initial public offerings.
The portfolio manager identifies potential investments through extensive
quantitative and fundamental research. The fund will focus on individual stock
selection (a "bottom-up" approach), emphasizing three key factors:
(pound) VALUE, or how a stock is valued relative to its
intrinsic worth based on traditional value measures
(pound) BUSINESS HEALTH, or overall efficiency and
profitability as measured by return on assets and return on equity
(pound) BUSINESS MOMENTUM, or the presence of a catalyst
(such as a corporate restructuring, change in management or
spin-off) that will trigger a price increase near term to midterm
The fund typically sells a stock when it is no longer considered a value
company, appears less likely to benefit from the current market and economic
environment, shows deteriorating fundamentals or declining momentum, or falls
short of the manager' s expectations.
INFORMATION ON THE FUND' S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN THE
CURRENT ANNUAL/SEMIANNUAL REPORT (SEE BACK COVER).
Concepts to understand
MIDCAP COMPANIES: established companies that may not be well known. Midcap
companies may lack the resources to weather economic shifts, though they can be
faster to innovate than large companies.
VALUE COMPANIES: companies that appear underpriced according to certain
financial measurements of their intrinsic worth or business prospects (such as
price-to-earnings or price-to-book ratios). Because a stock can remain
undervalued for years, value investors often look for factors that could trigger
a rise in price.
<Page 2>
MAIN RISKS
While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price depending on the performance of the companies that
issued them, general market and economic conditions and investor confidence. The
value of your investment in the fund will go up and down, which means that you
could lose money.
Midsize companies carry additional risks because their earnings and revenues
tend to be less predictable (and some companies may be experiencing significant
losses) , their share prices more volatile and their securities less liquid than
larger, more established companies. Some of the fund's investments are made in
anticipation of future products and services that, if delayed, could cause the
company's stock price to drop.
Value stocks involve the risk that they may never reach what the manager
believes is their full market value, either because the market fails to
recognize the stock's intrinsic worth or the manager misgauged that worth. They
also may decline in price, even though in theory they are already undervalued.
Because different types of stocks tend to shift in and out of favor depending on
market and economic conditions, the fund's performance may sometimes be lower or
higher than that of other types of funds (such as those emphasizing growth
stocks).
The fund may overweight certain market sectors, which may cause the fund's
performance to be more sensitive to developments affecting those sectors.
Under adverse market conditions, the fund could invest some or all of its assets
in money market securities. During such periods, the fund may not achieve its
investment objective.
Other potential risks
The fund may purchase securities of companies in initial public offerings
(IPOs). The prices of securities purchased in IPOs can be very volatile. The
effect of IPOs on the fund's performance depends on a variety of factors,
including the number of IPOs the fund invests in, whether and to what extent a
security purchased in an IPO appreciates in value, and the asset base of the
fund. As a fund's asset base increases, IPOs often have a diminished effect on
such fund's performance.
At times, the fund may engage in short-term trading, which could produce higher
brokerage costs and taxable distributions, and lower the fund's after-tax
performance accordingly.
<Page 3>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the changes in the fund's performance from year to year. The
table compares the fund's average annual total return to that of Russell Midcap
Value Index, a broad measure of value stock performance. Both tables assume
reinvestment of dividends and distributions. Of course, past performance is no
guarantee of future results.
--------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
37.33 28.00 -4.21 28.06
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q2 '99 +28.57%
WORST QUARTER: Q3 '98 -27.65%
THE FUND'S YEAR-TO-DATE TOTAL RETURN AS OF 9/30/00 WAS 26.33%.
--------------------------------------------------------
Average annual total return AS OF 12/31/99
Since
inception
1 Year (9/29/95)
--------------------------------------------------------
FUND 28.06% 22.15%
RUSSELL MIDCAP
VALUE INDEX -0.11% 14.43%*
* FOR COMPARATIVE PURPOSES, THE VALUE OF THE INDEX ON 9/30/95 IS USED AS THE
BEGINNING VALUE ON 9/29/95.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
<Page 4>
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below. Shareholder transaction fees are paid
from your account. Annual fund operating expenses are paid out of fund assets,
so their effect is included in the share price. The fund has no sales charge
(load) or Rule 12b-1 distribution fees.
--------------------------------------------------------
Fee table
SHAREHOLDER TRANSACTION FEES
% OF TRANSACTION AMOUNT
Maximum redemption fee 1.00%
CHARGED ONLY WHEN SELLING SHARES YOU
HAVE OWNED FOR LESS THAN 30 DAYS
--------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES
% OF AVERAGE DAILY NET ASSETS
Management fees 0.75%
Shareholder services fee 0.25%
Other expenses 0.31%
--------------------------------------------------------
TOTAL 1.31%
--------------------------------------------------------
<TABLE>
<CAPTION>
Expense example
1 Year 3 Years 5 Years 10 Years
----------------------------------------------------------------------------------------
<S> <C> <C> <C>
$133 $415 $718 $1,579
</TABLE>
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. The figures
shown would be the same whether you sold your shares at the end of a period or
kept them. Because actual return and expenses will be different, the example is
for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
SHAREHOLDER SERVICES FEE: the fee paid to the fund's distributor for shareholder
account service and maintenance.
OTHER EXPENSES: fees paid by the fund for miscellaneous items such as transfer
agency, custody, professional and registration fees.
The Fund
<Page 5>
MANAGEMENT
The investment adviser for the fund is The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166. Founded in 1947, Dreyfus manages more than $149
billion in over 190 mutual fund portfolios. For the past fiscal year, the fund
paid Dreyfus a management fee at the annual rate of 0.75% of the fund's average
daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.8 trillion of assets under management, administration or custody, including
approximately $540 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The fund, Dreyfus and Dreyfus Service Corporation (the fund's distributor) each
has adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
the fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
Portfolio manager
Peter I. Higgins, CFA, has managed the fund since September 1995. Mr. Higgins
has been a portfolio manager for The Boston Company Asset Management, an
affiliate of Dreyfus, since 1991. In May 1996, he became a dual employee of
Dreyfus and The Boston Company.
<Page 6>
FINANCIAL HIGHLIGHTS
This table describes the fund's performance for the fiscal periods indicated.
" Total return" shows how much your investment in the fund would have increased
(or decreased) during each period, assuming you had reinvested all dividends and
distributions. These figures have been independently audited by Ernst & Young
LLP, whose report, along with the fund's financial statements, is included in
the annual report.
<TABLE>
<CAPTION>
YEAR ENDED AUGUST 31,
2000 1999 1998 1997 1996(1)
------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period 21.70 15.39 22.23 15.80 12.50
Investment operations:
Investment income (loss) -- net (.09)(2) (.17)(2) (.06)(2) (.01) .08
Net realized and unrealized gain (loss)
on investments 7.74 8.26 (5.73) 8.23 3.28
Total from investment operations 7.65 8.09 (5.79) 8.22 3.36
Distributions:
Dividends from investment income -- net -- -- -- (.04) (.04)
Dividends from net realized gain
on investments (1.24) (1.78) (1.05) (1.75) (.02)
Total distributions (1.24) (1.78) (1.05) (1.79) (.06)
Net asset value, end of period 28.11 21.70 15.39 22.23 15.80
Total return (%) 37.60 55.71 (27.32) 55.45 26.88(3)
---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) 1.27 1.34 1.29 1.25 1.18(3)
Ratio of interest expense and loan
commitment fees to average net assets (%) .04 .06 .01 .01 .01(3)
Ratio of net investment income (loss)
to average net assets (%) (.38) (.89) (.25) (.14) .56(3)
Decrease reflected in above expense ratios
due to actions by Dreyfus (%) -- -- -- .26 1.13(3)
Portfolio turnover rate (%) 242.27 257.23 168.72 154.92 266.80(3)
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 189,044 98,168 80,300 81,494 3,591
(1) FROM SEPTEMBER 29, 1995 (COMMENCEMENT OF OPERATIONS) TO AUGUST 31, 1996.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) NOT ANNUALIZED.
</TABLE>
The Fund
<Page 7>
Your Investment
ACCOUNT POLICIES
Buying shares
YOU PAY NO SALES CHARGES to invest in this fund. Your price for fund shares is
the fund's net asset value per share (NAV), which is generally calculated as of
the close of trading on the New York Stock Exchange (usually 4:00 p.m. Eastern
time) every day the exchange is open. Your order will be priced at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. The fund's investments are generally valued based on market
value or, where market quotations are not readily available, based on fair value
as determined in good faith by the fund's board.
--------------------------------------------------------
Minimum investments
Initial Additional
--------------------------------------------------------
REGULAR ACCOUNTS $2,500 $100
$500 FOR
TELETRANSFER
INVESTMENTS
TRADITIONAL IRAS $750 NO MINIMUM
SPOUSAL IRAS $750 NO MINIMUM
ROTH IRAS $750 NO MINIMUM
EDUCATION IRAS $500 NO MINIMUM
AFTER THE FIRST
YEAR
DREYFUS AUTOMATIC $100 $100
INVESTMENT PLANS
All investments must be in U.S. dollars. Third-party
checks cannot be accepted. You may be charged a fee for
any check that does not clear. Maximum TeleTransfer
purchase is $150,000 per day.
Third-party investments
If you invest through a third party (rather than directly with Dreyfus), the
policies and fees may be different than those described here. Banks, brokers,
401(k) plans, financial advisers and financial supermarkets may charge
transaction fees and may set different minimum investments or limitations on
buying or selling shares. Consult a representative of your plan or financial
institution if in doubt.
<Page 8>
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME. Your shares will be sold at the next
NAV calculated after your order is accepted by the fund's transfer agent or
other authorized entity. Any certificates representing fund shares being sold
must be returned with your redemption request. Your order will be processed
promptly and you will generally receive the proceeds within a week.
BEFORE SELLING SHARES RECENTLY PURCHASED by check, TeleTransfer or Automatic
Asset Builder, please note that:
(pound) if you send a written request to sell such shares, the fund may delay
sending the proceeds for up to eight business days following the
purchase of those shares
(pound) the fund will not process wire, telephone or TeleTransfer redemption
requests for up to eight business days following the purchase of
those shares
IF YOU ARE SELLING OR EXCHANGING SHARES you have owned for less than 30 days,
the fund may deduct a 1% redemption fee (not charged on shares sold through the
Automatic Withdrawal Plan or Dreyfus Auto-Exchange Privilege, or on shares
acquired through dividend reinvestment).
--------------------------------------------------------
Limitations on selling shares by phone
Proceeds
sent by Minimum Maximum
--------------------------------------------------------
CHECK NO MINIMUM $250,000 PER DAY
WIRE $1,000 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
TELETRANSFER $500 $500,000 FOR JOINT
ACCOUNTS
EVERY 30 DAYS
Written sell orders
Some circumstances require written sell orders along with signature guarantees.
These include:
(pound) amounts of $10,000 or more on accounts whose address has been changed
within the last 30 days
(pound) requests to send the proceeds to a different payee or address
Written sell orders of $100,000 or more must also be signature guaranteed.
A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.
Your Investment
<Page 9>
ACCOUNT POLICIES (CONTINUED)
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.
THE FUND RESERVES THE RIGHT TO:
(pound) refuse any purchase or exchange request that
could adversely affect the fund or its operations,
including those from any individual or group who, in the
fund' s view, is likely to engage in excessive trading
(usually defined as more than four exchanges out of the
fund within a calendar year)
(pound) refuse any purchase or exchange request in excess of
1% of the fund's total assets
(pound) change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
(pound) change its minimum investment amounts
(pound) delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading
or during unusual market conditions)
The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
Small account policies
To offset the relatively higher costs of servicing smaller accounts, the fund
charges regular accounts with balances below $2,000 an annual fee of $12. The
fee will be imposed during the fourth quarter of each calendar year.
The fee will be waived for: any investor whose aggregate Dreyfus mutual fund
investments total at least $25,000; IRA accounts; accounts participating in
automatic investment programs; and accounts opened through a financial
institution.
If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 45 days, the fund may close your account and
send you the proceeds.
<Page 10>
DISTRIBUTIONS AND TAXES
THE FUND USUALLY PAYS ITS SHAREHOLDERS DIVIDENDS from its net investment income,
and distributes any net capital gains it has realized once a year. Your
distributions will be reinvested in the fund unless you instruct the fund
otherwise. There are no fees or sales charges on reinvestments.
FUND DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE to most investors (unless your
investment is in an IRA or other tax-advantaged account). High portfolio turn-
over and more volatile markets can result in taxable distributions to
shareholders, regardless of whether their shares increased in value. The tax
status of any distribution is the same regardless of how long you have been in
the fund and whether you reinvest your distributions or take them in cash. In
general, distributions are federally taxable as follows:
--------------------------------------------------------
Taxability of distributions
Type of Tax rate for Tax rate for
distribution 15% bracket 28% bracket or above
--------------------------------------------------------
INCOME ORDINARY ORDINARY
DIVIDENDS INCOME RATE INCOME RATE
SHORT-TERM ORDINARY ORDINARY
CAPITAL GAINS INCOME RATE INCOME RATE
LONG-TERM
CAPITAL GAINS 10% 20%
The tax status of your dividends and distributions will be detailed in your
annual tax statement from the fund.
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Taxes on transactions
Except for tax-advantaged accounts, any sale or exchange of fund shares may
generate a tax liability. Of course, withdrawals or distributions from
tax-deferred accounts are taxable when received.
The table at right also can provide a guide for your potential tax liability
when selling or exchanging fund shares. "Short-term capital gains" applies to
fund shares sold or exchanged up to 12 months after buying them. "Long-term
capital gains" applies to shares sold or exchanged after 12 months.
Your Investment
<Page 11>
SERVICES FOR FUND INVESTORS
Automatic services
BUYING OR SELLING SHARES AUTOMATICALLY is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application or by
calling 1-800-645-6561.
--------------------------------------------------------
For investing
DREYFUS AUTOMATIC For making automatic investments
ASSET BUILDER((reg.tm)) from a designated bank account.
DREYFUS PAYROLL For making automatic investments
SAVINGS PLAN through a payroll deduction.
DREYFUS GOVERNMENT For making automatic investments
DIRECT DEPOSIT from your federal employment,
PRIVILEGE Social Security or other regular
federal government check.
DREYFUS DIVIDEND For automatically reinvesting the
SWEEP dividends and distributions from
one Dreyfus fund into another
(not available for IRAs).
--------------------------------------------------------
For exchanging shares
DREYFUS AUTO- For making regular exchanges
EXCHANGE PRIVILEGE from one Dreyfus fund into
another.
--------------------------------------------------------
For selling shares
DREYFUS AUTOMATIC For making regular withdrawals
WITHDRAWAL PLAN from most Dreyfus funds.
Dreyfus Financial Centers
Through a nationwide network of Dreyfus Financial Centers, Dreyfus offers a full
array of investment services and products. This includes information on mutual
funds, brokerage services, tax-advantaged products and retirement planning.
Experienced financial consultants can help you make informed choices and provide
you with personalized attention in handling account transactions. The Financial
Centers also offer informative seminars and events. To find the Financial Center
nearest you, call 1-800-499-3327.
<Page 12>
Exchange privilege
YOU CAN EXCHANGE SHARES WORTH $500 OR MORE (no minimum for retirement accounts)
from one Dreyfus fund into another. You can request your exchange in writing or
by phone. Be sure to read the current prospectus for any fund into which you are
exchanging before investing. Any new account established through an exchange
will have the same privileges as your original account (as long as they are
available). There is currently no fee for exchanges, although you may be charged
a sales load when exchanging into any fund that has one.
Dreyfus TeleTransfer privilege
TO MOVE MONEY BETWEEN YOUR BANK ACCOUNT and your Dreyfus fund account with a
phone call, use the Dreyfus TeleTransfer privilege. You can set up TeleTransfer
on your account by providing bank account information and following the
instructions on your application.
24-hour automated account access
YOU CAN EASILY MANAGE YOUR DREYFUS ACCOUNTS, check your account balances,
transfer money between your Dreyfus funds, get price and yield information and
much more -- when it's convenient for you -- by calling 1-800-645-6561.
Retirement plans
Dreyfus offers a variety of retirement plans, including traditional, Roth and
Education IRAs. Here's where you call for information:
(pound) for traditional, rollover, Roth and Education IRAs, call 1-800-645-656
(pound) for SEP-IRAs, Keogh accounts, 401(k) and 403(b) accounts, call
1-800-358-0910
Your Investment
<Page 13>
INSTRUCTIONS FOR REGULAR ACCOUNTS
TO OPEN AN ACCOUNT
In Writing
Complete the application.
Mail your application and a check to:
The Dreyfus Family of Funds
P.O. Box 9387, Providence, RI 02940-9387
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Mail the slip and the check to: The Dreyfus Family of Funds P.O. Box 105,
Newark, NJ 07101-0105
By Telephone
WIRE Have your bank send your
investment to The Bank of New York, with these instructions:
* ABA# 021000018
* DDA# 8900279656
* the fund name
* your Social Security or tax ID number
* name(s) of investor(s)
Call us to obtain an account number. Return your application.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279656
* the fund name
* your account number
* name(s) of investor(s)
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELETRANSFER Request TeleTransfer on your application. Call us to request your
transaction.
Automatically
WITH AN INITIAL INVESTMENT Indicate
on your application which automatic service(s) you want. Return your application
with your investment.
WITHOUT ANY INITIAL INVESTMENT Check the Dreyfus Step Program option on your
application. Return your application, then complete the additional materials
when they are sent to you.
ALL SERVICES Call us to request a form to add any automatic investing service
(see "Services for Fund Investors"). Complete and return the forms along with
any other required materials.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<Page 14>
TO SELL SHARES
Write a letter of instruction that includes:
* your name(s) and signature(s)
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to: The Dreyfus Family of Funds P.O. Box 9671, Providence, RI
02940-9671
WIRE Be sure the fund has your bank account information on file. Call us to
request your transaction. Proceeds will be wired to your bank.
TELETRANSFER Be sure the fund has your bank account information on file. Call
us to request your transaction. Proceeds will be sent to your bank by electronic
check.
CHECK Call us to request your transaction. A check will be sent to the address
of record.
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request a form to add the plan.
Complete the form, specifying the amount and frequency of withdrawals you would
like.
Be sure to maintain an account balance of $5,000 or more.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS FAMILY OF FUNDS
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<Page 15>
INSTRUCTIONS FOR IRAS
TO OPEN AN ACCOUNT
In Writing
Complete an IRA application, making sure to specify the fund name and to
indicate the year the contribution is for.
Mail your application and a check to:
The Dreyfus Trust Company, Custodian P.O. Box 6427, Providence, RI 02940-6427
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Indicate the year the contribution is for.
Mail in the slip and the check (see "To Open an Account" at left).
By Telephone
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900279656
* the fund name
* your account number
* name of investor
* the contribution year
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELEPHONE CONTRIBUTION Call to request us to move money from a regular Dreyfus
account to an IRA (both accounts must be held in the same shareholder name).
Automatically
WITHOUT ANY INITIAL INVESTMENT Call us
to request a Dreyfus Step Program form. Complete and return the form along with
your application.
ALL SERVICES Call us to request a form to add an automatic investing service
(see "Services for Fund Investors"). Complete and return the form along with any
other required materials.
All contributions will count as current year.
Via the Internet
COMPUTER Visit the Dreyfus Web site http://www.dreyfus.com and follow the
instructions to download an account application.
<Page 16>
TO SELL SHARES
Write a letter of instruction that includes:
* your name and signature
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
* whether the distribution is qualified or premature
* whether the 10% TEFRA should be withheld
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail in your request (see "To Open an Account" at left).
DREYFUS AUTOMATIC WITHDRAWAL PLAN Call us to request instructions to establish
the plan.
To reach Dreyfus, call toll free in the U.S.
1-800-645-6561
Outside the U.S. 516-794-5452
Make checks payable to:
THE DREYFUS TRUST COMPANY, CUSTODIAN
You also can deliver requests to any Dreyfus Financial Center. Because
processing time may vary, please ask the representative when your account will
be credited or debited.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<Page 17>
For More Information
Dreyfus Midcap Value Fund
A series of Dreyfus Growth and Value Funds, Inc.
----------------------------
SEC file number: 811-7123
More information on this fund is available free upon
request, including the following:
Annual/Semiannual Report
Describes the fund' s performance, lists portfolio
holdings and contains a letter from the fund's manager
discussing recent market conditions, economic trends and
fund strategies that significantly affected the fund's
performance during the last fiscal year.
Statement of Additional Information (SAI)
Provides more details about the fund and its policies. A
current SAI is on file with the Securities and Exchange
Commission (SEC) and is incorporated by reference (is
legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call 1-800-645-6561
BY MAIL Write to: The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144
BY E-MAIL Send your request to [email protected]
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from:
SEC
http://www.sec.gov
DREYFUS
http://www.dreyfus.com
You can also obtain copies, after paying a duplicating fee, by visiting the
SEC's Public Reference Room in Washington, DC (for information, call
1-202-942-8090) or by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2001 Dreyfus Service Corporation 258P0101
Dreyfus Premier Future Leaders Fund
Investing in small companies for capital growth
PROSPECTUS January 1, 2001
(reg.tm)
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
Contents
The Fund
--------------------------------------------------------------------------------
Goal/Approach 1
Main Risks 2
Past Performance 3
Expenses 4
Management 5
Financial Highlights 7
Your Investment
--------------------------------------------------------------------------------
Account Policies 8
Distributions and Taxes 11
Services for Fund Investors 12
Instructions for Regular Accounts 13
Instructions for IRAs 14
For More Information
--------------------------------------------------------------------------------
BACK COVER
Note to Investors
--------------------------------------------------------------------------------
The fund currently intends to close to new investors after it reaches $750
million in total assets. Shareholders of the fund at that time may continue to
buy shares in existing accounts. Investors who do not own shares of the fund at
that time generally will not be allowed to buy shares of the fund, except that
new accounts may be established by 1) participants in most group employer
retirement plans (and their successor plans) if the fund had been established as
an investment option under the plans (or under another plan sponsored by the
same employer) before the fund closes; and 2) 401(k) plans sponsored by
financial institutions approved by Dreyfus before the fund closes. Investors may
be required to demonstrate eligibility to buy shares of the fund before an
investment is accepted after the fund has closed.
Dreyfus Premier Future Leaders Fund
--------------------
Ticker Symbols N/A
The Fund
GOAL/APPROACH
The fund seeks capital growth. To pursue this goal, it invests in companies
Dreyfus believes to be future leaders: small companies characterized by new or
innovative products, services or processes having the potential to enhance
earnings or revenue growth. The fund primarily invests in companies with market
capitalizations of less than $1.5 billion at time of purchase. However, since
the fund may continue to hold its securities as their market capitalizations
grow, a substantial portion of the fund' s holdings can have market
capitalizations in excess of $1.5 billion at any given time. The fund's
investments may include common stocks, preferred stocks and convertible
securities, including those purchased in initial public offerings.
In choosing stocks, the fund uses a blended approach, investing in a combination
of growth and value stocks. Using fundamental research and direct management
contact, the portfolio managers seek stocks with strong positions in major
product lines, sustained achievement records and strong financial condition.
They also seek special situations, such as corporate restructurings or
management changes, that could increase the stock price.
The fund managers use a sector management approach, supervising a team of sector
managers who each make buy and sell recommendations within their respective
areas of expertise.
The fund typically sells a stock when the reasons for buying it no longer apply
or when the company begins to show deteriorating fundamentals or poor relative
performance, or when a stock is fully valued by the market.
Concepts to understand
SMALL COMPANIES: new, often entrepreneurial companies. Small companies can, if
successful, grow faster than large-cap companies and typically use profits for
expansion rather than for paying dividends. Their share prices are more volatile
than those of larger companies. Small companies fail more often.
GROWTH COMPANIES: companies whose revenue and/or earnings are expected to grow
faster than the overall market. Often, growth stocks pay little or no dividends,
have relatively high price-to-earnings, price-to-book and price-to-sales ratios,
and tend to be more volatile than value stocks.
VALUE COMPANIES: companies that appear underpriced according to certain
financial measurements of their intrinsic worth or business prospects (such as
price-to-earnings or price- to-book ratios). Because a stock can remain
undervalued for years, value investors often look for factors that could trigger
a rise in price.
The Fund 1
<Page 1>
MAIN RISKS
While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price depending on the performance of the companies that
issued them, general market and economic conditions and investor confidence. The
value of your investment in the fund will go up and down, sometimes
dramatically, which means that you could lose money.
Small companies carry additional risks because their earnings and revenues tend
to be less predictable (and some companies may be experiencing significant
losses) , and their share prices tend to be more volatile. The shares of smaller
companies tend to trade less frequently than those of larger, more established
companies, which can have an adverse effect on the pricing of these securities
and on the fund' s ability to sell these securities. These companies may have
limited product lines, markets, or financial resources, or may depend on a
limited management group. Some of the fund's investments will rise and fall
based on investor perceptions rather than economics. Some fund investments are
made in anticipation of future products, services or events that, if delayed or
cancelled, could cause the company's stock price to drop.
The fund may overweight certain market sectors, which may cause the fund's
performance to be more sensitive to developments affecting those sectors.
Growth companies are expected to increase their revenues or earnings at a
certain rate. If expectations are not met, investors can punish the stocks
inordinately, even if earnings do increase. In addition, growth stocks typically
lack the dividend yield that can cushion stock prices in market downturns.
Value stocks involve the risk that they may never reach what the manager
believes is their full market value, either because the market fails to
recognize the stock's intrinsic worth or the manager misgauged that worth. They
also may decline in price, even though in theory they are already undervalued.
In addition, the fund may produce more modest gains than riskier small-company
stock funds.
Under adverse market conditions, the fund could invest some or all of its assets
in money market securities. Although the fund would do this to avoid losses, it
could reduce the benefit from any market upswing. During such periods, the fund
may not achieve its investment objective.
Other potential risks
The fund may purchase securities of companies in initial public offerings
(IPOs). The prices of securities purchased in IPOs can be very volatile. The
effect of IPOs on the fund's performance depends on a variety of factors,
including the number of IPOs the fund invests in, whether and to what extent a
security purchased in an IPO appreciates in value, and the asset base of the
fund. As a fund's asset base increases, IPOs often have a diminished effect on
such fund's performance.
At times, the fund will engage in short-term trading, which could produce higher
brokerage costs and taxable distributions and lower the fund's after-tax
performance accordingly.
The fund can buy securities with borrowed money (a form of leverage), which
could have the effect of magnifying the fund's gains or losses.
<Page 2>
PAST PERFORMANCE
As a new fund, past performance information for a full calendar year is not
available for the fund as of the date of this prospectus. The fund's Class A
aggregate total return from June 30, 2000 (commencement of operations) through
October 31, 2000 was 10.71% , which reflects the maximum 5.75% sales load
applicable to Class A shares.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in the fund is not a bank deposit. It is not insured or guaranteed
by the FDIC or any other government agency. It is not a complete investment
program. You could lose money in this fund, but you also have the potential to
make money.
The Fund
<Page 3>
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below.
<TABLE>
<CAPTION>
Fee table
CLASS A CLASS B CLASS C CLASS R CLASS T
--------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
SHAREHOLDER TRANSACTION FEES (FEES PAID FROM YOUR ACCOUNT)
Maximum front-end sales charge on purchases
AS A % OF OFFERING PRICE 5.75 NONE NONE NONE 4.50
Maximum contingent deferred sales charge (CDSC)
AS A % OF PURCHASE OR SALE PRICE, WHICHEVER IS LESS NONE* 4.00 1.00 NONE NONE*
--------------------------------------------------------------------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES (EXPENSES PAID FROM FUND ASSETS)
AS A % OF AVERAGE DAILY NET ASSETS
Management fees 0.90 0.90 0.90 0.90 0.90
Rule 12b-1 fee NONE 0.75 0.75 NONE 0.25
Shareholder services fee 0.25 0.25 0.25 NONE 0.25
Other expenses 7.09 7.14 7.60 4.20 7.09
---------------------------------------------------------------------------------------------------------------------------------
TOTAL ANNUAL FUND OPERATING EXPENSES 8.24 9.04 9.50 5.10 8.49
Fee waiver and/or expense reimbursement** (6.49) (6.54) (7.00) (3.60) (6.49)
---------------------------------------------------------------------------------------------------------------------------------
NET OPERATING EXPENSES 1.75 2.50 2.50 1.50 2.00
* SHARES BOUGHT WITHOUT AN INITIAL SALES CHARGE AS PART OF AN INVESTMENT OF
$1 MILLION OR MORE MAY BE CHARGED A CDSC OF 1.00% IF REDEEMED WITHIN ONE
YEAR.
** THE DREYFUS CORPORATION HAS AGREED, UNTIL AUGUST 31, 2001, TO WAIVE RECEIPT
OF ITS FEES AND/OR ASSUME THE EXPENSES OF THE FUND SO THAT FUND EXPENSES
(EXCLUDING TAXES, BROKERAGE COMMISSIONS, EXTRAORDINARY EXPENSES, INTEREST
EXPENSES, COMMITMENT FEES ON OFFERINGS, SHAREHOLDER SERVICES FEES AND RULE
12B-1 FEES) DO NOT EXCEED 1.50%.
</TABLE>
Expense example
1 Year 3 Years
--------------------------------------------------------------------------------
CLASS A $743 $2,295
CLASS B
WITH REDEMPTION $653 $2,332
WITHOUT REDEMPTION $253 $2,032
CLASS C
WITH REDEMPTION $353 $2,114
WITHOUT REDEMPTION $253 $2,114
CLASS R $153 $1,207
CLASS T $644 $2,256
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. Because actual
return and expenses will be different, the example is for comparison only. The
one-year number is based on net operating expenses. The longer-term numbers are
based on total fund operating expenses.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of the fund's operations.
RULE 12B-1 FEE: the fee paid to the fund's distributor to finance the sale and
distribution of Class B, C and T shares. Because this fee is paid out of the
fund's assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than paying other types of sales charges.
SHAREHOLDER SERVICES FEE: the fee paid to the fund's distributor for providing
shareholder services.
OTHER EXPENSES: estimated fees to be paid by the fund for the current fiscal
year for miscellaneous items such as transfer agency, custody, professional and
registration fees.
<Page 4>
MANAGEMENT
The investment adviser for the fund is The Dreyfus Corporation, 200 Park Avenue,
New York, New York 10166. Founded in 1947, Dreyfus manages more than $149
billion in over 190 mutual fund portfolios. For the fiscal period ended August
31, 2000, Dreyfus waived its annual management fee of 0.90% of the fund's
average daily net assets. Dreyfus is the primary mutual fund business of Mellon
Financial Corporation, a global financial services company with approximately
$2.8 trillion of assets under management, administration or custody, including
approximately $540 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct, stable identity.
Paul Kandel and Hilary Woods are the fund's primary portfolio managers and have
been since its inception. Mr. Kandel joined Dreyfus in 1994 as senior sector
manager for the technology and telecommunications industries. Ms. Woods joined
Dreyfus in 1987 as senior sector manager for the capital goods industry.
The fund, Dreyfus and Dreyfus Service Corporation (the fund's distributor) each
has adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
the fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
The Fund
<Page 5>
MANAGEMENT (CONTINUED)
Performance information for Related Accounts
Although the fund is newly organized and does not yet have its own full year of
performance, the fund has the same investment objective and follows
substantially the same investment policies and strategies as Dreyfus Emerging
Leaders Fund, a mutual fund advised by Dreyfus, and certain private accounts
advised by Dreyfus Investment Advisors, Inc., a wholly owned subsidiary of
Dreyfus (together with the mutual fund, the "Related Accounts"). The fund also
has the same portfolio managers as the Related Accounts. The table at right
shows average annual total return information for the Related Accounts and for
the Russell 2000 Index, the benchmark index of the fund and the Related
Accounts. NO PERFORMANCE INFORMATION IS SHOWN FOR THE FUND, WHICH DID NOT HAVE
ITS OWN FULL YEAR OF PERFORMANCE AS OF SEPTEMBER 30, 2000.
Investors should not consider this performance data as an indication of the
future performance of the fund. The performance figures for the Related Accounts
reflect the deduction of the historical fees and expenses paid by the Related
Accounts, and not those paid by the fund. Dreyfus Emerging Leaders Fund's total
annual operating expenses for the fiscal year ended August 31, 2000 were 1.26%
of its average daily net assets. The average management fee paid by the private
accounts for the year ended December 31, 1999 was 0.68%. The performance of the
private accounts could have been adversely affected by the imposition of certain
regulatory requirements, restrictions and limitations, if the accounts had been
regulated as investment companies under the U.S. federal securities and tax
laws.
Additionally, although it is anticipated that the fund and the Related Accounts
will hold similar securities, their investment results are expected to differ.
In particular, differences in asset size and in cash flow resulting from
purchases and redemption of fund shares may result in different security
selections, differences in the relative weightings of securities or differences
in the price paid for particular fund holdings. All performance figures reflect
the reinvestment of dividends and other distributions.
Historical performance information for shares of the Related Accounts and the
Russell 2000 Index for various periods ended September 30, 2000, as calculated
for the mutual fund and private accounts pursuant to SEC and AIMR guidelines, is
as follows:
--------------------------------------------------------------------------------
Average annual total return AS OF 9/30/00
1 Year 5 Years
--------------------------------------------------------------------------------
RELATED ACCOUNTS 43.48% 20.40%
RUSSELL 2000 INDEX* 23.39% 12.38%
* THE RUSSELL 2000 INDEX IS AN UNMANAGED INDEX OF SMALL-COMPANY STOCK
PERFORMANCE.
<Page 6>
FINANCIAL HIGHLIGHTS
The following table describes the performance for each share class for the
period from June 30, 2000 (commencement of operations) to August 31, 2000.
Certain information (except portfolio turnover rate and net assets) reflects
financial results for a single fund share. Total return shows how much your
investment in the fund would have increased (or decreased) during the period,
assuming you had reinvested all dividends and distributions. These figures have
been independently audited by Ernst & Young LLP, whose report, along with the
fund' s financial statements, is included in the annual report, which is
available upon request.
<TABLE>
<CAPTION>
CLASS A CLASS B CLASS C CLASS R CLASS T
SHARES SHARES SHARES SHARES SHARES
---------------------------------------------------------------------------------------------------------------------------------
PER SHARE DATA ($)
<S> <C> <C> <C> <C> <C>
Net asset value, beginning of period 12.50 12.50 12.50 12.50 12.50
Investment operations: Investment income (loss) -- net(1) .00(2) (.02) (.02) .00(2) (.01)
Net realized and unrealized
gain (loss) on investments 1.82 1.82 1.82 1.82 1.83
Total from investment operations 1.82 1.80 1.80 1.82 1.82
Net asset value, end of period 14.32 14.30 14.30 14.32 14.32
Total return (%) (4) 14.56(3) 14.40(3) 14.40(3) 14.56 14.56(3)
---------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%)(4) .30 .43 .43 .26 .35
Ratio of net investment income (loss) to average
net assets (%)(4) (.03) (.16) (.16) .02 (.05)
Decrease reflected in above expense ratios due to
actions by Dreyfus (%)(4) 1.12 1.13 1.21 .62 1.12
Portfolio turnover rate (%)(4) 47.50 47.50 47.50 47.50 47.50
---------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 877 852 922 1,734 458
(1) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(2) AMOUNT REPRESENTS LESS THAN $.01 PER SHARE.
(3) EXCLUSIVE OF SALES CHARGE.
(4) NOT ANNUALIZED.
</TABLE>
The Fund
<Page 7>
Your Investment
ACCOUNT POLICIES
THE DREYFUS PREMIER FUNDS are designed primarily for people who are investing
through a third party, such as a bank, broker-dealer or financial adviser, or in
a 401(k) or other retirement plan. Third parties with whom you open a fund
account may impose policies, limitations and fees which are different from those
described here.
YOU WILL NEED TO CHOOSE A SHARE CLASS before making your initial investment. In
making your choice, you should weigh the impact of all potential costs over the
length of your investment, including sales charges and annual fees. For example,
in some cases, it may be more economical to pay an initial sales charge than to
choose a class with no initial sales charge but higher annual fees and a
contingent deferred sales charge (CDSC).
(pound) CLASS A shares may be appropriate for investors who prefer to pay the
fund' s sales charge up front rather than upon the sale of their shares,
want to take advantage of the reduced sales charges available on larger
investments and/or have a longer-term investment horizon
(pound) CLASS B shares may be appropriate for investors who wish to avoid a
front-end sales charge, put 100% of their investment dollars to work
immediately and/or have a longer-term investment horizon
(pound) CLASS C shares may be appropriate for investors who wish to avoid a
front-end sales charge, put 100% of their investment dollars to work
immediately and/or have a shorter-term investment horizon
(pound) CLASS R shares are designed for eligible institutions on behalf of
their clients (individuals may not purchase these shares directly)
(pound) CLASS T shares may be appropriate for investors who prefer to pay the
fund' s sales charge up front rather than upon the sale of their shares,
want to take advantage of the reduced sales charges available on larger
investments and have a shorter-term investment horizon
Your financial representative can help you choose the share class that is
appropriate for you.
Reduced Class A and Class T sales charge
LETTER OF INTENT: lets you purchase Class A and Class T shares over a 13-month
period and receive the same sales charge as if all shares had been purchased at
once.
RIGHT OF ACCUMULATION: lets you add the value of any shares you own in this fund
or any other Dreyfus Premier fund, or any other fund that is advised by Founders
Asset Management LLC (Founders), an affiliate of Dreyfus, sold with a sales
load, to the amount of your next Class A or Class T investment for purposes of
calculating the sales charge.
CONSULT THE STATEMENT OF ADDITIONAL INFORMATION (SAI) OR YOUR FINANCIAL
REPRESENTATIVE FOR MORE DETAILS.
<Page 8>
Share class charges
EACH SHARE CLASS has its own fee structure. In some cases, you may not have to
pay or may qualify for a reduced sales charge to buy or sell shares. Consult
your financial representative or refer to the SAI to see if this may apply to
you. Because Class A has lower expenses than Class T, if you invest $1 million
or more in the fund you should consider buying Class A shares.
--------------------------------------------------------------------------------
Sales charges
CLASS A AND CLASS T -- CHARGED WHEN YOU BUY SHARES
<TABLE>
<CAPTION>
Sales charge Sales charge
deducted as a % as a % of your
Your investment of offering price net investment
--------------------------------------------------------------------------------
Class Class Class Class
A T A T
---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Up to $49,999 5.75% 4.50% 6.10% 4.70%
$50,000 -- $99,999 4.50% 4.00% 4.70% 4.20%
$100,000 -- $249,999 3.50% 3.00% 3.60% 3.30%
$250,000 -- $499,999 2.50% 2.00% 2.60% 2.00%
$500,000 -- $999,999 2.00% 1.50% 2.00% 1.50%
$1 million or more* 0.00% 0.00% 0.00% 0.00%
* A 1.00% CDSC may be charged on any shares sold within one year of purchase
(except shares bought through dividend reinvestment).
</TABLE>
Class T shares also carry an annual Rule 12b-1 fee of 0.25% of the class's
average daily net assets.
--------------------------------------------------------------------------------
CLASS B -- CHARGED WHEN YOU SELL SHARES
CDSC as a % of your initial
Years since purchase investment or your redemption
was made (whichever is less)
--------------------------------------------------------------------------------
Up to 2 years 4.00%
2 -- 4 years 3.00%
4 -- 5 years 2.00%
5 -- 6 years 1.00%
More than 6 years Shares will automatically
convert to Class A
Class B shares also carry an annual Rule 12b-1 fee of 0.75% of the class's
average daily net assets.
--------------------------------------------------------------------------------
CLASS C -- CHARGED WHEN YOU SELL SHARES
A 1.00% CDSC is imposed on redemptions made within the first year of purchase.
Class C shares also carry an annual Rule 12b-1 fee of 0.75% of the class's
average daily net assets.
--------------------------------------------------------------------------------
CLASS R -- NO SALES LOAD OR RULE 12B-1 FEES
Buying shares
THE NET ASSET VALUE (NAV) of each class is generally calculated as of the close
of trading on the New York Stock Exchange (NYSE) (usually 4:00 p.m. Eastern
time) every day the exchange is open. Your order will be priced at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. The fund's investments are valued based on market value or,
where market quotations are not readily available, based on fair value as
determined in good faith by the fund's board.
ORDERS TO BUY AND SELL SHARES received by dealers by the close of trading on the
NYSE and transmitted to the distributor or its designee by the close of its
business day (normally 5: 15 p.m. Eastern time) will be based on the NAV
determined as of the close of trading on the NYSE that day.
--------------------------------------------------------------------------------
Minimum investments
Initial Additional
--------------------------------------------------------------------------------
REGULAR ACCOUNTS $1,000 $100; $500 FOR
TELETRANSFER INVESTMENTS
TRADITIONAL IRAS $750 NO MINIMUM
SPOUSAL IRAS $750 NO MINIMUM
ROTH IRAS $750 NO MINIMUM
EDUCATION IRAS $500 NO MINIMUM
AFTER THE FIRST YEAR
All investments must be in U.S. dollars. Third-party checks cannot be accepted.
You may be charged a fee for any check that does not clear. Maximum TeleTransfer
purchase is $150,000 per day.
Concepts to understand
NET ASSET VALUE (NAV): the market value of one share, computed by dividing the
total net assets of a fund or class by its shares outstanding. The fund's Class
A and Class T shares are offered to the public at NAV plus a sales charge.
Classes B, C and R are offered at NAV, but Classes B and C generally are subject
to higher annual operating expenses and a CDSC.
Your Investment
<Page 9>
ACCOUNT POLICIES (CONTINUED)
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME through your financial representative,
or you can contact the fund directly. Your shares will be sold at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. Any certificates representing fund shares being sold must be
returned with your redemption request. Your order will be processed promptly and
you will generally receive the proceeds within a week.
TO KEEP YOUR CDSC AS LOW AS POSSIBLE, each time you request to sell shares we
will first sell shares that are not subject to a CDSC, and then those subject to
the lowest charge. The CDSC is based on the lesser of the original purchase cost
or the current market value of the shares being sold, and is not charged on
shares you acquired by reinvesting your dividends. There are certain instances
when you may qualify to have the CDSC waived. Consult the SAI for details.
BEFORE SELLING SHARES RECENTLY PURCHASED by check, TeleTransfer or Automatic
Asset Builder, please note that:
(pound) if you send a written request to sell such shares, the fund may delay
sending the proceeds for up to eight business days following the
purchase of those shares
(pound) the fund will not process wire, telephone or TeleTransfer redemption
requests for up to eight business days following the purchase of
those shares
Written sell orders
Some circumstances require written sell orders along with signature guarantees.
These include:
(pound) amounts of $10,000 or more on accounts whose address has been changed
within the last 30 days
(pound) requests to send the proceeds to a different payee or address
Written sell orders of $100,000 or more must also be signature guaranteed.
A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.
THE FUND RESERVES THE RIGHT TO:
(pound) refuse any purchase or exchange request that could adversely affect the
fund or its operations, including those from any individual or group who,
in the fund' s view, is likely to engage in excessive trading (usually
defined as more than four exchanges out of the fund within a calendar year)
(pound) refuse any purchase or exchange request in excess of 1% of the fund's
total assets
(pound) change or discontinue its exchange privilege, or temporarily suspend
the privilege during unusual market conditions
(pound) change its minimum investment amounts
(pound) delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or
during unusual market conditions)
The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
10
DISTRIBUTIONS AND TAXES
THE FUND USUALLY PAYS ITS SHAREHOLDERS dividends from its net investment income,
and distributes any net capital gains it has realized once a year. Each share
class will generate a different dividend because each has different expenses.
Your distributions will be reinvested in the fund unless you instruct the fund
otherwise. There are no fees or sales charges on reinvestments.
FUND DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE to most investors (unless your
investment is in an IRA or other tax-advantaged account). High portfolio
turnover and more volatile markets can result in taxable distributions to
shareholders, regardless of whether their shares increased in value. The tax
status of any distribution is the same regardless of how long you have been in
the fund and whether you reinvest your distributions or take them in cash. In
general, distributions are taxable at the federal level as follows:
--------------------------------------------------------------------------------
Taxability of distributions
Type of Tax rate for Tax rate for
distribution 15% bracket 28% bracket or above
--------------------------------------------------------------------------------
INCOME ORDINARY ORDINARY
DIVIDENDS INCOME RATE INCOME RATE
SHORT-TERM ORDINARY ORDINARY
CAPITAL GAINS INCOME RATE INCOME RATE
LONG-TERM
CAPITAL GAINS 10% 20%
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Small account policies
To offset the relatively higher costs of servicing smaller accounts, the fund
charges regular accounts with balances below $2,000 an annual fee of $12. The
fee will be imposed during the fourth quarter of each calendar year.
The fee will be waived for any investor whose aggregate Dreyfus mutual fund
investments total at least $25,000; IRA accounts; accounts participating in
automatic investment programs; and accounts opened through a financial
institution.
If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 30 days, the fund may close your account and
send you the proceeds.
Taxes on transactions
Except for tax-advantaged accounts, any sale or exchange of fund shares may
generate a tax liability. Of course, withdrawals or distributions from
tax-deferred accounts are taxable when received.
The table at left also can provide a guide for your potential tax liability when
selling or exchanging fund shares. "Short-term capital gains" applies to fund
shares sold or exchanged up to 12 months after buying them. "Long-term capital
gains" applies to shares sold or exchanged after 12 months.
Your Investment
<Page 11>
SERVICES FOR FUND INVESTORS
THE THIRD PARTY THROUGH WHOM YOU PURCHASED fund shares may impose different
restrictions on these services and privileges offered by the fund, or may not
make them available at all. Consult your financial representative for more
information on the availability of these services and privileges.
Automatic services
BUYING OR SELLING SHARES AUTOMATICALLY is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application, or by
calling your financial representative or 1-800-554-4611.
--------------------------------------------------------------------------------
For investing
DREYFUS AUTOMATIC For making automatic investments
ASSET BUILDER((reg.tm)) from a designated bank account.
DREYFUS PAYROLL For making automatic investments
SAVINGS PLAN through a payroll deduction.
DREYFUS GOVERNMENT For making automatic investments
DIRECT DEPOSIT from your federal employment,
PRIVILEGE Social Security or other regular
federal government check.
DREYFUS DIVIDEND For automatically reinvesting the
SWEEP dividends and distributions from the
fund into another Dreyfus fund or
certain Founders-advised funds
(not available for IRAs).
--------------------------------------------------------------------------------
For exchanging shares
DREYFUS AUTO- For making regular exchanges from
EXCHANGE PRIVILEGE the fund into another Dreyfus fund or certai
Founders-advised funds.
--------------------------------------------------------------------------------
For selling shares
DREYFUS AUTOMATIC For making regular withdrawals
WITHDRAWAL PLAN from most Dreyfus funds. There will be no CDSC
on Class B shares, as long as the amount of any withdrawal does not exceed an
annual rate of 12% of the greater of the account value at the time of the first
withdrawal under the plan, or at the time of the subsequent withdrawal.
Exchange privilege
YOU CAN EXCHANGE SHARES WORTH $500 OR MORE (no minimum for retirement accounts)
from one class of the fund into the same class of another Dreyfus Premier fund
or Founders-advised fund. You can also exchange Class T shares into Class A
shares of certain Dreyfus Premier fixed-income funds. You can request your
exchange by contacting your financial representative. Be sure to read the
current prospectus for any fund into which you are exchanging before investing.
Any new account established through an exchange will generally have the same
privileges as your original account (as long as they are available). There is
currently no fee for exchanges, although you may be charged a sales load when
exchanging into any fund that has a higher one.
TeleTransfer privilege
TO MOVE MONEY BETWEEN YOUR BANK ACCOUNT and your Dreyfus fund account with a
phone call, use the TeleTransfer privilege. You can set up TeleTransfer on your
account by providing bank account information and following the instructions on
your application, or contacting your financial representative.
Reinvestment privilege
UPON WRITTEN REQUEST YOU CAN REINVEST up to the number of Class A, B or T shares
you redeemed within 45 days of selling them at the current share price without
any sales charge. If you paid a CDSC, it will be credited back to your account.
This privilege may be used only once.
Account statements
EVERY FUND INVESTOR automatically receives regular account statements. You'll
also be sent a yearly statement detailing the tax characteristics of any
dividends and distributions you have received.
<Page 12>
INSTRUCTIONS FOR REGULAR ACCOUNTS
INSTRUCTIONS FOR REGULAR ACCOUNTS
TO OPEN AN ACCOUNT
In Writing
Complete the application.
Mail your application and a check to:
Name of Fund
P.O. Box 6587, Providence, RI 02940-6587
Attn: Institutional Processing
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Mail the slip and the check to: Name of Fund
P.O. Box 6587, Providence, RI 02940-6587 Attn: Institutional Processing
By Telephone
WIRE Have your bank send your
investment to The Bank of New York, with these instructions:
* ABA# 021000018
* DDA# 8900404124
* the fund name
* the share class
* your Social Security or tax ID number
* name(s) of investor(s)
* dealer number if applicable
Call us to obtain an account number. Return your application with the account
number on the application.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900404124
* the fund name
* the share class
* your account number
* name(s) of investor(s)
* dealer number if applicable
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELETRANSFER Request TeleTransfer on your application. Call us to request your
transaction.
Automatically
WITH AN INITIAL INVESTMENT Indicate
on your application which automatic service(s) you want. Return your application
with your investment.
ALL SERVICES Call us or your financial representative to request a form to add
any automatic investing service (see "Services for Fund Investors"). Complete
and return the form along with any other required materials.
TO SELL SHARES
Write a letter of instruction that includes:
* your name(s) and signature(s)
* your account number
* the fund name
* the dollar amount you want to sell
* the share class
* how and where to send the proceeds
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to:
The Dreyfus Family of Funds
P.O. Box 6587, Providence, RI 02940-6587
Attn: Institutional Processing
TELETRANSFER Call us or your financial representative to request your
transaction. Be sure the fund has your bank account information on file.
Proceeds will be sent to your bank by electronic check.
AUTOMATIC WITHDRAWAL PLAN Call us or your financial representative to request a
form to add the plan. Complete the form, specifying the amount and frequency of
withdrawals you would like.
Be sure to maintain an account balance of $5,000 or more.
To open an account, make subsequent investments or to sell shares, please
contact your financial representative or call toll free in the U.S.
1-800-554-4611. Make checks payable to: THE DREYFUS FAMILY OF FUNDS
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or receive wire transfers. Wire redemptions from the fund are subject to a
$1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but may take up to eight business days to clear.
Electronic checks usually are available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment
<Page 13>
INSTRUCTIONS FOR IRAS
INSTRUCTIONS FOR IRAS
TO OPEN AN ACCOUNT
In Writing
Complete an IRA application, making sure to specify the fund name and to
indicate the year the contribution is for.
Mail your application and a check to:
The Dreyfus Trust Company, Custodian P.O. Box 6427, Providence, RI 02940-6427
Attn: Institutional Processing
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Indicate the year the contribution is for.
Mail the slip and the check to: The Dreyfus Trust Company, Custodian P.O. Box
6427, Providence, RI 02940-6427
Attn: Institutional Processing
By Telephone
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900404124
* the fund name
* the share class * your account number
* name of investor
* the contribution year
* dealer number if applicable
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
Automatically
ALL SERVICES Call us or your financial representative to request a form to add
any automatic investing service (see "Services for Fund Investors"). Complete
and return the form along with any other required materials. All contributions
will count as current year.
TO SELL SHARES
Write a letter of instruction that includes:
* your name and signature
* your account number
* the fund name
* the dollar amount you want to sell
* the share class
* how and where to send the proceeds
* whether the distribution is qualified or premature
* whether the 10% TEFRA should be withheld
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to: The Dreyfus Trust Company P.O. Box 6427, Providence, RI
02940-6427
Attn: Institutional Processing
SYSTEMATIC WITHDRAWAL PLAN Call us to request instructions to establish the
plan.
For information and assistance, contact your financial representative or call
toll free in the U.S. 1-800-554-4611. Make checks payable to: THE DREYFUS TRUST
COMPANY, CUSTODIAN
<Page 14>
NOTES
For More Information
Dreyfus Premier Future Leaders Fund
A series of Dreyfus Growth and Value Funds, Inc.
-------------------------------------
SEC file number: 811-7123
More information on this fund is available free upon request, including the
following:
Annual/Semiannual Report
Describes the fund's performance, lists portfolio holdings and contains a letter
from the fund's manager discussing recent market conditions, economic trends and
fund strategies that significantly affected the fund's performance during the
last fiscal year.
Statement of Additional Information (SAI)
Provides more details about the fund and its policies. A current SAI is on file
with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call your financial representative or 1-800-554-4611
BY MAIL Write to: The Dreyfus Premier Family of Funds 144 Glenn Curtiss
Boulevard Uniondale, NY 11556-0144
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from: http://www.sec.gov
You can also obtain copies, after paying a duplicating fee, by visiting the
SEC's Public Reference Room in Washington, DC (for information, call
1-202-942-8090) or by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2001 Dreyfus Service Corporation 522P0101
Dreyfus Premier Technology Growth Fund
Investing in technology companies for capital appreciation
PROSPECTUS January 1, 2001
(reg.tm)
As with all mutual funds, the Securities and Exchange Commission has not
approved or disapproved these securities or passed upon the adequacy of this
prospectus. Any representation to the contrary is a criminal offense.
<PAGE>
The Fund
Dreyfus Premier Technology Growth Fund
---------------------------------
Ticker Symbols CLASS A: DTGRX
CLASS B: DTGBX
CLASS C: DTGCX
CLASS R: N/A
CLASS T: N/A
Contents
The Fund
--------------------------------------------------------------------------------
Goal/Approach INSIDE COVER
Main Risks 1
Past Performance 2
Expenses 3
Management 4
Financial Highlights 5
Your Investment
--------------------------------------------------------------------------------
Account Policies 8
Distributions and Taxes 11
Services for Fund Investors 12
Instructions for Regular Accounts 13
Instructions for IRAs 14
For More Information
--------------------------------------------------------------------------------
INFORMATION ON THE FUND'S RECENT STRATEGIES AND HOLDINGS CAN BE FOUND IN THE
CURRENT ANNUAL/SEMIANNUAL REPORT. SEE BACK COVER.
GOAL/APPROACH
The fund seeks capital appreciation. To pursue this goal, the fund invests
primarily in the stocks of growth companies of any size that Dreyfus believes to
be leading producers or beneficiaries of technological innovation. Up to 25% of
the fund's assets may be invested in foreign securities. The fund's stock
investments may include common stocks, preferred stocks and convertible
securities, including those purchased in initial public offerings.
In choosing stocks, the fund looks for technology companies with the potential
for strong earnings or revenue growth rates, although some of the fund's
investments may currently be experiencing losses. The fund focuses on the
technology sectors that are expected to outperform on a relative scale. The more
attractive sectors are overweighted. Among the sectors evaluated are those that
develop, produce or distribute products or services in the computer,
semi-conductor, electronics, communications, healthcare, biotechnology, computer
software and hardware, electronic components and systems, network and cable
broadcasting, telecommunications, defense and aerospace, and environmental
sectors.
The fund typically sells a stock when there is a negative change in the
fundamental factors surrounding the company, such as an earnings or revenue
shortfall, industry downturn or change in the competitive landscape, or when the
portfolio manager believes the stock is fully valued by the market.
Concepts to understand
GROWTH COMPANIES: companies of any capitalization whose earnings are expected to
grow faster than the overall market. Often, growth stocks pay little or no
dividends and have relatively high price-to-earnings, price-to-book and
price-to-sales ratios. For these reasons they tend to be more volatile than
value stocks.
<PAGE>
MAIN RISKS
While stocks have historically been a leading choice of long-term investors,
they do fluctuate in price depending on the performance of the companies that
issued them, general market and economic conditions and investor confidence. In
fact, the technology sector has been among the most volatile sectors of the
stock market. The value of your investment will go up and down, sometimes
dramatically, which means that you could lose money.
Technology companies involve greater risk because their revenue and/or earnings
tend to be less predictable (and some companies may be experiencing significant
losses) and their share prices tend to be more volatile. Certain technology
companies may have limited product lines, markets or financial resources, or may
depend on a limited management group. In addition, these companies are strongly
affected by worldwide technological developments, and their products and
services may not be economically successful or may quickly become outdated.
Investor perception may play a greater role in determining the day-to-day value
of tech stocks than it does in other sectors. Fund investments made in
anticipation of future products and services may decline dramatically in value
if the anticipated products or services are delayed or cancelled.
The risks associated with technology companies are magnified in the case of
small cap technology companies. The shares of smaller companies tend to trade
less frequently than those of larger companies, which can have an adverse effect
on the pricing of these securities and on the fund's ability to sell these
securities.
The fund may purchase securities of companies in initial public offerings
(IPOs). The prices of securities purchased in IPOs can be very volatile. The
effect of IPOs on the fund's performance depends on a variety of factors,
including the number of IPOs the fund invests in, whether and to what extent a
security purchased in an IPO appreciates in value, and the asset base of the
fund. As a fund's asset base increases, IPOs often have a diminished effect on
such fund's performance.
Growth companies are expected to increase their revenue and/or earnings at a
certain rate. If these expectations are not met, investors can punish the stocks
inordinately, even if earnings show an absolute increase. In addition, growth
stocks typically lack the dividend yield that can cushion stock prices in market
downturns.
Under adverse market conditions, the fund could invest some or all of its assets
in money market securities. Although the fund would do this to avoid losses, it
could reduce the benefit from any upswing in the market. During such periods,
the fund may not achieve its investment objective.
Other potential risks
At times, the fund may invest in derivatives, such as options and futures
contracts. The fund also may invest in foreign currencies and may engage in
short selling. While these practices are designed to hedge the fund's portfolio
and manage exposure to certain markets, such strategies can increase the fund's
volatility and, in fact, they lower its returns. Derivatives can be illiquid,
and a small investment in certain derivatives could have a potentially large
impact on the fund's performance.
At times, the fund may engage in short-term trading, particularly during times
of market volatility which could produce higher brokerage costs and taxable
distributions, and lower the fund's after-tax performance accordingly.
The fund can buy securities with borrowed money (a form of leverage), which
could have the effect of magnifying the fund's gains or losses.
The Fund 1
<PAGE 1>
PAST PERFORMANCE
The bar chart and table below show some of the risks of investing in the fund.
The bar chart shows the fund's Class A performance from year to year. Sales
loads are not reflected in the chart; if they were, the returns shown would have
been lower. The table compares the fund's average annual total return to that of
the S&P 500((reg.tm) )Index, a broad measure of stock performance. Of course,
past performance is no guarantee of future results. Since Class B, C, R and T
shares are new, past performance information for a full calendar year is not
available for those classes as of the date of this prospectus. Performance for
each share class will vary from the performance of the fund's other share
classes due to differences in expenses.
--------------------------------------------------------------------------------
Year-by-year total return AS OF 12/31 EACH YEAR (%)
CLASS A SHARES
98.38 158.00
90 91 92 93 94 95 96 97 98 99
BEST QUARTER: Q4 '99 +60.28%
WORST QUARTER: Q3 '98 -3.28%
THE YEAR-TO-DATE TOTAL RETURN FOR THE FUND'S CLASS A SHARES AS OF 9/30/00 WAS
13.31%.
--------------------------------------------------------------------------------
Average annual total return AS OF 12/31/99
Since inception
1 Year (10/13/97)
--------------------------------------------------------------------------------
CLASS A 143.12% 87.90%
S&P 500 21.03% 23.27%*
* FOR COMPARATIVE PURPOSES, THE VALUE OF THE INDEX ON 9/30/97 IS USED AS THE
BEGINNING VALUE ON 10/13/97.
What this fund is -- and isn't
This fund is a mutual fund: a pooled investment that is professionally managed
and gives you the opportunity to participate in financial markets. It strives to
reach its stated goal, although as with all mutual funds, it cannot offer
guaranteed results.
An investment in this fund is not a bank deposit. It is not insured or
guaranteed by the FDIC or any other government agency. It is not a complete
investment program. You could lose money in this fund, but you also have the
potential to make money.
2
<PAGE 2>
EXPENSES
As an investor, you pay certain fees and expenses in connection with the fund,
which are described in the table below.
<TABLE>
<CAPTION>
Fee table
CLASS A CLASS B CLASS C CLASS R CLASS T
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
SHAREHOLDER TRANSACTION FEES (FEES PAID FROM YOUR ACCOUNT)
Maximum front-end sales charge on purchases
AS A % OF OFFERING PRICE 5.75 NONE NONE NONE 4.50
Maximum contingent deferred sales charge (CDSC)
AS A % OF PURCHASE OR SALE PRICE, WHICHEVER IS LESS NONE* 4.00 1.00 NONE NONE*
------------------------------------------------------------------------------------------------------------------------------------
ANNUAL FUND OPERATING EXPENSES (EXPENSES PAID FROM FUND ASSETS)
% OF AVERAGE DAILY NET ASSETS
Management fees 0.75 0.75 0.75 0.75 0.75
Rule 12b-1 fee NONE 0.75 0.75 NONE 0.25
Shareholder services fee 0.25 0.25 0.25 NONE 0.25
Other expenses 0.12 0.18 0.16 0.11 0.23
------------------------------------------------------------------------------------------------------------------------------------
TOTAL 1.12 1.93 1.91 0.86 1.48
* SHARES BOUGHT WITHOUT AN INITIAL SALES CHARGE AS PART OF AN INVESTMENT OF
$1 MILLION OR MORE MAY BE CHARGED A CDSC OF 1.00% IF REDEEMED WITHIN ONE
YEAR.
</TABLE>
<TABLE>
<CAPTION>
Expense example
1 Year 3 Years 5 Years 10 Years
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
CLASS A $683 $911 $1,156 $1,860
CLASS B
WITH REDEMPTION $596 $906 $1,242 $1,850**
WITHOUT REDEMPTION $196 $606 $1,042 $1,850**
CLASS C
WITH REDEMPTION $294 $600 $1,032 $2,233
WITHOUT REDEMPTION $194 $600 $1,032 $2,233
CLASS R $88 $274 $477 $1,061
CLASS T $594 $897 $1,222 $2,139
** ASSUMES CONVERSION OF CLASS B TO CLASS A AT END OF THE SIXTH YEAR FOLLOWING
THE DATE OF PURCHASE.
</TABLE>
This example shows what you could pay in expenses over time. It uses the same
hypothetical conditions other funds use in their prospectuses: $10,000 initial
investment, 5% total return each year and no changes in expenses. Because actual
return and expenses will be different, the example is for comparison only.
Concepts to understand
MANAGEMENT FEE: the fee paid to Dreyfus for managing the fund's portfolio and
assisting in all aspects of its operation.
RULE 12B-1 FEE: the fee paid to the fund's distributor to finance the sale and
distribution of Class B, C and T shares. Because this fee is paid out of the
fund's assets on an ongoing basis, over time it will increase the cost of your
investment and may cost you more than paying other types of sales charges.
SHAREHOLDER SERVICES FEE: the fee paid to the fund's distributor for providing
shareholder services.
OTHER EXPENSES: fees paid by the fund for miscellaneous items such as transfer
agency, custody, professional and registration fees.
The Fund 3
<PAGE 3>
MANAGEMENT
The fund's investment adviser is The Dreyfus Corporation, 200 Park Avenue, New
York, New York 10166. Founded in 1947, Dreyfus manages more than $149 billion in
over 190 mutual fund portfolios. For the past fiscal year, the fund paid Dreyfus
a management fee at the annual rate of 0.75% of the fund's average daily net
assets. Dreyfus is the primary mutual fund business of Mellon Financial
Corporation, a global financial services company with approximately $2.8
trillion of assets under management, administration or custody, including
approximately $540 billion under management. Mellon provides wealth management,
global investment services and a comprehensive array of banking services for
individuals, businesses and institutions. Mellon is headquartered in Pittsburgh,
Pennsylvania.
The Dreyfus asset management philosophy is based on the belief that discipline
and consistency are important to investment success. For each fund, Dreyfus
seeks to establish clear guidelines for portfolio management and to be
systematic in making decisions. This approach is designed to provide each fund
with a distinct and stable identity.
The fund's primary portfolio manager is Mark Herskovitz. Mr. Herskovitz has been
a primary portfolio manager of the fund since its inception and has been
employed by Dreyfus since 1996. From 1992 to 1996, he served as a senior
technology analyst at National City Bank.
The fund, Dreyfus and Dreyfus Service Corporation (the fund's distributor) each
has adopted a code of ethics that permits its personnel, subject to such code,
to invest in securities, including securities that may be purchased or held by
the fund. The Dreyfus code of ethics restricts the personal securities
transactions of its employees, and requires portfolio managers and other
investment personnel to comply with the code's preclearance and disclosure
procedures. Its primary purpose is to ensure that personal trading by Dreyfus
employees does not disadvantage any Dreyfus-managed fund.
4
<PAGE 4>
FINANCIAL HIGHLIGHTS
The following tables describe the performance for each share class for the
fiscal periods indicated. Certain information reflects financial results for a
single fund share. "Total return" shows how much your investment in the fund
would have increased (or decreased) during each period, assuming you had
reinvested all dividends and distributions. These figures have been
independently audited by Ernst & Young LLP, whose report, along with the fund's
financial statements, is included in the annual report, which is available upon
request.
<TABLE>
<CAPTION>
YEAR ENDED AUGUST 31,
CLASS A 2000 1999 1998(1)
------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C> <C>
Net asset value, beginning of period 32.21 12.11 12.50
Investment operations: Investment income (loss) -- net (.43)(2) (.18) (.10)
Net realized and unrealized gain (loss) on investments 35.98 20.36 (.29)
Total from investment operations 35.55 20.18 (.39)
Distributions: Dividends from net realized gain on investments (.25) (.08) --
Net asset value, end of period 67.51 32.21 12.11
Total return (%)(3) 110.71(3) 167.23 (3.12)(4,5)
------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) 1.12 1.20 1.12(4)
Ratio of interest expense to average net assets (%) -- -- .01(4)
Ratio of net investment income (loss) to average net assets (%) (.78) (.64) (.77)(4)
Decrease reflected in above expense ratios due to actions by Dreyfus (%) -- .02 .81(4)
Portfolio turnover rate (%) 112.24 78.93 291.12(4)
------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 1,659,530 459,457 12,370
(1) FROM OCTOBER 13, 1997 (COMMENCEMENT OF OPERATIONS) TO AUGUST 31, 1998.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) EXCLUSIVE OF SALES CHARGE.
(4) NOT ANNUALIZED.
(5) CALCULATED BASED ON NET ASSET VALUE ON THE CLOSE OF BUSINESS ON OCTOBER 14,
1997 (COMMENCEMENT OF INITIAL OFFERING) TO AUGUST 31, 1998.
</TABLE>
<TABLE>
<CAPTION>
YEAR ENDED AUGUST 31,
CLASS B 2000 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
<S> <C> <C>
Net asset value, beginning of period 32.13 28.25
Investment operations: Investment income (loss) -- net (.90)(2) (.16)(2)
Net realized and unrealized gain (loss) on investments 35.83 4.04
Total from investment operations 34.93 3.88
Distributions: Dividends from net realized gain on investments (.25) --
Net asset value, end of period 66.81 32.13
Total return (%)(3) 109.06 13.73(4)
------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) 1.93 .81(4)
Ratio of net investment income (loss) to average net assets (%) (1.57) (.61)
(4)
Portfolio turnover rate (%) 112.24 78.93(4)
------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 1,107,998 73,588
(1) FROM APRIL 15, 1999 (COMMENCEMENT OF INITIAL OFFERING) TO AUGUST 31, 1999.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) EXCLUSIVE OF SALES CHARGE.
(4) NOT ANNUALIZED.
The Fund 5
<PAGE 5>
FINANCIAL HIGHLIGHTS (CONTINUED)
YEAR ENDED AUGUST 31,
CLASS C 2000 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 32.10 28.25
Investment operations: Investment income (loss) -- net (.90)(2) (.16)(2)
Net realized and unrealized gain (loss) on investments 35.80 4.01
Total from investment operations 34.90 3.85
Distributions: Dividends from net realized gain on investments (.25) --
Net asset value, end of period 66.75 32.10
Total return (%)(3) 109.06 13.63(4)
------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) 1.91 .82(4)
Ratio of net investment income (loss) to average net assets (%) (1.55) (.62)
(4)
Portfolio turnover rate (%) 112.24 78.93(4)
------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 602,842 30,207
(1) FROM APRIL 15, 1999 (COMMENCEMENT OF INITIAL OFFERING) TO AUGUST 31, 1999.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) EXCLUSIVE OF SALES CHARGE.
(4) NOT ANNUALIZED.
YEAR ENDED AUGUST 31,
CLASS R 2000 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 32.22 28.25
Investment operations: Investment income (loss) -- net (.30)(2) (.07)(2)
Net realized and unrealized gain (loss) on investments 36.02 4.04
Total from investment operations 35.72 3.97
Distributions: Dividends from net realized gain on investments (.25) --
Net asset value, end of period 67.69 32.22
Total return (%)(3) 111.21 14.05(3)
------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) .86 .44(3)
Ratio of net investment income (loss) to average net assets (%) (.48) (.24)(3)
Portfolio turnover rate (%) 112.24 78.93(3)
------------------------------------------------------------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 85,803 1,257
(1) FROM APRIL 15, 1999 (COMMENCEMENT OF INITIAL OFFERING) TO AUGUST 31, 1999.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) NOT ANNUALIZED.
6
<PAGE 6>
YEAR ENDED AUGUST 31,
CLASS T 2000 1999(1)
------------------------------------------------------------------------------------------------------------------------------------
PER-SHARE DATA ($)
Net asset value, beginning of period 32.21 32.21
Investment operations: Investment income (loss) -- net (.66)(2) --
Net realized and unrealized gain (loss) on investments 35.96 --
Total from investment operations 35.30 --
Distributions: Dividends from net realized gain on investments (.25) --
Net asset value, end of period 67.26 32.21
Total return (%) 109.93(3) --
------------------------------------------------------------------------------------------------------------------------------------
RATIOS/SUPPLEMENTAL DATA
Ratio of expenses to average net assets (%) 1.48 --
Ratio of net investment income (loss) to average net assets (%) (1.11) --
Portfolio turnover rate (%) 112.24 78.93
--------------------------------------------------------------------------------
Net assets, end of period ($ x 1,000) 19,049 1
(1) COMMENCED OFFERING SHARES ON AUGUST 31, 1999.
(2) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END.
(3) EXCLUSIVE OF SALES CHARGE.
</TABLE>
The Fund 7
<PAGE 7>
Your Investment
ACCOUNT POLICIES
THE DREYFUS PREMIER FUNDS are designed primarily for people who are investing
through a third party, such as a bank, broker-dealer or financial adviser, or in
a 401(k) or other retirement plan. Third parties with whom you open a fund
account may impose policies, limitations and fees which are different from
those described here.
YOU WILL NEED TO CHOOSE A SHARE CLASS before making your initial investment. In
making your choice, you should weigh the impact of all potential costs over the
length of your investment, including sales charges and annual fees. For example,
in some cases, it can be more economical to pay an initial sales charge than to
choose a class with no initial sales charge but higher annual fees and a
contingent deferred sales charge (CDSC).
* CLASS A shares may be appropriate for investors who prefer to pay the
fund's sales charge up front rather than upon the sale of their shares, want to
take advantage of the reduced sales charges available on larger investments
and/or have a longer- term investment horizon
* CLASS B shares may be appropriate for investors who wish to avoid a
front-end sales charge, put 100% of their investment dollars to work immediately
and/or have a longer-term investment horizon
* CLASS C shares may be appropriate for investors who wish to avoid a
front-end sales charge, put 100% of their investment dollars to work immediately
and/or have a shorter-term investment horizon
* CLASS R shares are designed for eligible institutions on behalf of their
clients (individuals may not purchase these shares
directly)
* CLASS T shares may be appropriate for investors who prefer to pay the
fund's sales charge up front rather than upon the sale of their shares, want to
take advantage of the reduced sales charges available on larger investments and
have a shorter-term investment horizon
Your financial representative can help you choose the share class that is
appropriate for you.
Reduced Class A and Class T sales charge
LETTER OF INTENT: lets you purchase Class A and Class T shares over a 13-month
period at the same sales charge as if all shares had been purchased at once.
RIGHT OF ACCUMULATION: lets you add the value of any shares you own in this
fund, any other Dreyfus Premier fund, or any other fund that is advised by
Founders Asset Management LLC (Founders), an affiliate of Dreyfus, sold with a
sales load, to the amount of your next Class A or Class T investment for
purposes of calculating the sales charge.
CONSULT THE STATEMENT OF ADDITIONAL INFORMATION (SAI) OR YOUR FINANCIAL
REPRESENTATIVE FOR MORE DETAILS.
8
<PAGE 8>
Share class charges
EACH SHARE CLASS has its own fee structure. In some cases, you may not have to
pay a sales charge to buy or sell shares. Consult your financial representative
or the SAI to see if this may apply to you. Shareholders beneficially owning
Class A shares on April 15, 1999, may purchase Class A shares without a sales
load. Because Class A has lower expenses than Class T, if you invest $1 million
or more in the fund you should consider buying Class A shares.
--------------------------------------------------------------------------------
Sales charges
<TABLE>
<CAPTION>
CLASS A AND CLASS T -- CHARGED WHEN YOU BUY SHARES
Sales charge Sales charge
deducted as a % as a % of your
Your investment of offering price net investment
------------------------------------------------------------------------------------------------------------------------------------
Class Class Class Class
A T A T
------------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Up to $49,999 5.75% 4.50% 6.10% 4.70%
$50,000 -- $99,999 4.50% 4.00% 4.70% 4.20%
$100,000 -- $249,999 3.50% 3.00% 3.60% 3.10%
$250,000 -- $499,999 2.50% 2.00% 2.60% 2.00%
$500,000 -- $999,999 2.00% 1.50% 2.00% 1.50%
$1 million or more* 0.00% 0.00% 0.00% 0.00%
* A 1.00% CDSC may be charged on any shares sold within one year of purchase
(except shares bought through dividend reinvestment).
</TABLE>
Class T shares also carry an annual Rule 12b-1 fee of 0.25% of the class's
average daily net assets.
--------------------------------------------------------------------------------
CLASS B -- CHARGED WHEN YOU SELL SHARES
CDSC as a % of your initial
Years since purchase investment or your redemption
was made (whichever is less)
--------------------------------------------------------------------------------
Up to 2 years 4.00%
2 -- 4 years 3.00%
4 -- 5 years 2.00%
5 -- 6 years 1.00%
More than 6 years Shares will automatically
convert to Class A
Class B shares also carry an annual Rule 12b-1 fee of 0.75% of the class's
average daily net assets.
--------------------------------------------------------------------------------
CLASS C -- CHARGED WHEN YOU SELL SHARES
A 1.00% CDSC is imposed on redemptions made within the first year of purchase.
Class C shares also carry an annual Rule 12b-1 fee of 0.75% of the class's
average daily net assets.
--------------------------------------------------------------------------------
CLASS R -- NO SALES LOAD OR RULE 12B-1 FEES
Buying shares
THE NET ASSET VALUE (NAV) of each class is generally calculated as of the close
of trading on the New York Stock Exchange (NYSE) (usually 4:00 p.m. Eastern
time) every day the exchange is open. Your order will be priced at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. The fund's investments are valued based on market value or,
where market quotations are not readily available, based on fair value as
determined in good faith by the fund's board.
ORDERS TO BUY AND SELL SHARES received by dealers by the close of trading on the
NYSE and transmitted to the distributor or its designee by the close of its
business day (normally 5:15 p.m. Eastern time) will be based on the NAV
determined as of the close of trading on the NYSE that day.
--------------------------------------------------------------------------------
Minimum investments
Initial Additional
--------------------------------------------------------------------------------
REGULAR ACCOUNTS $1,000 $100; $500 FOR
TELETRANSFER INVESTMENTS
TRADITIONAL IRAS $750 NO MINIMUM
SPOUSAL IRAS $750 NO MINIMUM
ROTH IRAS $750 NO MINIMUM
EDUCATION IRAS $500 NO MINIMUM
AFTER THE FIRST YEAR
All investments must be in U.S. dollars. Third-party checks cannot be accepted.
You may be charged a fee for any check that does not clear. Maximum TeleTransfer
purchase is $150,000 per day.
Concepts to understand
NET ASSET VALUE (NAV): the market value of one share, computed by dividing the
total net assets of a fund or class by its shares outstanding. The fund's Class
A and Class T shares are offered to the public at NAV plus a sales charge.
Classes B, C and R are offered at NAV, but Classes B and C generally are subject
to higher annual operating expenses and a CDSC.
Your Investment 9
<PAGE 9>
ACCOUNT POLICIES (CONTINUED)
Selling shares
YOU MAY SELL (REDEEM) SHARES AT ANY TIME through your financial representative,
or you can contact the fund directly. Your shares will be sold at the next NAV
calculated after your order is accepted by the fund's transfer agent or other
authorized entity. Any certificates representing fund shares being sold must be
returned with your redemption request. Your order will be processed promptly and
you will generally receive the proceeds within a week.
TO KEEP YOUR CDSC AS LOW AS POSSIBLE, each time you request to sell shares we
will first sell shares that are not subject to a CDSC, and then those subject to
the lowest charge. The CDSC is based on the lesser of the original purchase cost
or the current market value of the shares being sold, and is not charged on
shares you acquired by reinvesting your dividends. There are certain instances
when you may qualify to have the CDSC waived. Consult the SAI for details.
BEFORE SELLING OR WRITING A CHECK against shares recently purchased by check,
TeleTransfer or Automatic Asset Builder, please note that:
* if you send a written request to sell such
shares, the fund may delay sending the proceeds for up to eight business days
following the purchase of those shares
* the fund will not process wire, telephone or
TeleTransfer redemption requests for up to eight business days following the
purchase of those shares
General policies
UNLESS YOU DECLINE TELEPHONE PRIVILEGES on your application, you may be
responsible for any fraudulent telephone order as long as Dreyfus takes
reasonable measures to verify the order.
THE FUND RESERVES THE RIGHT TO:
* refuse any purchase or exchange request that could adversely affect the
fund or its operations, including those from any individual or group who, in the
fund's view, is likely to engage in excessive trading (usually defined as more
than four exchanges out of the fund within a calendar year)
* refuse any purchase or exchange request in excess of 1% of the fund's
total assets
* change or discontinue its exchange privilege, or temporarily suspend
this privilege during unusual market conditions
* change its minimum investment amounts
* delay sending out redemption proceeds for up to seven days (generally
applies only in cases of very large redemptions, excessive trading or during
unusual market conditions)
The fund also reserves the right to make a "redemption in kind" -- payment in
portfolio securities rather than cash -- if the amount you are redeeming is
large enough to affect fund operations (for example, if it represents more than
1% of the fund's assets).
Written sell orders
Some circumstances require written sell orders along with signature guarantees.
These include:
* amounts of $10,000 or more on accounts whose address has been changed
within the last 30 days
* requests to send the proceeds to a different payee or address
Written sell orders of $100,000 or more must also be signature guaranteed.
A SIGNATURE GUARANTEE helps protect against fraud. You can obtain one from most
banks or securities dealers, but not from a notary public. For joint accounts,
each signature must be guaranteed. Please call us to ensure that your signature
guarantee will be processed correctly.
Small account policies
To offset the relatively higher costs of servicing smaller accounts, the fund
charges regular accounts with balances below $2,000 an annual fee of $12. The
fee will be imposed during the fourth quarter of each calendar year.
The fee will be waived for: any investor whose aggregate Dreyfus mutual fund
investments total at least $25,000; IRA accounts; accounts participating in
automatic investment programs; and accounts opened through a financial
institution.
If your account falls below $500, the fund may ask you to increase your balance.
If it is still below $500 after 45 days, the fund may close your account and
send you the proceeds.
10
<PAGE 10>
DISTRIBUTIONS AND TAXES
THE FUND USUALLY PAYS ITS SHAREHOLDERS dividends from its net investment income,
and distributes any net capital gains it has realized once a year. Each share
class will generate a different dividend because each has different expenses.
Your distributions will be reinvested in the fund unless you instruct the fund
otherwise. There are no fees or sales charges on reinvestments.
FUND DIVIDENDS AND DISTRIBUTIONS ARE TAXABLE to most investors (unless your
investment is in an IRA or other tax-advantaged account). High portfolio
turnover and more volatile markets can result in taxable distributions to
shareholders, regardless of whether their shares increased in value. The tax
status of any distribution is the same regardless of how long you have been in
the fund and whether you reinvest your distributions or take them in cash. In
general, distributions are federally taxable as follows:
--------------------------------------------------------------------------------
Taxability of distributions
Type of Tax rate for Tax rate for
distribution 15% bracket 28% bracket or above
--------------------------------------------------------------------------------
INCOME ORDINARY ORDINARY
DIVIDENDS INCOME RATE INCOME RATE
SHORT-TERM ORDINARY ORDINARY
CAPITAL GAINS INCOME RATE INCOME RATE
LONG-TERM
CAPITAL GAINS 10% 20%
Because everyone's tax situation is unique, always consult your tax professional
about federal, state and local tax consequences.
Taxes on transactions
Except for tax-advantaged accounts, any sale or exchange of fund shares may
generate a tax liability. Of course, withdrawals or distributions from
tax-deferred accounts are taxable when received.
The table above also can provide a guide for potential tax liability when
selling or exchanging fund shares. "Short-term capital gains" applies to fund
shares sold or exchanged up to 12 months after buying them. "Long-term capital
gains" applies to shares sold or exchanged after 12 months.
Your Investment 11
<PAGE 11>
SERVICES FOR FUND INVESTORS
THE THIRD PARTY THROUGH WHOM YOU PURCHASED fund shares may impose different
restrictions on these services and privileges offered by the fund, or it may not
make them available at all. Consult your financial representative for more
information on the availability of these services and privileges.
Automatic services
BUYING OR SELLING SHARES AUTOMATICALLY is easy with the services described
below. With each service, you select a schedule and amount, subject to certain
restrictions. You can set up most of these services with your application, or by
calling your financial representative or 1-800-554-4611.
--------------------------------------------------------------------------------
For investing
DREYFUS AUTOMATIC For making automatic investments
ASSET BUILDER((reg.tm)) from a designated bank account.
DREYFUS PAYROLL For making automatic investments
SAVINGS PLAN through a payroll deduction.
DREYFUS GOVERNMENT For making automatic investments
DIRECT DEPOSIT from your federal employment,
PRIVILEGE Social Security or other regular
federal government check.
DREYFUS DIVIDEND For automatically reinvesting the
SWEEP dividends and distributions from
the fund into another Dreyfus fund
or certain Founders-advised funds
(not available for IRAs).
--------------------------------------------------------------------------------
For exchanging shares
DREYFUS AUTO- For making regular exchanges
EXCHANGE PRIVILEGE from the fund into another
Dreyfus fund or certain
Founders-advised funds.
--------------------------------------------------------------------------------
For selling shares
DREYFUS AUTOMATIC For making regular withdrawals
WITHDRAWAL PLAN from most Dreyfus funds. There will be no CDSC
on Class B shares, as long as the amount of
any withdrawal does not exceed an
annual rate of 12% of the greater of the
account value at the time of the first
withdrawal under the plan, or at the time of
the subsequent withdrawal.
Exchange privilege
YOU CAN EXCHANGE SHARES WORTH $500 OR MORE (no minimum for retirement accounts)
from one class of the fund into the same class of another Dreyfus Premier fund
or Founders-advised fund. You can also exchange Class T shares into Class A
shares of certain Dreyfus Premier fixed-income funds. You can request your
exchange by contacting your financial representative. Be sure to read the
current prospectus for any fund into which you are exchanging before investing.
Any new account established through an exchange will generally have the same
privileges as your original account (as long as they are available). There is
currently no fee for exchanges, although you may be charged a sales load when
exchanging into any fund that has a higher one.
TeleTransfer privilege
TO MOVE MONEY BETWEEN YOUR BANK ACCOUNT and your Dreyfus fund account with a
phone call, use the TeleTransfer privilege. You can set up TeleTransfer on your
account by providing bank account information and following the instructions on
your application, or contacting your financial representative.
Reinvestment privilege
UPON WRITTEN REQUEST, YOU CAN REINVEST up to the number of Class A, B or T
shares you redeemed within 45 days of selling them at the current share price
without any sales charge. If you paid a CDSC, it will be credited back to your
account. This privilege may be used only once.
Account statements
EVERY FUND INVESTOR automatically receives regular account statements. You'll
also be sent a yearly statement detailing the tax characteristics of any
dividends and distributions you have received.
12
<PAGE 12>
INSTRUCTIONS FOR REGULAR ACCOUNTS
TO OPEN AN ACCOUNT
In Writing
Complete the application.
Mail your application and a check to:
Name of Fund
P.O. Box 6587, Providence,
RI 02940-6587
Attn: Institutional Processing
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Mail the slip and the check to: Name of Fund P.O. Box 6587, Providence, RI
02940-6587 Attn: Institutional Processing
By Telephone
WIRE Have your bank send your
investment to The Bank of New York, with these instructions:
* ABA# 021000018
* DDA# 8900336722
* the fund name
* the share class
* your Social Security or tax ID number
* name(s) of investor(s)
* dealer number if applicable
Call us to obtain an account number. Return your application with the account
number on the application.
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900336722
* the fund name
* the share class
* your account number
* name(s) of investor(s)
* dealer number if applicable
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
TELETRANSFER Request TeleTransfer on your application. Call us to request your
transaction.
Automatically
WITH AN INITIAL INVESTMENT Indicate
on your application which automatic service(s) you want. Return your application
with your investment.
ALL SERVICES Call us or your financial representative to request a form to add
any automatic investing service (see "Services for Fund Investors"). Complete
and return the form along with any other required materials.
TO SELL SHARES
Write a letter of instruction that includes:
* your name(s) and signature(s)
* your account number
* the fund name
* the dollar amount you want to sell
* how and where to send the proceeds
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to: The Dreyfus Family of Funds P.O. Box 6587, Providence, RI
02940-6587 Attn: Institutional Processing
WIRE Call us or your financial representative to request your transaction. Be
sure the fund has your bank account information on file. Proceeds will be wired
to your bank.
TELETRANSFER Call us or your financial representative to request your
transaction. Be sure the fund has your bank account information on file.
Proceeds will be sent to your bank by electronic check.
CHECK Call us or your financial representative to request your transaction. A
check will be sent to the address of record.
AUTOMATIC WITHDRAWAL PLAN Call us or your financial representative to request a
form to add the plan. Complete the form, specifying the amount and frequency of
withdrawals you would like.
Be sure to maintain an account balance of $5,000 or more.
To open an account, make subsequent investments or to sell shares, please
contact your financial representative or call toll free in the U.S.
1-800-554-4611. Make checks payable to: THE DREYFUS FAMILY OF FUNDS.
Concepts to understand
WIRE TRANSFER: for transferring money from one financial institution to another.
Wiring is the fastest way to move money, although your bank may charge a fee to
send or to receive wire transfers. Wire redemptions from the fund are subject to
a $1,000 minimum.
ELECTRONIC CHECK: for transferring money out of a bank account. Your transaction
is entered electronically, but it may take up to eight business days to clear.
Electronic checks are usually available without a fee at all Automated Clearing
House (ACH) banks.
Your Investment 13
<PAGE 13>
INSTRUCTIONS FOR IRAS
TO OPEN AN ACCOUNT
In Writing
Complete an IRA application, making sure to specify the fund name and to
indicate the year the contribution is for.
Mail your application and a check to:
The Dreyfus Trust Company, Custodian P.O. Box 6427, Providence, RI 02940-6427
Attn: Institutional Processing
TO ADD TO AN ACCOUNT
Fill out an investment slip, and write your account number on your check.
Indicate the year the contribution is for.
Mail the slip and the check to: The Dreyfus Trust Company, Custodian P.O. Box
6427, Providence, RI 02940-6427 Attn: Institutional Processing
By Telephone
WIRE Have your bank send your investment to The Bank of New York, with these
instructions:
* ABA# 021000018
* DDA# 8900336722
* the fund name
* the share class * your account number
* name of investor
* the contribution year
* dealer number if applicable
ELECTRONIC CHECK Same as wire, but insert "1111" before your account number.
Automatically
ALL SERVICES Call us or your financial representative to request a form to add
any automatic investing service (see "Services for Fund Investors"). Complete
and return the form along with any other required materials. All contributions
will count as current year.
TO SELL SHARES
Write a letter of instruction that includes:
* your name and signature
* your account number and fund name
* the dollar amount you want to sell
* how and where to send the proceeds
* whether the distribution is qualified or premature
* whether the 10% TEFRA should be withheld
Obtain a signature guarantee or other documentation, if required (see "Account
Policies -- Selling Shares").
Mail your request to:
The Dreyfus Trust Company
P.O. Box 6427, Providence, RI
02940-6427 Attn: Institutional Processing
SYSTEMATIC WITHDRAWAL PLAN Call us to request instructions to establish the
plan.
For information and assistance, contact your financial representative or call
toll free in the U.S. 1-800-554-4611. Make checks payable to: THE DREYFUS TRUST
COMPANY, CUSTODIAN.
14
<PAGE 14>
NOTES
<PAGE>
For More Information
Dreyfus Premier Technology Growth Fund
A series of Dreyfus Growth and Value Funds, Inc.
-------------------------------------
SEC file number: 811-7123
More information on this fund is available free upon request, including the
following:
Annual/Semiannual Report
Describes the fund's performance, lists portfolio holdings and contains a letter
from the fund's manager discussing recent market conditions, economic trends
and fund strategies that significantly affected the fund's performance during
the last fiscal year.
Statement of Additional Information (SAI)
Provides more details about the fund and its policies. A current SAI is on file
with the Securities and Exchange Commission (SEC) and is incorporated by
reference (is legally considered part of this prospectus).
To obtain information:
BY TELEPHONE Call your financial representative or 1-800-554-4611
BY MAIL Write to: The Dreyfus Premier Family of Funds 144 Glenn Curtiss
Boulevard Uniondale, NY 11556-0144
ON THE INTERNET Text-only versions of certain fund documents can be viewed
online or downloaded from: http://www.sec.gov
You can also obtain copies, after paying a duplicating fee, by visiting the
SEC's Public Reference Room in Washington, DC (for information, call
1-202-942-8090) or by E-mail request to [email protected], or by writing to the
SEC's Public Reference Section, Washington, DC 20549-0102.
(c) 2001 Dreyfus Service Corporation
255P0101
------------------------------------------------------------------------
DREYFUS GROWTH AND VALUE FUNDS, INC.
DREYFUS AGGRESSIVE GROWTH FUND
DREYFUS LARGE COMPANY VALUE FUND
DREYFUS AGGRESSIVE VALUE FUND
DREYFUS MIDCAP VALUE FUND
DREYFUS SMALL COMPANY VALUE FUND
DREYFUS INTERNATIONAL VALUE FUND
DREYFUS EMERGING LEADERS FUND
DREYFUS PREMIER TECHNOLOGY GROWTH FUND
(Class A, Class B, Class C, Class R and Class T Shares)
DREYFUS PREMIER FUTURE LEADERS FUND
(Class A, Class B, Class C, Class R and Class T Shares)
STATEMENT OF ADDITIONAL INFORMATION
JANUARY 1, 2001
------------------------------------------------------------------------------
This Statement of Additional Information, which is not a prospectus,
supplements and should be read in conjunction with the current relevant
Prospectus of Dreyfus Aggressive Growth Fund, Dreyfus Aggressive Value Fund,
Dreyfus International Value Fund, Dreyfus Emerging Leaders Fund, Dreyfus Premier
Technology Growth Fund, Dreyfus MidCap Value Fund and Dreyfus Premier Future
Leaders Fund, each dated January 1, 2001, and Dreyfus Large Company Value Fund
and Dreyfus Small Company Value Fund, each dated March 1, 2000 (each, a "Fund"
and collectively, the "Funds") of Dreyfus Growth and Value Funds, Inc. (the
"Company"), as each Prospectus may be revised from time to time. To obtain a
copy of the Prospectus, Annual Report or Semi-Annual Report for a Fund other
than Dreyfus Premier Technology Growth Fund and Dreyfus Premier Future Leaders
Fund, please write to the Company at 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556-0144, or call one of the following numbers:
Call Toll Free 1-800-645-6561
In New York City -- Call 1-718-895-1206
Outside the U.S. -- Call 516-794-5452
To obtain a copy of the Prospectus, Annual Report or Semi-Annual Report
for Dreyfus Premier Technology Growth Fund or Dreyfus Premier Future Leaders
Fund (collectively, the "Dreyfus Premier Funds"), please call 1-800-554-4611.
Each Fund's most recent Annual Report and Semi-Annual Report to
Shareholders are separate documents supplied with this Statement of Additional
Information, and the financial statements, accompanying notes and report of
independent auditors appearing in the Annual Report are incorporated by
reference into this Statement of Additional Information.
TABLE OF CONTENTS
Page
Description of the Company and Funds.......................................B-3
Management of the Company.................................................B-18
Management Arrangements...................................................B-26
How to Buy Shares.........................................................B-31
Distribution Plan and Shareholder Services Plan...........................B-40
How to Redeem Shares......................................................B-43
Shareholder Services......................................................B-48
Determination of Net Asset Value..........................................B-53
Dividends, Distributions and Taxes........................................B-54
Portfolio Transactions....................................................B-57
Performance Information...................................................B-61
Information About the Company and Funds...................................B-63
Counsel and Independent Auditors..........................................B-65
Appendix..................................................................B-66
DESCRIPTION OF THE COMPANY AND FUNDS
The Company is a Maryland corporation formed on November 16, 1993. Each
Fund is a separate series of the Company, an open-end management investment
company, known as a mutual fund. Each Fund is diversified, which means that,
with respect to 75% of its total assets, the Fund will not invest more than 5%
of its assets in the securities of any single issuer, nor hold more than 10% of
the outstanding voting securities of any single issuer.
The Dreyfus Corporation (the "Manager") serves as each Fund's investment
adviser.
Dreyfus Service Corporation (the "Distributor") is the distributor of each
Fund's shares.
Certain Portfolio Securities
The following information supplements (except as noted) and should be read
in conjunction with the relevant Fund's Prospectus.
Convertible Securities. (All Funds) Convertible securities may be converted
at either a stated price or stated rate into underlying shares of common stock.
Convertible securities have characteristics similar to both fixed-income and
equity securities. Convertible securities generally are subordinated to other
similar but non-convertible securities of the same issuer, although convertible
bonds, as corporate debt obligations, enjoy seniority in right of payment to all
equity securities, and convertible preferred stock is senior to common stock, of
the same issuer. Because of the subordination feature, however, convertible
securities typically have lower ratings than similar non-convertible securities.
Although to a lesser extent than with fixed-income securities, the market
value of convertible securities tends to decline as interest rates increase and,
conversely, tends to increase as interest rates decline. In addition, because of
the conversion feature, the market value of convertible securities tends to vary
with fluctuations in the market value of the underlying common stock. A unique
feature of convertible securities is that as the market price of the underlying
common stock declines, convertible securities tend to trade increasingly on a
yield basis, and so may not experience market value declines to the same extent
as the underlying common stock. When the market price of the underlying common
stock increases, the prices of the convertible securities tend to rise as a
reflection of the value of the underlying common stock. While no securities
investments are without risk, investments in convertible securities generally
entail less risk than investments in common stock of the same issuer.
Convertible securities provide for a stable stream of income with generally
higher yields than common stocks, but there can be no assurance of current
income because the issuers of the convertible securities may default on their
obligations. A convertible security, in addition to providing fixed income,
offers the potential for capital appreciation through the conversion feature,
which enables the holder to benefit from increases in the market price of the
underlying common stock. There can be no assurance of capital appreciation,
however, because securities prices fluctuate. Convertible securities generally
offer lower interest or dividend yields than non-convertible securities of
similar quality because of the potential for capital appreciation.
Depositary Receipts. (All Funds) Each Fund may invest in the securities of
foreign issuers in the form of American Depositary Receipts and American
Depositary Shares (collectively, "ADRs")and Global Depositary Receipts and
Global Depositary Shares (collectively, "GDRs") and other forms of depositary
receipts. These securities may not necessarily be denominated in the same
currency as the securities into which they may be converted. ADRs are receipts
typically issued by a United States bank or trust company which evidence
ownership of underlying securities issued by a foreign corporation. GDRs are
receipts issued outside the United States typically by non-United States banks
and trust companies that evidence ownership of either foreign or domestic
securities. Generally, ADRs in registered form are designed for use in the
United States securities markets and GDRs in bearer form are designed for use
outside the United States.
These securities may be purchased through "sponsored" or "unsponsored"
facilities. A sponsored facility is established jointly by the issuer of the
underlying security and a depositary. A depositary may establish an unsponsored
facility without participation by the issuer of the deposited security. Holders
of unsponsored depositary receipts generally bear all the costs of such
facilities, and the depositary of an unsponsored facility frequently is under no
obligation to distribute shareholder communications received from the issuer of
the deposited security or to pass through voting rights to the holders of such
receipts in respect of the deposited securities.
Warrants. (All Funds) A warrant gives the holder the right to subscribe to
a specified amount of the issuing corporation's capital stock at a set price for
a specified period of time. Each Fund may invest up to 5% of its net assets in
warrants, except that this limitation does not apply to warrants purchased by
the Fund that are sold in units with, or attached to, other securities.
Investment Companies. (All Funds) Each Fund may invest in securities issued
by registered and unregistered investment companies, including participations in
equity indices such as Standard & Poor's Depositary Receipts and Nasdaq-100
Index Tracking Stock described below. Under the Investment Company Act of 1940,
as amended (the "1940 Act"), a Fund's investment in such securities, subject to
certain exceptions, currently is limited to (i) 3% of the total voting stock of
any one investment company, (ii) 5% of the Fund's total assets with respect to
any one investment company and (iii) 10% of the Fund's total assets in the
aggregate. Investments in the securities of other investment companies may
involve duplication of advisory fees and certain other expenses.
SPDRs, DIAMONDS and Nasdaq-100 Shares. (All Funds) Each Fund may invest in
Standard & Poor's Depositary Receipts ("SPDRs"). SPDRs are units of beneficial
interest in an investment trust sponsored by a wholly-owned subsidiary of the
American Stock Exchange, Inc. (the "Exchange") which represent proportionate
undivided interests in a portfolio of securities consisting of substantially all
of the common stocks, in substantially the same weighting, as the component
stocks of the Standard & Poor's 500 Stock Index (the "S&P 500 Index"). SPDRs are
listed on the Exchange and traded in the secondary market on a per-SPDR basis.
Each Fund also may invest in DIAMONDS. DIAMONDS are units of beneficial
interest in an investment trust representing proportionate undivided interests
in a portfolio of securities consisting of all the component common stocks of
the Dow Jones Industrial Average (the "DJIA"). DIAMONDS are listed on the
Exchange and may be traded in the secondary market on a per-DIAMONDS basis.
Nasdaq-100 Index Tracking Stock (also referred to as "Nasdaq-100 Shares")
represents undivided ownership interests in a portfolio of stocks which consists
substantially of all of the securities, in substantially the same weighting, as
the component securities of the Nasdaq-100 Index and is intended to provide
investment results that, before expenses, generally correspond to the price and
yield performance of such Index. Nasdaq-100 Shares are listed for trading on the
Exchange and are bought and sold in the secondary market like ordinary shares of
stock at any time during the trading day.
SPDRs are designed to provide investment results that generally correspond
to the price and yield performance of the component common stocks of the S&P 500
Index. DIAMONDS are designed to provide investors with investment results that
generally correspond to the price and yield performance of the component common
stocks of the DJIA. Nasdaq-100 Shares are designed to provide investment results
that generally correspond to the price and yield performance of the component
common stocks of the Nasdaq-100 Index. The values of SPDRs, DIAMONDS and
Nasdaq-100 Shares are subject to change as the values of their respective
component common stocks fluctuate according to the volatility of the market.
Investments in SPDRs, DIAMONDS and Nasdaq-100 Shares involve certain inherent
risks generally associated with investments in a broadly based portfolio of
common stocks, including the risk that the general level of stock prices may
decline, thereby adversely affecting the value of each unit of SPDRs, DIAMONDS
and/or Nasdaq-100 Shares invested in by the Fund. Moreover, a Fund's investment
in SPDRs, DIAMONDS and/or Nasdaq-100 Shares may not exactly match the
performance of a direct investment in the respective indices to which they are
intended to correspond. Additionally, the respective investment trusts may not
fully replicate the performance of their respective benchmark indices due to the
temporary unavailability of certain index securities in the secondary market or
due to other extraordinary circumstances, such as discrepancies between each of
the investment trusts and the indices with respect o the weighting of securities
or the number of, for example, larger capitalized stocks held by an index and
each of the investment trusts.
Illiquid Securities. (All Funds) Each Fund may invest up to 15% of the
value of its net assets in securities as to which a liquid trading market does
not exist, provided such investments are consistent with the Fund's investment
objective. These securities may include securities that are not readily
marketable, such as securities that are subject to legal or contractual
restrictions on resale, repurchase agreements providing for settlement in more
than seven days after notice, and certain privately negotiated, non-exchange
traded options and securities used to cover such options. As to these
securities, a Fund is subject to a risk that should the Fund desire to sell them
when a ready buyer is not available at a price the Fund deems representative of
their value, the value of the Fund's net assets could be adversely affected
Money Market Instruments. (All Funds) When the Manager determines that
adverse market conditions exist, a Fund may adopt a temporary defensive position
and invest up to 100% of its assets in money market instruments, including U.S.
Government securities, repurchase agreements, bank obligations and commercial
paper. A Fund also may purchase money market instruments when it has cash
reserves or in anticipation of taking a market position.
Investment Techniques
The following information supplements (except as noted) and should be read
in conjunction with the relevant Fund's Prospectus.
Foreign Currency Transactions. (All Funds) A Fund may enter into foreign
currency transactions for a variety of purposes, including: to fix in U.S.
dollars, between trade and settlement date, the value of a security the Fund has
agreed to buy or sell; to hedge the U.S. dollar value of securities the Fund
already owns, particularly if it expects a decrease in the value of the currency
in which the foreign security is denominated; or to gain exposure to the foreign
currency in an attempt to realize gains.
Foreign currency transactions may involve, for example, a Fund's purchase
of foreign currencies for U.S. dollars or the maintenance of short positions in
foreign currencies. A short position would involve the Fund agreeing to exchange
an amount of a currency it did not currently own for another currency at a
future date in anticipation of a decline in the value of the currency sold
relative to the currency the Fund contracted to receive. A Fund's success in
these transactions will depend principally on the Manager's ability to predict
accurately the future exchange rates between foreign currencies and the U.S.
dollar.
Currency exchange rates may fluctuate significantly over short periods of
time. They generally are determined by the forces of supply and demand in the
foreign exchange markets and the relative merits of investments in different
countries, actual or perceived changes in interest rates and other complex
factors, as seen from an international perspective. Currency exchange rates also
can be affected unpredictably by intervention, or failure to intervene, by U.S.
or foreign governments or central banks, or by currency controls or political
developments in the United States or abroad.
Short-Selling. (All Funds) In these transactions, a Fund sells a security
it does not own in anticipation of a decline in the market value of the
security. To complete the transaction, the Fund must borrow the security to make
delivery to the buyer. The Fund is obligated to replace the security borrowed by
purchasing it subsequently at the market price at the time of replacement. The
price at such time may be more or less than the price at which the security was
sold by the Fund, which would result in a loss or gain, respectively.
A Fund will not sell securities short if, after effect is given to any
such short sale, the total market value of all securities sold short would
exceed 25% of the value of a Fund's net assets. A Fund may not make a short sale
which results in the Fund having sold short in the aggregate more than 5% of the
outstanding securities of any class of an issuer.
A Fund also may make short sales "against the box," in which the Fund
enters into a short sale of a security it owns. At no time will more than 15% of
the value of a Fund's net assets be in deposits on short sales against the box.
Until the Fund closes its short position or replaces the borrowed security,
the Fund will: (a) segregate permissible liquid assets in an amount that,
together with the amount provided as collateral, always equals the current value
of the security sold short; or (b) otherwise cover its short position.
Borrowing Money. (All Funds) Each Fund is permitted to borrow to the extent
permitted under the 1940 Act, which permits an investment company to borrow in
an amount up to 33-1/3% of the value of its total assets. Each of Dreyfus
Aggressive Value Fund, Dreyfus Emerging Leaders Fund, Dreyfus International
Value Fund and Dreyfus MidCap Value Fund, however, currently intends 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 such borrowings exceed 5% of
a Fund's total assets, the Fund will not make any additional investments.
Leverage. (Dreyfus Aggressive Growth Fund, Dreyfus Large Company Value
Fund, Dreyfus Small Company Value Fund, Dreyfus Premier Future Leaders Fund and
Dreyfus Premier Technology Growth Fund) Leveraging (buying securities using
borrowed money) exaggerates the effect on net asset value of any increase or
decrease in the market value of a Fund's portfolio. These borrowings will be
subject to interest costs which may or may not be recovered by appreciation of
the securities purchased; in certain cases, interest costs may exceed the return
received on the securities purchased. For borrowings for investment purposes,
the 1940 Act requires a Fund to maintain continuous asset coverage (total assets
including borrowings, less liabilities exclusive of borrowings) of 300% of the
amount borrowed. If the required coverage should decline as a result of market
fluctuations or other reasons, the Fund may be required to sell some of its
portfolio holdings within three days to reduce the amount of its borrowings and
restore the 300% asset coverage, even though it may be disadvantageous from an
investment standpoint to sell securities at that time. The Fund also may be
required to maintain minimum average balances in connection with such borrowing
or pay a commitment or other fee to maintain a line of credit; either of these
requirements would increase the cost of borrowing over the stated interest rate.
A Fund may enter into reverse repurchase agreements with banks,
broker/dealers or other financial institutions. This form of borrowing involves
the transfer by the Fund of an underlying debt instrument in return for cash
proceeds based on a percentage of the value of the security. The Fund retains
the right to receive interest and principal payments on the security. At an
agreed upon future date, the Fund repurchases the security at principal plus
accrued interest. As a result of these transactions, the Fund is exposed to
greater potential fluctuations in the value of its assets and its net asset
value per share. To the extent a Fund enters into a reverse repurchase
agreement, the Fund will segregate permissible liquid assets at least equal to
the aggregate amount of its reverse repurchase obligations, plus accrued
interest, in certain cases, in accordance with releases promulgated by the
Securities and Exchange Commission (the "SEC"). The SEC views reverse repurchase
transactions as collateralized borrowings by a Fund. Except for these
transactions, the Fund's borrowings generally will be unsecured.
Derivatives. (All Funds) Each Fund may invest in, or enter into,
derivatives, such as options and futures, 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 a Fund 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 or decrease the
level of risk, or change the character of the risk, to which its portfolio is
exposed in much the same way as the Fund can increase or decrease the level of
risk, or change the character of the risk, of its portfolio by making
investments in specific securities. However, 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 the Fund's
performance.
If a Fund invests in derivatives at inopportune times or judges market
conditions incorrectly, such investments may lower the Fund's return or result
in a loss. The Fund also could experience losses if its derivatives were poorly
correlated with its other investments, or if the Fund were 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.
Although none of the Funds will be a commodity pool, certain derivatives
subject the Funds to the rules of the Commodity Futures Trading Commission which
limit the extent to which a Fund can invest in such derivatives. Each Fund may
invest in futures contracts and options on futures contacts for hedging purposes
without limit. However, a Fund may not invest in such contracts and options for
other purposes if the sum of the amount of initial margin deposits and premiums
paid for unexpired options with respect to such contracts, other than for bona
fide hedging purposes, exceeds 5% of the liquidation value of the Fund's assets,
after taking into account unrealized profits and unrealized losses on such
contracts and options; 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.
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 variation margin system 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. In 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, the
Manager 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 (All Funds) A Fund may enter into futures
contracts in U.S. domestic markets or, if applicable, on exchanges located
outside the United States. Foreign markets may offer advantages such as trading
opportunities or arbitrage possibilities not available in the United States.
Foreign markets, however, may have greater risk potential than domestic markets.
For example, some foreign exchanges are principal markets so that no common
clearing facility exists and an investor may look only to the broker for
performance of the contract. In addition, any profits a Fund might realize in
trading could be eliminated by adverse changes in the currency exchange rate, or
the Fund could incur losses as a result of those changes. Transactions on
foreign exchanges may include commodities which are traded on domestic exchanges
or those which are not. Unlike trading on domestic commodity exchanges, trading
on foreign commodity exchanges is not regulated by the Commodity Futures Trading
Commission.
Engaging in these transactions involves risk of loss to a Fund which could
adversely affect the value of the Fund's net assets. Although each Fund 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 Fund to substantial losses.
Successful use of futures and options with respect thereto by a Fund also
is subject to the ability of the Manager 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
securities being hedged and the price movements of the futures contract. For
example, if a Fund 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 Fund 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 Fund has insufficient cash, it may have to sell securities to
meet daily variation margin requirements. A Fund 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 SEC, a Fund may
be required to segregate permissible liquid assets to cover its obligations
relating to its transactions in derivatives. To maintain this required cover,
the Fund 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. In addition, the segregation of such assets will have the
effect of limiting the Fund's ability otherwise to invest those assets.
Specific Futures Transactions (All Funds) A Fund may purchase and sell stock
index futures contracts. A stock index future obligates a Fund 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.
A Fund may purchase and sell interest rate futures contracts. An interest
rate future obligates the Fund to purchase or sell an amount of a specific debt
security at a future date at a specific price.
A Fund may purchase and sell currency futures. A foreign currency future
obligates the Fund to purchase or sell an amount of a specific currency at a
future date at a specific price.
Options--In General (All Funds) A Fund may invest up to 5% of its assets,
represented by the premium paid, in the purchase of call and put options. Each
Fund may write (i.e. sell) covered call and put option contracts to the extent
of 20% of the value of its net assets at the time such option contracts are
written. A call option gives the purchaser of the option the right to buy, and
obligates the writer to sell, the underlying security or securities at the
exercise price at any time during the option period, or at a specific date.
Conversely, a put option gives the purchaser of the option the right to sell,
and obligates the writer to buy, the underlying security or securities at the
exercise price at any time during the option period, or at a specific date.
A covered call option written by a Fund is a call option with respect to
which the Fund owns the underlying security or otherwise covers the transaction
by segregating permissible liquid assets. A put option written by a Fund is
covered when, among other things, the Fund segregates permissible liquid assets
having a value equal to or greater than the exercise price of the option to
fulfill the obligation undertaken. The principal reason for writing covered call
and put options is to realize, through the receipt of premiums, a greater return
than would be realized on the underlying securities alone. A Fund receives a
premium from writing covered call or put options which it retains whether or not
the option is exercised.
There is no assurance that sufficient trading interest to create a liquid
secondary market on a securities exchange will exist for any particular option
or at any particular time, and for some options no such secondary market may
exist. A liquid secondary market in an option may cease to exist for a variety
of reasons. In the past, for example, higher than anticipated trading activity
or order flow, or other unforeseen events, at times have rendered certain of the
clearing facilities inadequate and resulted in the institution of special
procedures, such as trading rotations, restrictions on certain types of orders
or trading halts or suspensions in one or more options. There can be no
assurance that similar events, or events that may otherwise interfere with the
timely execution of customers' orders, will not recur. In such event, it might
not be possible to effect closing transactions in particular options. If, as a
covered call option writer, the Fund is unable to effect a closing purchase
transaction in a secondary market, it will not be able to sell the underlying
security until the option expires or it delivers the underlying security upon
exercise or it otherwise covers its position.
Specific Options Transactions (All Funds) A Fund may purchase and sell call and
put options in respect of specific securities (or groups or "baskets" of
specific securities) or stock indices listed on national securities exchanges or
traded in the over-the-counter market. An option on a stock index is similar to
an option in respect of specific securities, except that settlement does not
occur by delivery of the securities comprising the index. Instead, the option
holder receives an amount of cash if the closing level of the stock index upon
which the option is based is greater than in the case of a call, or less than in
the case of a put, the exercise price of the option. Thus, the effectiveness of
purchasing or writing stock index options will depend upon price movements in
the level of the index rather than the price of a particular stock.
A Fund may purchase and sell call and put options on foreign currency.
These options convey the right to buy or sell the underlying currency at a price
which is expected to be lower or higher than the spot price of the currency at
the time the option is exercised or expires.
A Fund may purchase cash-settled options on equity index swaps in pursuit
of its investment objective. Equity index swaps involve the exchange by the Fund
with another party of cash flows based upon the performance of an index or a
portion of an index of securities which usually includes dividends. A
cash-settled option on a swap gives the purchaser the right, but not the
obligation, in return for the premium paid, to receive an amount of cash equal
to the value of the underlying swap as of the exercise date. These options
typically are purchased in privately negotiated transactions from financial
institutions, including securities brokerage firms.
Successful use by a Fund of options will be subject to the Manager's
ability to predict correctly movements in the prices of individual stocks, the
stock market generally or foreign currencies. To the extent such predictions are
incorrect, the Fund may incur losses.
Future Developments. A Fund may take advantage of opportunities in options
and futures contracts and options on futures contracts and any other derivatives
which are not presently contemplated for use by the Fund or which are not
currently available but which may be developed, to the extent such opportunities
are both consistent with the Fund's investment objective and legally permissible
for the Fund. Before entering into such transactions or making any such
investment, the Fund will provide appropriate disclosure in its Prospectus or
this Statement of Additional Information. \
Lending Portfolio Securities. (All Funds) Each Fund may lend securities
from its portfolio to brokers, dealers and other financial institutions needing
to borrow securities to complete certain transactions. However, Dreyfus Large
Company Value Fund, Dreyfus Small Company Value Fund and Dreyfus Premier
Technology Growth Fund are the only Funds which currently intend to lend
portfolio securities. In connection with such loans, the Fund continues to be
entitled to payments in amounts equal to the interest, dividends or other
distributions payable on the loaned securities, which affords the Fund an
opportunity to earn interest on the amount of the loan and on the loaned
securities' collateral. Loans of portfolio securities may not exceed 33-1/3% of
the value of the Fund's total assets and the Fund 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. These loans are terminable by the
Fund at any time upon specified notice. The Fund might experience risk of loss
if the institution with which it has engaged in a portfolio loan transaction
breaches its agreement with the Fund. In connection with its securities lending
transactions, a Fund 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.
Forward Commitments. (All Funds) Each Fund may purchase securities on a
forward commitment or when-issued basis, which means that delivery and payment
take place a number of days after the date of the commitment to purchase. The
payment obligation and the interest rate receivable on a forward commitment or
when-issued security are fixed when the Fund enters into the commitment, but the
Fund does not make payment until it receives delivery from the counterparty. The
Fund will commit to purchase such securities only with the intention of actually
acquiring the securities, but the Fund may sell these securities before the
settlement date if it is deemed advisable. The Fund will segregate permissible
liquid assets at least equal at all times to the amount of the Fund's purchase
commitments.
Securities purchased on a forward commitment or when-issued basis are
subject to changes in value (generally changing in the same way, i.e.,
appreciating when interest rates decline and depreciating when interest rates
rise) based upon the public's perception of the creditworthiness of the issuer
and changes, real or anticipated, in the level of interest rates. Securities
purchased on a forward commitment or when-issued basis may expose the Fund to
risks because they may experience such fluctuations prior to their actual
delivery. Purchasing securities on a forward commitment or when-issued basis can
involve the additional risk that the yield available in the market when the
delivery takes place actually may be higher than that obtained in the
transaction itself. Purchasing securities on a forward commitment or when-issued
basis when the Fund is fully or almost fully invested may result in greater
potential fluctuation in the value of the Fund's net assets and its net asset
value per share.
Certain Investment Considerations and Risks
Equity Securities. (All Funds) Equity securities, including common stock,
preferred stock, convertible securities and warrants, 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 Fund's
investments will result in changes in the value of its shares and thus the
Fund's total return to investors.
Dreyfus Aggressive Growth Fund, Dreyfus Aggressive Value Fund, Dreyfus
Small Company Value Fund, Dreyfus Emerging Leaders Fund, Dreyfus Premier
Technology Growth Fund and Dreyfus Premier Future Leaders Fund each may purchase
securities of small capitalization companies (and Dreyfus Midcap Value Fund may
purchase mid-capitalization companies). The stock prices of these companies may
be subject to more abrupt or erratic market movements than the stock of larger,
more established companies, because these securities typically are traded in
lower volume and the issuers typically are more subject to changes in earnings
and prospects. These Funds may purchase securities of companies in initial
public offerings or shortly thereafter. The prices of these companies'
securities may be very volatile, rising and falling rapidly based, among other
reasons, solely on investor perceptions rather than economic reasons. The Fund
may purchase securities of companies which have no earnings or have experienced
losses. The Fund generally will make these investments based on a belief that
actual anticipated products or services will produce future earnings. If the
anticipated event is delayed or does not occur, or if investor perception about
the company change, the company's stock price may decline sharply and its
securities may become less liquid. The Fund, together with other investment
companies advised by the Manager and its affiliates, may own significant
positions in portfolio companies which, depending on market conditions, may
affect adversely the Fund's ability to dispose of some or all of its positions
should it desire to do so.
Dreyfus Premier Technology Growth Fund invests in, and the other Funds may
invest in, securities issued by companies in the technology sector, which has
been among the most volatile sectors of the stock market.
Fixed-Income Securities. (Dreyfus Aggressive Value Fund and Dreyfus Large
Company Value Fund only) Each of these Funds may invest in corporate debt
obligations and other fixed-income securities when management believes that such
securities offer opportunities for capital growth. Even though interest-bearing
securities are investments which promise a stable stream of income, the prices
of such securities are inversely affected by changes in interest rates and,
therefore, are subject to the risk of market price fluctuations. The values of
fixed-income securities also may be affected by changes in the credit rating or
financial condition of the issuer. Certain securities purchased by a Fund, such
as those rated Baa or lower by Moody's Investors Service, Inc. ("Moody's") and
BBB or lower by Standard & Poor's Ratings Services ("S&P") in the case of
Dreyfus Aggressive Value Fund, or those rated Baa by Moody's and BBB by S&P and
Fitch IBCA, Duff & Phelps in the case of Dreyfus Large Company Value Fund, may
be subject to such risks with respect to the issuing entity and to greater
market fluctuations than certain lower yielding, higher rated fixed-income
securities. Once the rating of a portfolio security has been changed, the Fund
will consider all circumstances deemed relevant in determining whether to
continue to hold the security. See "Lower Rated Securities" below with respect
to Dreyfus Aggressive Value Fund only, and the "Appendix."
Lower Rated Securities. (Dreyfus Aggressive Value Fund only) The Fund may
invest up to 35% of its net assets in higher yielding (and, therefore, higher
risk) debt securities such as those rated Ba by Moody's or BB by S&P or as low
as Caa by Moody's or CCC by S&P (commonly known as junk bonds). They may be
subject to greater risks and market fluctuations than certain lower yielding,
higher rated fixed-income securities. See the "Appendix" for a general
description of the ratings of Moody's and S&P for fixed-income securities. The
retail secondary market for these securities may be less liquid than that of
higher rated securities; adverse conditions could make it difficult at times for
the Fund to sell certain securities or could result in lower prices than those
used in calculating the Fund's net asset value. Although ratings may be useful
in evaluating the safety of interest and principal payments, they do not
evaluate the market value risk of these securities. The Fund will rely on the
Manager's judgment, analysis and experience in evaluating the creditworthiness
of an issuer.
You should be aware that the market values of many of these securities tend
to be more sensitive to economic conditions than are higher rated securities and
will fluctuate over time. These securities generally are considered by Moody's
and S&P to be, on balance, predominantly speculative with respect to capacity to
pay interest and repay principal in accordance with the terms of the obligation
and generally will involve more credit risk than securities in the higher rating
categories.
Companies that issue these securities often are highly leveraged and may
not have available to them more traditional methods of financing. Therefore, the
risk associated with acquiring the securities of such issuers generally is
greater than is the case with the higher rated securities. For example, during
an economic downturn or a sustained period of rising interest rates, highly
leveraged issuers of these securities may not have sufficient revenues to meet
their interest payment obligations. The issuer's ability to service its debt
obligations also may be affected adversely by specific corporate developments,
forecasts, or the unavailability of additional financing. The risk of loss
because of default by the issuer is significantly greater for the holders of
these securities because such securities generally are unsecured and often are
subordinated to other creditors of the issuer.
Because there is no established retail secondary market for many of these
securities, the Fund anticipates that such securities could be sold only to a
limited number of dealers or institutional investors. To the extent a secondary
trading market for these securities does exist, it generally is not as liquid as
the secondary market for higher rated securities. The lack of a liquid secondary
market may have an adverse impact on market price and yield and the Fund's
ability to dispose of particular issues when necessary to meet the Fund's
liquidity needs or in response to a specific economic event such as a
deterioration in the creditworthiness of the issuer. The lack of a liquid
secondary market for certain securities also may make it more difficult for the
Fund to obtain accurate market quotations for purposes of valuing the Fund's
portfolio and calculating its net asset value. Adverse publicity and investor
perceptions, whether or not based on fundamental analysis, may decrease the
values and liquidity of these securities. In such cases, the Manager's judgment
may play a greater role in valuation.
These securities may be particularly susceptible to economic downturns. An
economic recession could adversely affect the ability of the issuers of lower
rated bonds to repay principal and pay interest thereon which would increase the
incidence of default for such securities. It is likely that an economic
recession also would disrupt severely the market for such securities and have an
adverse impact on their value.
The Fund may acquire these securities during an initial offering. Such
securities may involve special risks because they are new issues. The Fund has
no arrangement with any person concerning the acquisition of such securities,
and the Manager will review carefully the credit and other characteristics
pertinent to such new issues.
Foreign Securities. (All Funds) Foreign securities markets generally are
not as developed or efficient as those in the United States. Securities of some
foreign issuers are less liquid and more volatile than securities of comparable
U.S. issuers. Similarly, volume and liquidity in most foreign securities markets
are less than in the United States and, at times, volatility of price can be
greater than in the United States.
Because evidences of ownership of such securities usually are held outside
the United States, the Fund investing in such securities will be subject to
additional risks which include possible adverse political and economic
developments, seizure or nationalization of foreign deposits and adoption of
governmental restrictions which might adversely affect or restrict the payment
of principal and interest on the foreign securities to investors located outside
the country of the issuer, whether from currency blockage or otherwise.
Moreover, foreign securities held by the Fund may trade on days when the Fund
does not calculate its net asset value and thus affect the Fund's net asset
value on days when investors have no access to the Fund.
Developing countries have economic structures that are generally less
diverse and mature, and political systems that are less stable than those of
developed countries. The markets of developing countries may be more volatile
than the markets of more mature economies; however, such markets may provide
higher rates of return to investors. Many developing countries providing
investment opportunities for the Fund have experienced substantial, and in some
periods extremely high, rates of inflation for many years. Inflation and rapid
fluctuations in inflation rates have had and may continue to have adverse
effects on thee economies and securities markets of certain of these countries.
Since foreign securities often are purchased with and payable in currencies
of foreign countries, the value of these assets as measured in U.S. dollars may
be affected favorably or unfavorably by changes in currency rates and exchange
control regulations.
Simultaneous Investments. (All Funds) Investment decisions for each Fund
are made independently from those of the other investment companies advised by
the Manager. If, however, such other investment companies desire to invest in,
or dispose of, the same securities as a Fund, available investments or
opportunities for sales will be allocated equitably to each investment company.
In some cases, this procedure may adversely affect the size of the position
obtained for or disposed of by the Fund or the price paid or received by the
Fund.
Investment Restrictions
Each Fund's investment objective is a fundamental policy, which cannot be
changed without approval by the holders of a majority (as defined in the 1940
Act) of such Fund's outstanding voting shares. In addition, each Fund has
adopted investment restrictions numbered 1 through 10 as fundamental policies.
Investment restrictions numbered 11 through 16 are not fundamental policies and
may be changed by a vote of a majority of the Company's Board members at any
time. No Fund may:
1. Invest more than 5% of its assets in the obligations of any single
issuer, except that up to 25% of the value of the Fund's total assets may be
invested, and securities issued or guaranteed by the U.S. Government, or its
agencies or instrumentalities may be purchased, without regard to any such
limitation.
2. Hold more than 10% of the outstanding voting securities of any single
issuer. This Investment Restriction applies only with respect to 75% of the
Fund's total assets.
3. Invest more than 25% of the value of its total assets in the securities
of issuers in any single industry, provided that there shall be no limitation on
the purchase of obligations issued or guaranteed by the U.S. Government, its
agencies or instrumentalities. For purposes of this Investment Restriction with
respect to Dreyfus Premier Technology Growth Fund, the technology sector in
general is not considered an industry.
4. Invest in commodities, except that the Fund may purchase and sell
options, forward contracts, futures contracts, including those relating to
indices, and options on futures contracts or indices.
5. Purchase, hold or deal in real estate, or oil, gas or other mineral
leases or exploration or development programs, but the Fund may purchase and
sell securities that are secured by real estate or issued by companies that
invest or deal in real estate or real estate investment trusts.
6. Borrow money, except to the extent permitted under the 1940 Act (which
currently limits borrowing to no more than 33-1/3% of the value of the Fund's
total assets). 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.
7. Make loans to others, except through the purchase of debt obligations
and the entry into repurchase agreements. However, the Fund may lend its
portfolio securities in an amount not to exceed 33-1/3% of the value of its
total assets. Any loans of portfolio securities will be made according to
guidelines established by the SEC and the Company's Board.
8. Act as an underwriter of securities of other issuers, except to the
extent the Fund may be deemed an underwriter under the Securities Act of 1933,
as amended, by virtue of disposing of portfolio securities.
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. 4, 6, 13 and 14 may be deemed to give rise to a senior
security.
10. Purchase securities on margin, but the Fund may make margin deposits in
connection with transactions in options, forward contracts, futures contracts,
including those relating to indices, and options on futures contracts or
indices.
11. Purchase securities of any company having less than three years'
continuous operations (including operations of any predecessor) if such purchase
would cause the value of the Fund's investments in all such companies to exceed
5% of the value of its total assets. This Investment Restriction has not been
adopted with respect to Dreyfus Premier Technology Growth Fund or Dreyfus
Premier Future Leaders Fund.
12. Invest in the securities of a company for the purpose of exercising
management or control, but the Fund will vote the securities it owns in its
portfolio as a shareholder in accordance with its views. This Investment
Restriction has not been adopted with respect to Dreyfus Premier Technology
Growth Fund.
13. Pledge, mortgage or hypothecate its assets, except to the extent
necessary to secure permitted borrowings and to the extent related to the
purchase of securities on a when-issued or forward commitment basis and the
deposit of assets in escrow in connection with writing covered put and call
options 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.
14. Purchase, sell or write puts, calls or combinations thereof, except as
described in the relevant Fund's Prospectus and Statement of Additional
Information.
15. 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 Fund's net assets would be so
invested.
16. Purchase securities of other investment companies, except to the extent
permitted under the 1940 Act.
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.
MANAGEMENT OF THE COMPANY
The Company's Board is responsible for the management and supervision of
the Funds. The Board approves all significant agreements between the Company, on
behalf of the Funds, and those companies that furnish services to the Funds.
These companies are as follows:
The Dreyfus Corporation...................... Investment Adviser
Dreyfus Service Corporation.................. Distributor
Dreyfus Transfer, Inc........................ Transfer Agent
Mellon Bank, N.A............................. Custodian for all Funds,
except Dreyfus
International Value Fund
The Bank of New York......................... Custodian for Dreyfus
International Value Fund
Board members and officers of the Company, together with information as to
their principal business occupations during at least the last five years, are
shown below.
Board Members of the Company
JOSEPH S. DiMARTINO, Chairman of the Board. Since January 1995, Chairman of the
Board of various funds in the Dreyfus Family of Funds. He also is a
director of The Muscular Dystrophy Association, HealthPlan Services
Corporation, a provider of marketing, administrative and risk management
services to health and other benefit programs, Carlyle Industries, Inc.
(formerly, Belding Heminway Company, Inc.), a button packager and
distributor, Century Business Services, Inc., a provider of various
outsourcing functions for small and medium sized companies, The Newark
Group, a privately held company providing a national market of paper
recovery facilities, paperboard mills and paperboard converting plants, and
QuikCAT.com, Inc., a private company engaged in the development of high
speed movement, routing, storage and encryption of data across cable,
wireless and all other modes of data transport. For more than five years
prior to January 1995, he was President, a director and, until August 1994,
Chief Operating Officer of the Manager and Executive Vice President and a
director of the Distributor. From August 1994 to December 31, 1994, he was
a director of Mellon Financial Corporation. He is 57 years old and his
address is 200 Park Avenue, New York, New York 10166.
DAVID P.FELDMAN, Board Member. Director of several mutual funds in the 59 Wall
Street Mutual Funds Group, and of the Jeffrey Company, a private investment
company. He was employed at AT&T from July 1961 to his retirement in April
1997, most recently serving as Chairman and Chief Executive Officer of AT&T
Investment Management Corporation. He is 61 years old and his address is
466 Lexington Avenue, New York, New York 10017.
EHUD HOUMINER, Board Member. Professor and Executive-in-Residence at the
Columbia Business School, Columbia University. Since January 1996,
Principal of Lear, Yavitz and Associates, a management consulting firm. He
also is a Director of Avnet Inc., an electronics distributor, and Super-Sol
Limited, an Israeli supermarket chain. He is 60 years old and his address
is c/o Columbia Business School, Columbia University, Uris Hall, Room 526,
New York, New York 10027.
GLORIA MESSINGER, Board Member. From 1981 to 1993, Managing Director and Chief
Executive Officer of ASCAP (American Society of Composers, Authors and
Publishers). She is a member of the Board of Directors of the Yale Law
School Fund and Theater for a New Audience, Inc., and was secretary of the
ASCAP Foundation and served as a Trustee of the Copyright Society of the
United States. She is also a member of numerous professional and civic
organizations. She is 71 years old and her address is 747 Third Avenue,
11th Floor, New York, New York 10017.
JOHN SZARKOWSKI, Board Member. Director Emeritus of Photography at The Museum of
Modern Art. Consultant in Photography. He is 75 years old and his address
is Bristol Road, Box 221, East Chatham, New York 12060.
ANNE WEXLER, Board Member. Chairman of the Wexler Group, consultants
specializing in government relations and public affairs. She is also a
director of Wilshire Mutual Funds, Comcast Corporation, a
telecommunications Company, The New England Electric System, and a member
of the Council of Foreign Relations and the National Park Foundation. She
is 70 years old and her address is c/o The Wexler Group, 1317 F Street,
N.W., Suite 600, Washington, D.C. 20004.
The Company has a standing nominating committee comprised of its Board
members who are not "interested persons" of the Company, as defined in the 1940
Act. The function of the nominating committee is to select and nominate all
candidates who are not "interested persons" of the Company for election to the
Company's Board.
The Company typically pays its Board members an annual retainer and a per
meeting fee and reimburses them for their expenses. The Chairman of the Board
receives an additional 25% of such compensation. Emeritus Board members, if any,
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 Board member by the Company for the fiscal year ended August 31, 2000,
and by all funds in the Dreyfus Family of Funds for which such person is a Board
member (the number of portfolios of such funds is set forth in parenthesis next
to each Board member's total compensation)* during the year ended December 31,
1999, was as follows:
Total Compensation
Aggregate From Company and
Name of Board Compensation Fund Complex Paid
Member From the Company** to Board Member
Joseph S. DiMartino $11,706 $642,177(189)
David P. Feldman $9,365 $118,875 (56)
John M. Fraser, Jr. *** $6,878 $ 78,000 (41)
Ehud Houminer $8,865 $ 61,000 (20)
Gloria Messinger $9,365 $ 23,500 (13)
John Szarkowski $8,865 $ 23,500 (13)
Anne Wexler $8,023 $ 59,125 (28)
-----------------------------
* Represents the number of separate portfolios comprising the investment
companies in the Fund complex, including the Funds, for which the Board
members serve.
** Amount does not include reimbursed expenses for attending Board meetings,
which amounted to $3,048. for all Board members as a group.
*** Emeritus Board member as of May 24, 2000.
Officers of the Company
STEPHEN E. CANTER, President. President, Chief Operating Officer, Chief
Investment Officer and a director of the Manager, and an officer of 92
other investment companies (comprised of 174 portfolios) managed by the
Manager. Mr. Canter also is a Director and Executive Committee Member of
the other investment management subsidiaries of Mellon Financial
Corporation, each of which is an affiliate of the Manager. He is 55 years
old.
MARK N. JACOBS, Vice President. Vice President, Secretary and General Counsel of
the Manager, and an officer of 105 other investment companies (comprised of
187 portfolios) managed by the Manager. He is 55 years old.
JOSEPH CONNOLLY, Vice President and Treasurer. Director - Mutual Fund Accounting
of the Manager, and an officer of 105 other investment companies (comprised
of 187 portfolios) managed by the Manager. He is 43 years old.
MICHAEL A. ROSENBERG, Secretary. Associate General Counsel of the Manager, and
an officer of 92 other investment companies (comprised of 174 portfolios)
managed by the Manager. He is 40 years old.
STEVEN F. NEWMAN, Assistant Secretary. Associate General Counsel and Assistant
Secretary of the Manager, and an officer of 105 other investment companies
(comprised of 187 portfolios) managed by the Manager. He is 51 years old.
JAMES WINDELS, Assistant Treasurer. Senior Accounting Manager - Equity Funds of
the Manager, and an officer of 24 other investment companies (comprised of
97 portfolios) managed by the Manager. He is 42 years old.
The address of each officer of the Company is 200 Park Avenue, New York,
New York 10166.
The Company's Board members and officers, as a group, owned less than 1%
of each Fund's voting securities outstanding on December 15, 2000.
The following persons are known by the Company to own of record 5% or more
of a Fund's outstanding voting securities as of December 15, 2000. A shareholder
who beneficially owns, directly or indirectly, more than 25% of a Fund's voting
securities may be deemed a "control person" (as defined in the 1940 Act) of the
Fund.
Dreyfus Large Company Value Fund
Boston Safe Deposit & Trust Co TTEE................................14.9193%
As Agent-Omnibus Account
Dreyfus Retirement Services
AIM #026-0027
135 Santilli Highway
Everett, MA 02149-1906
Charles Schwab & Co. Inc...........................................10.7127%
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4122
Dreyfus Small Company Value Fund
Citibank, NA Trustee...............................................21.3109%
Joseph E. Seagram & Sons Inc.
Master Trust
111 Wall Street, 14th floor
New York, New York 10005-3509
<PAGE>
Charles Schwab & Co. Inc...........................................13.6085%
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4122
The Bank of New York TTEE......................................... 8.4248%
Joseph E. Seagram & Sons Inc.
1 Wall Street
New York, NY 10005-2500
Boston Safe Deposit & Trust Co TTEE............................... 7.7271%
As Agent-Omnibus Account
Dreyfus Retirement Services
AIM #026-0027
135 Santilli Highway
Everett, MA 02149-1906
Dreyfus Premier Technology Growth Fund (Class A)
--------------------------------------
Charles Schwab & Co., Inc..........................................15.3584%
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4122
Merrill Lynch Pierce Fenner & Smith................................10.6271%
For the Sole Benefit of its Customers
Attn: Fund Administration
4800 Deer Lake Drive
Jacksonville FL 32246-6484
Dreyfus Premier Technology Growth Fund (Class B)
--------------------------------------
Merrill Lynch Pierce Fenner & Smith................................18.2722%
For the Sole Benefit of its Customers
Attn Fund Administration
4800 Deer Lake Drive
Jacksonville, FL 32246-6484
Dreyfus Premier Technology Growth Fund (Class C)
Merrill Lynch Pierce Fenner & Smith................................27.8353%
For the Sole Benefit of its Customers
Attn: Fund Administration
4800 Deer Lake Drive
Jacksonville FL 32246-6484
<PAGE>
Dreyfus Premier Technology Growth Fund (Class R)
Citibank NA Trustee................................................77.8228%
Joseph E. Seagram & Sons Inc.
Master Trust
111 Wall Street, 14th floor
New York, NY 10005-3509
Dreyfus Aggressive Growth Fund
Charles Schwab & Co. Inc.......................................... 6.0222%
Reinvest Account
101 Montgomery Street`
San Francisco, CA 94104-4122
Dreyfus Aggressive Value Fund
Great West Life....................................................20.4781%
Attn: Mutual Funds Trading
8515 E. Orchard Road
Englewood, CO 80111-5037
Charles Schwab & Co. Inc.......................................... 9.2802%
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4122
Dreyfus MidCap Value Fund
State Street Bank & Trust Co TTEE..................................23.1216%
FBO Super Saver 401(k) Capital
Accumulation PL for AMR Corp Su
Attn: Kathleen Norris
15 Rosemont Road
Westwood, MA 02090-2318
Charles Schwab & Co. Inc.......................................... 8.4998%
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4122
Chase Directed TTEE............................................... 6.4032%
FBO Retirement Savings Plan
For Non-Contract Employees of
Transworld Airlines
11500 NW Ambassador Drive
Kansas City, MO 64153-1151
Boston Safe Deposit & Trust Co TTEE............................... 5.0426%
As Agent-Omnibus Account
Dreyfus Retirement Services
AIM # 026-0027
135 Santilli Highway
Everett, MA 02149-1906
Dreyfus Emerging Leaders Fund
Charles Schwab & Co. Inc...........................................16.2150%
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4122
Boston Safe Deposit & Trust Co. TTEE...............................12.9764%
Dreyfus Retirement Services
AIM # 026-0027
135 Santilli Highway
Everett, MA 02149-1906
Dreyfus Premier Future Leaders Fund (Class A)
Donaldson, Lufkin & Jenrette.......................................14.5433%
Securities Corporation
P.O. Box 2052
Jersey City, NJ 07303-2052
MBCIC............................................................. 7.4885%
c/o Mellon Bank
Attn: Michael Botsford
919 Market Street
Wilmington, DE 19801-3023
City National Bank TTEE........................................... 7.3121%
FBO Group Delta Consultants
Attn: Trust OPS/Mutual Funds
P.O. Box 60520
Los Angeles, CA 90060-0520
Dreyfus Premier Future Leaders Fund (Class B)
MBCIC............................................................. 8.3822%
c/o Mellon Bank
Attn: Michael Botsford
919 Market Street
Wilmington, DE 19801-3023
Merrill Lynch Pierce Fenner & Smith............................... 5.8188%
For the Sole Benefit of its Customers
Attn Fund Administration
4800 Deer Lake Drive
Jacksonville, FL 32246-6484
Dreyfus Premier Future Leaders Fund (Class C)
MBCIC..............................................................22.8135%
c/o Mellon Bank
Attn: Michael Botsford
919 Market Street
Wilmington, DE 19801-3023
Raymond James & Assoc. Inc. CSDN...................................12.7427%
John W. Weeks IRA
2104 Fox Valley Circle
Birmingham, AL 35216-3307
NFSC FEBO #Z07-051586............................................. 6.0594%
Famestate
9 Sigma Place
Bronx, NY 10471-1215
NFSC FEBO #301-203599............................................. 5.1038%
Susan A. Woods
Peter M. Breu
301 Whitford Street
Manchester, NH 03104
Dreyfus Premier Future Leaders Fund (Class R)
EAMCO..............................................................52.4806%
SUB A/C#910004035
P.O. Box 96211
Washington, DC 20090-6211
EAMCO - 440051035..................................................39.6582%
Attn: Mutual Fund Dept.
P.O. Box 96211
Washington, DC 20090-6211
MBCIC............................................................. 7.8612%
c/o Mellon Bank
Attn: Michael Botsford
919 Market Street
Wilmington, DE 19801-3023
Dreyfus Premier Future Leaders Fund (Class T)
MBCIC..............................................................100.000%
c/o Mellon Bank
Attn: Michael Botsford
919 Market Street
Wilmington, DE 19801-3023
MANAGEMENT ARRANGEMENTS
Investment Adviser. The Manager is a wholly-owned subsidiary of Mellon
Bank, N.A., which is a wholly-owned subsidiary of Mellon Financial Corporation
("Mellon"). Mellon is a global multibank financial 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 largest bank holding companies in the United States
based on total assets.
Management Agreement. The Manager provides management services pursuant to
a Management Agreement (the "Agreement") between the Manager and the Company. As
to each Fund, the Agreement is subject to annual approval by (i) the Company's
Board or (ii) vote of a majority (as defined in the 1940 Act) of the outstanding
voting securities of such Fund, provided that in either event the continuance
also is approved by a majority of the Board members who are not "interested
persons" (as defined in the 1940 Act) of the Company or the Manager, by vote
cast in person at a meeting called for the purpose of voting on such approval.
As to each Fund, the Agreement is terminable without penalty, on 60 days'
notice, by the Company's Board or by vote of the holders of a majority of such
Fund's shares, or, on not less than 90 days' notice, by the Manager. The
Agreement will terminate automatically, as to the relevant Fund, in the event of
its assignment (as defined in the 1940 Act).
The following persons are officers and/or directors of the Manager:
Christopher M. Condron, Chairman of the Board and Chief Executive Officer;
Stephen E. Canter, President, Chief Operating Officer, Chief Investment Officer
and a director; Thomas F. Eggers, Vice Chairman-Institutional and a director;
Lawrence S. Kash, Vice Chairman; J. David Officer, Vice Chairman and a director;
Ronald P. O'Hanley III, Vice Chairman; William T. Sandalls, Jr., Executive Vice
President; Stephen R. Byers, Senior Vice President; Patrice M. Kozlowski, Senior
Vice President-Corporate Communications; Mark N. Jacobs, Vice President, General
Counsel and Secretary; Diane P. Durnin, Vice President-Product Development; Mary
Beth Leibig, Vice President-Human Resources; Ray Van Cott, Vice
President-Information Systems; Theodore A. Schachar, Vice President-Tax; Wendy
Strutt, Vice President; William H. Maresca, Controller; James Bitetto, Assistant
Secretary; Steven F. Newman, Assistant Secretary; and Mandell L. Berman, Burton
C. Borgelt, Steven G. Elliott, Martin G. McGuinn, Richard W. Sabo and Richard F.
Syron, directors.
The Manager manages each Fund's investments in accordance with the stated
policies of the Fund, subject to the approval of the Company's Board. The
Manager is responsible for investment decisions, and provides the Funds with
portfolio managers who are authorized by the Board to execute purchases and
sales of securities.
The Funds' portfolio managers are as follows:
Dreyfus Aggressive Growth Fund Kevin Sonnett
Dreyfus Large Company Value Fund Timothy M. Ghriskey
Douglas Ramos
Dreyfus Aggressive Value Fund Timothy M. Ghriskey
Douglas Ramos
Dreyfus Midcap Value Fund Peter I. Higgins
Dreyfus Small Company Value Fund Peter I. Higgins
Dreyfus International Value Fund Sandor Cseh
Dreyfus Emerging Leaders Fund Paul Kandel
Hilary Woods
Dreyfus Premier Technology Growth Fund Mark Herskovitz
Barry Mills
Dreyfus Premier Future Leaders Fund Paul Kandel
Hilary Woods
The Manager also maintains a research department with a professional staff
of portfolio managers and securities analysts who provide research services for
the Funds and for other funds advised by the Manager.
Mellon Bank, N.A., the Manager's parent, and its affiliates may have
deposit, loan and commercial banking or other relationships with the issuers of
securities purchased by a Fund. The Manager has informed the Company that in
making its investment decisions it does not obtain or use material inside
information that Mellon Bank, N.A. or its affiliates may possess with respect to
such issuers.
The Manager's Code of Ethics subjects its employees' personal securities
transactions to various restrictions to ensure that such trading does not
disadvantage any fund advised by the Manager. In that regard, portfolio managers
and other investment personnel of the Manager must preclear and report their
personal securities transactions and holdings, which are reviewed for compliance
with the Code of Ethics and also are subject to the oversight of Mellon's
Investment Ethics Committee. Portfolio managers and other investment personnel
who comply with the preclearance and disclosure procedures of the Code of Ethics
and the requirements of the Committee may be permitted to purchase, sell or hold
securities which also may be or are held in fund(s) they manage or for which
they otherwise provide investment advice.
The Manager maintains office facilities on behalf of the Funds, and
furnishes statistical and research data, clerical help, accounting, data
processing, bookkeeping and internal auditing and certain other required
services to the Funds. The Manager may pay the Distributor for shareholder
services from the Manager's own assets, including past profits but not including
the management fees paid by the Funds. The Distributor may use part or all of
such payments to pay Service Agents (as defined below) in respect of these
services. The Manager also may make such advertising and promotional
expenditures, using its own resources, as it from time to time deems
appropriate.
Expenses. All expenses incurred in the operation of the Company are borne
by the Company, except to the extent specifically assumed by the Manager. The
expenses borne by the Company include: organizational costs, taxes, interest,
loan commitment fees, interest and distributions paid on securities sold short,
brokerage fees and commissions, if any, fees of Board members who are not
officers, directors, employees or holders of 5% or more of the outstanding
voting securities of the Manager or its affiliates, SEC fees, state Blue Sky
qualification fees, advisory fees, charges of custodians, transfer and dividend
disbursing agents' fees, certain insurance premiums, industry association fees,
outside auditing and legal expenses, costs of maintaining the Company's
existence, costs of independent pricing services, costs attributable to investor
services (including, without limitation, telephone and personnel expenses),
costs of preparing and printing prospectuses and statements of additional
information for regulatory purposes and for distribution to existing
shareholders, costs of shareholders' reports and meetings, and any extraordinary
expenses. In addition, the Dreyfus Premier Funds' Class B, Class C and Class T
shares are subject to an annual distribution fee, and Class A, Class B, Class C
and Class T shares are subject to an annual service fee. See "Distribution Plan
and Shareholder Services Plan." Expenses attributable to a particular Fund are
charged against the assets of that Fund; other expenses of the Company are
allocated among the Funds on the basis determined by the Board, including, but
not limited to, proportionately in relation to the net assets of each Fund.
As compensation for the Manager's services to the Company, the Company has
agreed to pay the Manager a monthly management fee at the annual rate of 1.00%
of the value of Dreyfus International Value Fund's average daily net assets,
0.90% of the value of each of Dreyfus Emerging Leaders Fund's and Dreyfus
Premier Future Leaders Fund's average daily net assets and 0.75% of the value of
each other Fund's average daily net assets.
For the fiscal years ended October 31, 1997, 1998 and 1999, the management
fees payable by each indicated Fund, the amounts waived by the Manager and the
net fee paid by the Fund were as follows:
<TABLE>
<CAPTION>
Management Fee Payable Reduction In Fee Net Fee Paid
Name of Fund -------------------------- ----------------- ----------------------------
1997 1998 1999 1997 1998 1999 1997 1998 1999
---- ---- ---- ---- ---- ---- ---- ---- ----
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
Dreyfus Large $745,927 $1,196,867 $1,062,098 $54,892 $0 $0 $691,035 $1,196,867 $1,062,098
Company Value
Fund
Dreyfus Small $860,360 $3,078,535 $2,285,905 $51,774 $0 $0 $808,586 $3,078,535 $2,285,905
Company Value
Fund
</TABLE>
For the fiscal years ended August 31, 1998, 1999 and 2000, the management
fees payable by each indicated Fund, the amounts waived by the Manager and the
net fee paid by the Fund were as follows:
<TABLE>
<CAPTION>
Management Fee Payable Reduction In Fee Net Fee Paid
Name of Fund ----------------------------- ---------------------------- -----------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C> <C>
1998 1999 2000 1998 1999 2000 1998 1999 2000
Dreyfus $636,709 $241,817 $306,921 $247,049 $186,565 $143,727 $389,660 $55,252 $163,194
Aggressive
Growth Fund
Dreyfus $1,127,829 $703,532 $492,537 $0 $0 $0 $1,127,829 $703,532 $492,537
Aggressive
Value Fund
Dreyfus $1,359,639 $1,992,970 $3,390,598 $0 $0 $0 $1,359,639 $1,992,970 $3,390,598
International
Value Fund
Dreyfus $1,225,265 $1,784,765 $7,604,288 $0 $0 $0 $1,225,265 $1,784,765 $7,604,288
Emerging
Leaders Fund
Dreyfus $941,508 $689,558 $792,077 $0 $0 $0 $941,508 $689,558 $792,077
MidCap Value
Fund
Dreyfus $61,098 $1,686,120 $15,928,289 $61,098* $47,855 $0 $0* $1,638,265 $15,928,289
Premier
Technology
Growth Fund
Dreyfus N/A N/A $4,961** N/A N/A $4,961** N/A N/A $0**
Premier
Future
Leaders Fund
--------------------------------------------------------------------------------
* For the period October 13, 1997 (commencement of operations) through August
31, 1998.
** For the period June 30, 2000 (commencement of operations) through August
31, 2000.
</TABLE>
As to each Fund, the Manager has agreed that if in any fiscal year the
aggregate expenses of the Fund, exclusive of taxes, brokerage, interest on
borrowings and (with the prior written consent of the necessary state securities
commissions) extraordinary expenses, but including the management fee, exceed
the expense limitation of any state having jurisdiction over the Fund, the Fund
may deduct from the payment to be made to the Manager under the Agreement, or
the Manager will bear, such excess expense to the extent required by state law.
Such deduction or payment, if any, will be estimated daily, and reconciled and
effected or paid, as the case may be, on a monthly basis.
The aggregate of the fees payable to the Manager is not subject to
reduction as the value of a Fund's net assets increases.
Distributor. The Distributor, a wholly-owned subsidiary of the Manager
located at 200 Park Avenue, New York, New York 10166, serves as each Fund's
distributor on a best efforts basis pursuant to an agreement with the Company
which is renewable annually.
From August 24, 1994 to March 21, 2000, Premier Mutual Fund Services, Inc.
("Premier") acted as each Fund's distributor. With respect to Dreyfus Premier
Technology Growth Fund, for the fiscal year ended August 31, 2000, Premier
retained $227,230 and the Distributor retained $928,802 from the contingent
deferred sales charge ("CDSC") on Class B shares, $0 from the CDSC on Class C
shares, and $0 from the CDSC on Class T shares.
With respect to Dreyfus Premier Future Leaders Fund, for the period June
30, 2000 (commencement of operations) through August 31, 2000, the Distributor
retained $0 from the CDSC on Class B shares, $100 from the CDSC on Class C
shares, and $0 from the CDSC on Class T shares.
The Distributor may pay dealers a fee based on the amount invested through
such dealers in Fund shares by employees participating in qualified or
non-qualified employee benefit plans or other programs where (i) the employers
or affiliated employers maintaining such plans or programs have a minimum of 250
employees eligible for participation in such plans or programs or (ii) such
plan's or program's aggregate assets eligible for investment in the Dreyfus
Family of Funds or certain other products made available by the Distributor to
such plans or programs exceeds $1,000,000 ("Eligible Benefit Plans"). Generally,
the fee paid to dealers will not exceed 1% of the amount invested through such
dealers. The Distributor, however, may pay dealers a higher fee and reserves the
right to cease paying these fees at any time. The Distributor will pay such fees
from its own funds, other than amounts received from the Fund, including past
profits or any other source available to it.
The Distributor, at its expense, may provide promotional incentives to
dealers that sell shares of funds advised by the Manager which are sold with a
sales load. In some instances, those incentives may be offered only to certain
dealers who have sold or may sell significant amounts of shares.
Transfer and Dividend Disbursing Agent and Custodian. Dreyfus Transfer,
Inc. (the "Transfer Agent"), a wholly-owned subsidiary of the Manager, P.O. Box
9671, Providence, Rhode Island 02940-9671, is the Company's transfer and
dividend disbursing agent. Under a transfer agency agreement with the Company,
the Transfer Agent arranges for the maintenance of shareholder account records
for each Fund, the handling of certain communications between shareholders and
the Fund and the payment of dividends and distributions payable by the Fund. For
these services, the Transfer Agent receives a monthly fee computed on the basis
of the number of shareholder accounts it maintains for each Fund during the
month, and is reimbursed for certain out-of-pocket expenses.
Mellon Bank, N.A., the Manager's parent, One Mellon Bank Center,
Pittsburgh, Pennsylvania 15258, acts as custodian for the investments of each
Fund, except Dreyfus International Value Fund. The Bank of New York, 100 Church
Street, New York, New York 10286, acts as custodian for the investments of
Dreyfus International Value Fund. Neither custodian has any part in determining
the investment policies of the Fund or which securities are to be purchased or
sold by the Fund. Under a custody agreement with the Company, the relevant
custodian holds the Fund's securities and keeps all necessary accounts and
records. For its custody services, the custodian receives a monthly fee based on
the market value of each respective Fund's assets held in custody and receives
certain securities transaction charges.
HOW TO BUY SHARES
ALL FUNDS, EXCEPT THE DREYFUS PREMIER FUNDS--General. Shares are sold
without a sales charge. You may be charged a fee if you effect transactions in
Fund shares through a securities dealer, bank or other financial institution
(collectively, "Service Agents"). Stock 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 Service Agent which maintains an omnibus account in the Fund and has made an
aggregate minimum initial purchase for its customers of $2,500. Subsequent
investments must be at least $100. However, the minimum initial investment is
$750 for Dreyfus-sponsored Keogh Plans, IRAs (including regular IRAs, spousal
IRAs for a non-working spouse, Roth IRAs, IRAs set up under a Simplified
Employee Pension Plan ("SEP-IRAs") and rollover IRAs) and 403(b)(7) Plans with
only one participant and $500 for Dreyfus-sponsored Education IRAs, with no
minimum for subsequent purchases. The initial investment must be accompanied by
the Account Application. For full-time or part-time employees of the Manager or
any of its affiliates or subsidiaries, directors of the Manager, Board members
of a fund advised by the Manager, including members of the Company'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 the Manager or any
of its affiliates or subsidiaries who elect to have a portion of their pay
directly deposited into their Fund accounts, the minimum initial investment is
$50. The Fund reserves the right to offer Fund 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.
Fund shares also are offered without regard to the minimum initial
investment requirements through Dreyfus-Automatic Asset Builder(R), Dreyfus
Government Direct Deposit Privilege or Dreyfus Payroll Savings Plan pursuant to
the Dreyfus Step Program described under "Shareholder Services." These services
enable 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.
Management understands that some Service Agents may impose certain
conditions on their clients which are different from those described in the
relevant Fund's Prospectus and this Statement of Additional Information, and, to
the extent permitted by applicable regulatory authority, may charge their
clients direct fees. You should consult your Service Agents in this regard.
Fund shares 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
or other entity authorized to receive orders on behalf of the Fund. 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, options and 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 the Fund's net assets (i.e., the
value of its assets less liabilities) by the total number of Fund shares
outstanding. For information regarding the methods employed in valuing the
Funds' investments, see "Determination of Net Asset Value."
For certain institutions that have entered into agreements with the
Distributor, payment for the purchase of Fund shares may be transmitted, and
must be received by the Transfer Agent, within three business days after the
order is placed. If such payment is not received within three business days
after the order is placed, the order may be cancelled and the institution could
be held liable for resulting fees and/or losses.
Dreyfus Emerging Leaders Fund. Dreyfus Emerging Leaders Fund closed to new
investors on June 30, 2000. Shareholders of the Fund on that date may continue
to buy shares in accounts existing on that date. Investors who did not own
shares of the Fund on June 30, 2000, generally will not be allowed to buy shares
of the Fund except that new accounts may be established: 1) by participants in
most group employer retirement plans (and their successor plans) if the Fund had
been established as an investment option under the plans (or under another plan
sponsored by the same employer) by June 30, 2000; and 2) 401(k) plans sponsored
by financial institutions approved by Dreyfus on or about June 30, 2000.
Shareholders whose accounts were closed before or after June 30, 2000 may be
prohibited from reactivating their account or opening a new account. These
restrictions generally will apply to investments made directly with Dreyfus and
investments made through intermediaries. Investors may be required to
demonstrate eligibility to buy shares of the Fund before an investment is
accepted.
DREYFUS PREMIER FUNDS ONLY--General. Class A shares, Class B shares, Class
C shares and Class T shares may be purchased only by clients of Service Agents,
except that full-time or part-time employees of the Manager or any of its
affiliates or subsidiaries, directors of the Manager, Board members of a fund
advised by the Manager, including members of the Company's Board, or the spouse
or minor child of any of the foregoing may purchase Class A shares directly
through the Distributor. Subsequent purchases may be sent directly to the
Transfer Agent or your Service Agent.
Class R shares are offered only to institutional investors acting for
themselves or in a fiduciary, advisory, agency, custodial or similar capacity
for qualified or non-qualified employee benefit plans, including pension,
profit-sharing, SEP-IRAs and other deferred compensation plans, whether
established by corporations, partnerships, non-profit entities or state and
local governments ("Retirement Plans"). The term "Retirement Plans" does not
include IRAs or IRA "Rollover Accounts." Class R shares may be purchased for a
Retirement Plan only by a custodian, trustee, investment manager or other entity
authorized to act on behalf of such Retirement Plan. Institutions effecting
transactions in Class R shares for the accounts of their clients may charge
their clients direct fees in connection with such transactions.
When purchasing shares of a Dreyfus Premier Fund, you must specify which
Class is being purchased. Stock certificates are issued only upon your written
request. No certificates are issued for fractional shares. The Company reserves
the right to reject any purchase order.
Service Agents may receive different levels of compensation for selling
different Classes of shares. Management understands that some Service Agents may
impose certain conditions on their clients which are different from those
described in the Fund's Prospectus and this Statement of Additional Information,
and, to the extent permitted by applicable regulatory authority, may charge
their clients direct fees. You should consult your Service Agent in this regard.
The minimum initial investment is $1,000. Subsequent investments must be at
least $100. However, the minimum initial investment is $750 for
Dreyfus-sponsored Keogh Plans, IRAs (including regular IRAs, spousal IRAs for a
non-working souse, Roth IRAs, SEP-IRAs and rollover IRAs) and 403(b)(7) Plans
with only one participant and $500 for Dreyfus-sponsored Education IRAs with no
minimum for subsequent purchases. The initial investment must be accompanied by
the Account Application. The Company reserves the right to offer Fund 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 Company. The Company reserves the right to vary further
the initial and subsequent investment minimum requirements at any time.
The Internal Revenue Code of 1986, as amended (the "Code"), imposes various
limitations on the amount that may be contributed to certain Retirement Plans.
These limitations apply with respect to participants at the plan level and,
therefore, do not directly affect the amount that may be invested in the Fund by
a Retirement Plan. Participants and plan sponsors should consult their tax
advisers for details.
Fund shares also may be purchased through Dreyfus-Automatic Asset
Builder(R), Dreyfus Government Direct Deposit Privilege or Dreyfus Payroll
Savings Plan described under "Shareholder Services." These services enable 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 a declining market.
Fund shares are sold on a continuous basis. Net asset value per share is
determined as of the close of trading on the floor of the New York Stock
Exchange (currently 4:00 p.m., New York time), on each day the New York Stock
Exchange is open for business. For purposes of determining net asset value,
options and 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
of each Class is computed by dividing the value of the Fund's net assets
represented by such Class (i.e., the value of its assets less liabilities) by
the total number of shares of such Class outstanding. For information regarding
the methods employed in valuing the Funds' investments, see "Determination of
Net Asset Value."
If an order is received in proper form by the Transfer Agent or other
entity authorized to receive orders on behalf of the Fund by the close of
trading on the floor of the New York Stock Exchange (currently 4:00 p.m., New
York time) on a business day, Fund shares will be purchased at the public
offering price determined as of the closing of trading on the floor or the New
York Stock Exchange on that day. Otherwise, Fund shares will be purchased at the
public offering price determined as of the close of trading on the floor of the
New York Stock Exchange on the next business day, except where shares are
purchased through a dealer as provided below.
Orders for the purchase of Fund shares received by dealers by the close of
trading on the floor of the New York Stock Exchange on any business day and
transmitted to the Distributor or its designee by the close of its business day
(normally 5:15 p.m., New York time) will be based on the public offering price
per share determined as of the close of trading on the floor of the New York
Stock Exchange on that day. Otherwise, the orders will be based on the next
determined public offering price. It is the dealer's responsibility to transmit
orders so that they will be received by the Distributor or its designee before
the close of its business day. For certain institutions that have entered into
agreements with the Distributor, payment for the purchase of Fund shares may be
transmitted, and must be received by the Transfer Agent, within three business
days after the order is placed. If such payment is not received within three
business days after the order is placed, the order may be canceled and the
institution could be held liable for resulting fees and/or losses.
Class A Shares. The public offering price for Class A shares is the net asset
value per share of that Class plus (except for shareholders beneficially owning
Class A shares of Dreyfus Premier Technology Growth Fund on April 15, 1999) a
sales load as shown below:
<PAGE>
Total Sales Load Class A
Share
----------------------------
As a % of As a % of Dealers'
---------------------------------- offering net asset Reallowance
price value as a % of
Amount of Transactions per share per share offering price
Less than $50,000................ 5.75 6.10 5.00
$50,000 to less than $100,000.... 4.50 4.70 3.75
$100,000 to less than $250,000... 3.50 3.60 2.75
$250,000 to less than $500,000... 2.50 2.60 2.25
$500,000 to less than $1,000,000. 2.00 2.00 1.75
$1,000,000 or more............... -0- -0- -0-
For shareholders of Dreyfus Premier Technology Growth Fund who beneficially
owned Class A shares of the Fund on April 15, 1999, the public offering price
for Class A shares of Dreyfus Premier Technology Growth Fund is the net asset
value per share of that Class.
A CDSC of 1% will be assessed at the time of redemption of Class A shares
purchased without an initial sales charge as part of an investment of at least
$1,000,000 and redeemed within one year of purchase. This provision does not
apply to a shareholder of Dreyfus Premier Technology Growth Fund who owned Class
A shares of the Fund on April 15, 1999. The Distributor may pay Service Agents
an amount up to 1% of the net asset value of Class A shares purchased by their
clients that are subject to a CDSC.
The scale of sales loads applies to purchases of Class A shares made by any
"purchaser," which term includes an individual and/or spouse purchasing
securities for his, her or their own account or for the account of any minor
children, or a trustee or other fiduciary purchasing securities for a single
trust estate or a single fiduciary account trust estate or a single fiduciary
account (including a pension, profit-sharing, or other employee benefit trust
created pursuant to a plan qualified under Section 401 of the Code) although
more than one beneficiary is involved; or a group of accounts established by or
on behalf of the employees of an employer or affiliated employers pursuant to an
employee benefit plan or other program (including accounts established pursuant
to Sections 403(b), 408(k) and 457 of the Code); or an organized group which has
been in existence for more than six months, provided that it is not organized
for the purpose of buying redeemable securities of a registered investment
company and provided, that the purchases are made through a central
administration or a single dealer, or by other means which result in economy of
sales effort or expense.
Set forth below is an example of the method of computing the offering price
of each Dreyfus Premier Fund's Class A shares. The example assumes a purchase of
Class A shares of the Fund aggregating less than $50,000, subject to the
schedule of sales charges set forth above at a price based upon the net asset
value of the Fund's Class A shares on August 31, 2000:
Dreyfus Premier Dreyfus Premier
Technology Growth Fund Future Leaders
Fund
Net Asset Value Per Share $67.51 $14.32
Per Share Sales Charge
Class A - 5.75% of offering $4.12 $ 0.87
------- ----- ------
price
(6.10% of net asset value
per share)
Per Share Offering Price to the $71.63 $15.19
====== ======
Public
Full-time employees of NASD member firms and full-time employees of other
financial institutions which have entered into an agreement with the Distributor
pertaining to the sale of Fund shares (or which otherwise have a brokerage
related or clearing arrangement with an NASD member firm or financial
institution with respect to the sale of such shares) may purchase Class A shares
for themselves directly or pursuant to an employee benefit plan or other
program, or for their spouses or minor children, at net asset value, provided
that they have furnished the Distributor with such information as it may request
from time to time in order to verify eligibility for this privilege. This
privilege also applies to full-time employees of financial institutions
affiliated with NASD member firms whose full-time employees are eligible to
purchase Class A shares at net asset value. In addition, Class A shares are
offered at net asset value to full-time or part-time employees of the Manager or
any of its affiliates or subsidiaries, directors of the Manager, Board members
of a fund advised by the Manager, including members of the Company's Board, or
the spouse or minor child of any of the foregoing.
Class A shares are offered at net asset value without a sales load to
employees participating in Eligible Benefit Plans. Class A shares also may be
purchased (including by exchange) at net asset value without a sales load for
Dreyfus-sponsored IRA "Rollover Accounts" with the distribution proceeds from a
qualified retirement plan or a Dreyfus-sponsored 403(b)(7) plan, provided that,
at the time of such distribution, such qualified retirement plan or
Dreyfus-sponsored 403(b)(7) plan (a) met the requirements of an Eligible Benefit
Plan and all or a portion of such plan's assets were invested in funds in the
Dreyfus Premier Family of Funds or the Dreyfus Family of Funds, or certain funds
advised by Founders Asset Management LLC ("Founders"), an affiliate of the
Manager, or certain other products made available by the Distributor to such
plans, or (b) invested all of its assets in certain funds in the Dreyfus Premier
Family of Funds or the Dreyfus Family of Funds, or certain funds advised by
Founders, or certain other products made available by the Distributor to such
plans.
Class A shares may be purchased at net asset value through certain
broker-dealers and other financial institutions which have entered into an
agreement with the Distributor, which includes a requirement that such shares be
sold for the benefit of clients participating in a "wrap account" or a similar
program under which such clients pay a fee to such broker-dealer or other
financial institution.
Class A shares also may be purchased at net asset value, subject to
appropriate documentation, by (i) qualified separate accounts maintained by an
insurance company pursuant to the laws of any State or territory of the United
States, (ii) a State, county or city or instrumentality thereof, (iii) a
charitable organization (as defined in Section 501(c)(3) of the Code) investing
$50,000 or more in Fund shares, and (iv) a charitable remainder trust (as
defined in Section 501(c)(3) of the Code).
Class B Shares. The public offering price for Class B shares is the net asset
value per share of that Class. No initial sales charge is imposed at the time of
purchase. A CDSC is imposed, however, on certain redemptions of Class B shares
as described in the relevant Dreyfus Premier Fund's Prospectus and in this
Statement of Additional Information under "How to Redeem Shares--Contingent
Deferred Sales Charge--Class B Shares."
Approximately six years after the date of purchase, Class B shares
automatically will convert to Class A shares, based on the relative net asset
values for shares of each such Class. Class B shares that have been acquired
through the reinvestment of dividends and distributions will be converted on a
pro rata basis together with other Class B shares, in the proportion that a
shareholder's Class B shares converting to Class A shares bears to the total
Class B shares not acquired through the reinvestment of dividends and
distributions.
Class C Shares. The public offering price for Class C shares is the net asset
value per share of that Class. No initial sales charge is imposed at the time of
purchase. A CDSC is imposed, however, on redemptions of Class C shares made
within the first year of purchase. See "How to Redeem Shares--Contingent
Deferred Sales Charge--Class C Shares."
Class B and Class C Shares. The Distributor compensates certain Service Agents
for selling Class B and Class C shares at the time of purchase from its own
assets. The proceeds of the CDSC and the Distribution Plan fee, in part, are
used to defray these expenses.
Class R Shares. The public offering price for Class R shares is the net asset
value per share of that Class.
Class T Shares. The public offering price for Class T shares is the net asset
value per share of that Class plus a sales load as shown below:
Total Sales Load
Class T Shares
As a % of As a % of Dealers'
offering net asset Reallowance
Amount of Transactions price value as a % of
per share per share offering price
Less than $50,000................ 4.50 4.70 4.00
$50,000 to less than $100,000.... 4.00 4.20 3.50
$100,000 to less than $250,000... 3.00 3.10 2.50
$250,000 to less than $500,000... 2.00 2.00 1.75
$500,000 to less than $1,000,000. 1.50 1.50 1.25
$1,000,000 or more............... -0- -0- -0-
A CDSC of 1% will be assessed at the time of redemption of Class T shares
purchased without an initial sales charge as part of an investment of at least
$1,000,000 and redeemed within one year of purchase. The Distributor may pay
Service Agents an amount up to 1% of the net asset value of Class T shares
purchased by their clients that are subject to a CDSC. Because the expenses
associated with Class A shares will be lower than those associated with Class T
shares, purchasers investing $1,000,000 or more in the Fund (assuming
ineligibility to purchase Class R shares) generally will find it beneficial to
purchase Class A shares rather than Class T shares.
Class T shares also may be purchased at net asset value, subject to
appropriate documentation, through a broker-dealer or other financial
institution with the proceeds from the redemption of shares of a registered
open-end management investment company not managed by the Manager or its
affiliates. The purchase of Class T shares of the Fund must be made within 60
days of such redemption and the shares redeemed must have been subject to an
initial sales charge or a contingent deferred sales charge.
The scale of sales loads applies to purchases of Class T shares made by any
"purchaser," as defined above under Class A Shares.
Set forth below is an example of the method of computing the offering price
of each Dreyfus Premier Fund's Class T shares. The example assumes a purchase of
Class T shares of the Fund aggregating less than $50,000, subject to the
schedule of sales charges set forth above at a price based upon the net asset
value of the Fund's Class T shares on August 31, 2000:
Dreyfus Dreyfus
Premier Premier
Technology Future
Growth Fund Leaders Fund
Net Asset Value Per Share $67.26 $14.32
Per Share Sales Charge
Class T - 4.50% of offering price $3.17 $0.67
------- ---- ----
(4.70% of net asset value per share)
Per Share Offering Price to the Public $70.43 $14.99
====== ======
Class T shares are offered at net asset value without a sales load to
employees participating in Eligible Benefit Plans. Class T shares also may be
purchased (including by exchange) at net asset value without a sales load for
Dreyfus-sponsored IRA "Rollover Accounts" with the distribution proceeds from a
qualified retirement plan or a Dreyfus-sponsored 403(b)(7) plan, provided, at
the time of such distribution, such qualified retirement plan or
Dreyfus-sponsored 403(b)(7) plan (a) met the requirements of an Eligible Benefit
Plan and all or a portion of such plan's assets were invested in funds in the
Dreyfus Premier Family of Funds or the Dreyfus Family of Funds, certain funds
advised by Founders, or certain other products made available by the Distributor
to such plans, or (b) invested all of its assets in funds in the Dreyfus Premier
Family of Funds or the Dreyfus Family of Funds, or certain funds advised by
Founders, or certain other products made available by the Distributor to such
plans.
Dealer Reallowance--Class A and Class T Shares. The dealer reallowance provided
with respect to Class A and Class T shares may be changed from time to time but
will remain the same for all dealers. The Distributor, at its own expense, may
provide additional promotional incentives to dealers that sell shares of funds
advised by the Manager which are sold with a sales load, such as Class A and
Class T shares. In some instances, these incentives may be offered only to
certain dealers who have sold or may sell significant amounts of such shares.
Right of Accumulation--Class A and Class T Shares. Reduced sales loads apply to
any purchase of Class A and Class T shares, shares of other funds in the Dreyfus
Premier Family of Funds, shares of certain other funds advised by the Manager or
Founders, which are sold with a sales load and shares acquired by a previous
exchange of such shares (hereinafter referred to as "Eligible Funds"), by you
and any related "purchaser" as defined below, where the aggregate investment
including such purchase, is $50,000 or more. If, for example, you previously
purchased and still hold Class A or Class T shares of a Dreyfus Premier Fund, or
shares of any other Eligible Fund, or combination thereof, with an aggregate
current market value of $40,000 and subsequently purchase Class A or Class T
shares of such Fund having a current value of $20,000, the sales load applicable
to the subsequent purchase would be reduced to 4.50% of the offering price in
the case of Class A shares or 4.00% of the offering price in the case of Class T
shares. All present holdings of Eligible Funds may be combined to determine the
current offering price of the aggregate investment in ascertaining the sales
load applicable to each subsequent purchase.
To qualify at the time of purchase, you or your Service Agent must notify
the Distributor if orders are made by wire, or the Transfer Agent if orders are
made by mail. The reduced sales load is subject to confirmation of your holdings
through a check of appropriate records.
APPLICABLE TO ALL FUNDS
Dreyfus TeleTransfer Privilege. (All Funds) You may purchase shares by
telephone 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. The proceeds will be transferred between the bank
account designated in one of these documents and your Fund account. Only a bank
account maintained in a domestic financial institution which is an Automated
Clearing House ("ACH") member may be so designated.
Dreyfus TeleTransfer purchase orders may be made at any time. Purchase
orders received by 4:00 p.m., New York time, on any day the Transfer Agent and
the New York Stock Exchange are open for business will be credited to the
shareholder's Fund account on the next bank business day following such purchase
order. Purchase orders made after 4:00 p.m., New York time, on any day the
Transfer Agent and the New York Stock Exchange are open for business, or orders
made on Saturday, Sunday or any Fund holiday (e.g., when the New York Stock
Exchange is not open for business), will be credited to the shareholder's Fund
account on the second bank business day following such purchase order. To
qualify to use the Dreyfus TeleTransfer Privilege, the initial payment for
purchase of shares must be drawn on, and redemption proceeds paid to, the same
bank and account as are designated on the Account Application or Shareholder
Services Form on file. If the proceeds of a particular redemption are to be
wired to an account at any other bank, the request must be in writing and
signature-guaranteed. See "How to Redeem Shares--Dreyfus TeleTransfer
Privilege."
Reopening an Account. (All Funds) You may reopen an account with a minimum
investment of $100 without filing a new Account Application during the calendar
year the account is closed or during the following calendar year, provided the
information on the old Account Application is still applicable.
DISTRIBUTION PLAN AND
SHAREHOLDER SERVICES PLAN
Class B, Class C and Class T shares of each Dreyfus Premier Fund are
subject to a Distribution Plan, and Class A, Class B, Class C and Class T shares
of each Dreyfus Premier Fund and the shares of each other Fund are subject to a
Shareholder Services Plan.
Distribution Plan. (Dreyfus Premier Funds only) Rule 12b-1 (the "Rule")
adopted by the SEC under the 1940 Act, provides, among other things, that an
investment company may bear expenses of distributing its shares only pursuant to
a plan adopted in accordance with the Rule. The Company's Board has adopted such
a plan (the "Distribution Plan") with respect to Class B, Class C and Class T
shares of each Dreyfus Premier Fund pursuant to which the Fund pays the
Distributor for distributing its Class B, Class C and Class T shares at an
annual rate of 0.75% of the value of the average daily net assets of Class B and
Class C shares and 0.25% of the value of the average daily net assets of Class T
shares. The Company's Board believes that there is a reasonable likelihood that
the Distribution Plan will benefit the Fund and the holders of its Class B,
Class C and Class T shares.
A quarterly report of the amounts expended under the Distribution Plan, and
the purposes for which such expenditures were incurred, must be made to the
Board for its review. In addition, the Distribution Plan provides that it may
not be amended to increase materially the costs which holders of Class B, Class
C or Class T shares may bear pursuant to the Distribution Plan without the
approval of the holders of such shares and that other material amendments of the
Distribution Plan must be approved by the Board, and by the Board members who
are not "interested persons" (as defined in the 1940 Act) of the Company and
have no direct or indirect financial interest in the operation of the
Distribution Plan or in any agreements entered into in connection with the
Distribution Plan, by vote cast in person at a meeting called for the purpose of
considering such amendments. The Distribution Plan is subject to annual approval
by such vote of the Board cast in person at a meeting called for the purpose of
voting on the Distribution Plan. As to the relevant Class of shares of the Fund,
the Distribution Plan may be terminated at any time by vote of a majority of the
Board members who are not "interested persons" and have no direct or indirect
financial interest in the operation of the Distribution Plan or in any
agreements entered into in connection with the Distribution Plan or by vote of
the holders of a majority of such Class of shares.
With respect to Dreyfus Premier Technology Growth Fund, for the fiscal year
ended August 31, 2000, the Fund paid $1,206,631, $619,546 and $4,081 to Premier
with respect to Class B, Class C and Class T shares, respectively, pursuant to
the Distribution Plan, and $3,412,123, $1,881,353 and $18,899 to the
Distributor, with respect to Class B, Class C and Class T shares, respectively,
pursuant to the Distribution Plan.
With respect to Dreyfus Premier Future Leaders Fund, for the period June
30, 2000 (commencement of operations) through August 31, 2000, the Fund paid
$769, $861 and $180 to the Distributor, with respect to Class B, Class C and
Class T shares, respectively, pursuant to the Distribution Plan.
Shareholder Services Plan. (All Funds) The Company has adopted a
Shareholder Services Plan as to Class A, Class B, Class C and Class T shares of
each Dreyfus Premier Fund, and as to the shares of each other Fund. Under the
Plan, the Company pays the Distributor for the provision of certain services to
the holders of such shares a fee at the annual rate of 0.25% of the value of the
average daily net assets of the shares. 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 such shareholder
accounts. Under the Shareholder Services Plan, the Distributor may make payments
to certain Service Agents in respect of these services.
A quarterly report of the amounts expended under the Shareholder Services
Plan and the purposes for which such expenditures were incurred, must be made to
the Board for its review. In addition, the Shareholder Services Plan provides
that material amendments must be approved by the Company's Board, and by the
Board members who are not "interested persons" (as defined in the 1940 Act) of
the Company and have no direct or indirect financial interest in the operation
of the Shareholder Services Plan or in any agreements entered into in connection
with the Shareholder Services Plan, by vote cast in person at a meeting called
for the purpose of considering such amendments. As to each Fund, the Shareholder
Services Plan is subject to annual approval by such vote of the Board members
cast in person at a meeting called for the purpose of voting on the Shareholder
Services Plan. The Shareholder Services Plan is terminable with respect to each
Fund at any time by vote of a majority of the Board members who are not
"interested persons" and who have no direct or indirect financial interest in
the operation of the Shareholder Services Plan or in any agreements entered into
in connection with the Shareholder Services Plan.
For the fiscal year ended October 31, 1999, the amount paid by each
indicated Fund pursuant to the Shareholder Services Plan was as follows:
Name of Fund Amount Paid
Dreyfus Large Company Value Fund $354,033
Dreyfus Small Company Value Fund $761,968
For the fiscal year ended August 31, 2000, the amount paid by each
indicated Fund pursuant to the Shareholder Services Plan was as follows:
Amount Paid Amount Paid
Name of Fund to Premier to the Distributor
------------ ----------- ------------------
Dreyfus Aggressive Growth Fund $ 44,853 $ 57,454
Dreyfus Aggressive Value Fund $ 81,541 $ 82,638
Dreyfus Emerging Leaders Fund $ 694,047 $1,418,255
Dreyfus International Value Fund $ 371,737 $ 475,913
Dreyfus Midcap Value Fund $ 108,139 $ 155,887
Dreyfus Premier Technology Growth Fund
Class A $1,032,651 $1,770,723
Class B $ 399,210 $1,140,374
Class C $ 206,515 $ 627,118
Class T $ 4,081 $ 18,899
Dreyfus Premier Future Leaders Fund
Class A* N/A $ 288
Class B* N/A $ 256
Class C* N/A $ 287
Class T* N/A $ 180
* For the period June 30, 2000 (commencement of operations) through August 31,
2000.
HOW TO REDEEM SHARES
General. 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 SEC. However, if you have
purchased Fund shares by check, by Dreyfus TeleTransfer Privilege or through
Dreyfus-Automatic Asset Builder(R), and subsequently submit a written redemption
request to the Transfer Agent, the Fund may delay sending the redemption
proceeds for up to eight business days after the purchase of such shares. In
addition, the Fund will reject requests to redeem shares by wire or telephone or
pursuant to the Dreyfus TeleTransfer Privilege, for a period of up to eight
business days after receipt by the Transfer Agent of the purchase check, the
Dreyfus TeleTransfer purchase or the Dreyfus-Automatic Asset Builder(R) 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.
Fund shares may not be redeemed until the Transfer Agent has received your
Account Application.
Redemption Fee. (All Funds, except the Dreyfus Premier Funds) The Fund will
deduct a redemption fee equal to 1% of the net asset value of Fund shares
redeemed (including redemptions through the use of the Fund Exchanges service)
less than 30 days following the issuance of such shares. The redemption fee will
be deducted from the redemption proceeds and retained by the Fund and used
primarily to offset the transaction costs that short-term trading imposes on the
Fund and its shareholders. For purposes of calculating the 30-day holding
period, the Fund will employ the "first-in, first-out" method, which assumes
that the shares you are redeeming or exchanging are the ones you have held the
longest.
No redemption fee will be charged on the redemption or exchange of shares
(1) through the Fund's Automatic Withdrawal Plan or Dreyfus Auto-Exchange
Privilege, (2) through accounts reflected on the records of the Transfer Agent
as omnibus accounts approved by the Distributor, (3) through accounts
established by Service Agents approved by the Distributor that utilize the
National Securities Clearing Corporation's networking system, or (4) acquired
through the reinvestment of dividends or capital gains distributions. The
redemption fee may be waived, modified or terminated at any time.
For the fiscal years ended August 31, 2000 and October 31, 1999, as
applicable, there were no redemption fees retained by the Funds.
Contingent Deferred Sales Charge--Class B Shares. (Dreyfus Premier Funds
only) A CDSC is imposed on any redemption of Class B shares which reduces the
current net asset value of your Class B shares to an amount which is lower than
the dollar amount of all payments by you for the purchase of Class B shares of
the Fund held by you at the time of redemption. No CDSC will be imposed to the
extent that the net asset value of the Class B shares redeemed does not exceed
(i) the current net asset value of Class B shares acquired through reinvestment
of dividends or capital gain distributions, plus (ii) increases in the net asset
value of your Class B shares above the dollar amount of all your payments for
the purchase of Class B shares held by you at the time of redemption.
If the aggregate value of Class B shares redeemed has declined below their
original cost as a result of the Fund's performance, a CDSC may be applied to
the then-current net asset value rather than the purchase price.
In circumstances where the CDSC is imposed, the amount of the charge will
depend on the number of years from the time you purchased the Class B shares
until the time of redemption of such shares. Solely for purposes of determining
the number of years from the time of any payment for the purchase of Class B
shares, all payments during a month will be aggregated and deemed to have been
made on the first day of the month.
The following table sets forth the rates of the CDSC for Class B shares:
Year Since CDSC as a % of
Purchase Payment Amount Invested or
Was Made Redemption
Proceeds
First............................. 4.00
Second............................ 4.00
Third............................. 3.00
Fourth............................ 3.00
Fifth............................. 2.00
Sixth............................. 1.00
In determining whether a CDSC is applicable to a redemption, the
calculation will be made in a manner that results in the lowest possible rate.
It will be assumed that the redemption is made first of amounts representing
shares acquired pursuant to the reinvestment of dividends and distributions;
then of amounts representing the increase in net asset value of Class B shares
above the total amounts of payments for the purchase of Class B shares made
during the preceding six years; and finally, of amounts representing the cost of
shares held for the longest period.
For example, assume an investor purchased 100 shares at $10 per share for a
cost of $1,000. Subsequently, the shareholder acquired five additional shares
through dividend reinvestment. During the second year after the purchase the
investor decided to redeem $500 of the investment. Assuming at the time of the
redemption the net asset value had appreciated to $12 per share, the value of
the investor's shares would be $1,260 (105 shares at $12 per share). The CDSC
would not be applied to the value of the reinvested dividend shares and the
amount which represented appreciation ($260). Therefore, $240 of the $500
redemption proceeds ($500 minus $260) would be charged at a rate of 4% (the
applicable rate in the second year after purchase) for a total CDSC of $9.60.
Contingent Deferred Sales Charge--Class C Shares. (Dreyfus Premier Funds
only) A CDSC of 1% is imposed on any redemption of Class C shares within one
year of the date of purchase. The basis for calculating the payment of any such
CDSC will be the method used in calculating the CDSC for Class B shares. See
"Contingent Deferred Sales Charge -- Class B Shares" above.
Waiver of CDSC. (Dreyfus Premier Funds only) The CDSC may be waived in
connection with (a) redemptions made within one year after the death or
disability, as defined in Section 72(m)(7) of the Code, of the shareholder, (b)
redemptions by employees participating in Eligible Benefit Plans, (c)
redemptions as a result of a combination of any investment company with the Fund
by merger, acquisition of assets or otherwise, (d) a distribution following
retirement under a tax-deferred retirement plan or upon attaining age 70-1/2 in
the case of an IRA or Keogh plan or custodial account pursuant to Section 403(b)
of the Code, and (e) redemptions pursuant to the Automatic Withdrawal Plan, as
described below. If the Company's Board determines to discontinue the waiver of
the CDSC, the disclosure herein will be revised appropriately. Any Fund shares
subject to a CDSC which were purchased prior to the termination of such waiver
will have the CDSC waived as provided in the Fund's Prospectus or this Statement
of Additional Information at the time of the purchase of such shares.
To qualify for a waiver of the CDSC, at the time of redemption you must
notify the Transfer Agent or your Service Agent must notify the Distributor. Any
such qualification is subject to confirmation of your entitlement.
Redemption Through a Selected Dealer. (Dreyfus Premier Funds only) If you
are a customer of a Selected Dealer, you may make redemption requests to your
Selected Dealer. If the Selected Dealer transmits the redemption request so that
it is received by the Transfer Agent prior to the close of trading on the floor
of the New York Stock Exchange (currently 4:00 p.m., New York time), the
redemption request will be effective on that day. If a redemption request if
received by the Transfer Agent after the close of trading on the floor of the
New York Stock Exchange, the redemption request will be effective on the next
business day. It is the responsibility of the Selected Dealer to transmit a
request so that it is received in a timely manner. The proceeds of the
redemption are credited to your account with the Selected Dealer. See "How to
Buy Shares" for a discussion of additional conditions or fees that may be
imposed upon redemption.
In addition, the Distributor or its designee will accept orders from
Selected Dealers with which the Distributor has sales agreements for the
repurchase of shares held by shareholders. Repurchase orders received by dealers
by the close of trading on the floor of the New York Stock Exchange on any
business day and transmitted to the Distributor or its designee prior to the
close of its business day (normally 5:15 p.m., New York time), are effected at
the price determined as of the close of trading on the floor of the New York
Stock Exchange on that day. Otherwise, the shares will be redeemed at the next
determined net asset value. It is the responsibility of the Selected Dealer to
transmit orders on a timely basis. The Selected Dealer may charge the
shareholder a fee for executing the order. This repurchase arrangement is
discretionary and may be withdrawn at any time.
Reinvestment Privilege. (Dreyfus Premier Funds only) Upon written request,
you may reinvest up to the number of Class A, Class B or Class T shares you have
redeemed, within 45 days of redemption, at the then-prevailing net asset value
without a sales load, or reinstate your account for the purpose or exercising
Fund Exchanges. Upon reinstatement, with respect to Class B shares, or Class A
or Class T shares if such shares were subject to a CDSC, your account will be
credited with an amount equal to the CDSC previously paid upon redemption of the
shares reinvested. The Reinvestment Privilege may be exercised only once.
Wire Redemption Privilege. (All Funds) By using this Privilege, you
authorize the Transfer Agent to act on wire, telephone or letter redemption
instructions from any person representing himself or herself to be you (or a
representative of your Service Agent for a Dreyfus Premier Fund) and reasonably
believed by the Transfer Agent to be genuine. Ordinarily, the Company will
initiate payment for shares redeemed pursuant to this Privilege on the next
business day after receipt by the Transfer Agent of 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 you on the Account
Application or Shareholder Services Form, or to a correspondent bank if your
bank is not a member of the Federal Reserve System. Fees ordinarily are imposed
by such bank and borne by the investor. Immediate notification by the
correspondent bank to your bank is necessary to avoid a delay in crediting the
funds to your bank account.
If you have access to telegraphic equipment, you 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
If you do not have direct access to telegraphic equipment, you may have the
wire transmitted by contacting a TRT Cables operator at 1-800-654-7171, toll
free. You 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."
Dreyfus TeleTransfer Privilege. (All Funds) You may request by telephone
that redemption proceeds be transferred between your Fund account and your bank
account. Only a bank account maintained in a domestic financial institution
which is an ACH member may be designated. Holders of jointly registered Fund or
bank accounts may redeem through the Dreyfus TeleTransfer Privilege for transfer
to their bank account not more than $500,000 within any 30-day period. You
should be aware that if you have selected the Dreyfus TeleTransfer Privilege,
any request for a wire redemption will be effected as a Dreyfus TeleTransfer
transaction through the ACH system unless more prompt transmittal specifically
is requested. Redemption proceeds will be on deposit in your account at an ACH
member bank ordinarily two business days after receipt of the redemption
request. See "How to Buy Shares--Dreyfus TeleTransfer Privilege."
Stock Certificates; Signatures. (All Funds) 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. (All Funds) The Company has committed itself to pay
in cash all redemption requests by any shareholder of record of a Fund, limited
in amount during any 90-day period to the lesser of $250,000 or 1% of the value
of such Fund's net assets at the beginning of such period. Such commitment is
irrevocable without the prior approval of the SEC. In the case of requests for
redemption in excess of such amount, the Board reserves the right to make
payments in whole or in part in securities or other assets in case of an
emergency or any time a cash distribution would impair the liquidity of the Fund
to the detriment of the existing shareholders. In such event, the securities
would be valued in the same manner as the Fund's portfolio is valued. If the
recipient sold such securities, brokerage charges would be incurred.
Suspension of Redemptions. (All Funds) 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 relevant Fund ordinarily utilizes
is restricted, or when an emergency exists as determined by the SEC 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 SEC by order
may permit to protect the Fund's shareholders.
SHAREHOLDER SERVICES
Fund Exchanges. You may purchase, in exchange for shares of a Fund, shares
of certain other funds managed or administered by the Manager or of certain
funds advised by Founders, to the extent such shares are offered for sale in
your state of residence. A 1% redemption fee will be charged upon an exchange of
Fund shares (except for a Dreyfus Premier Fund), where the exchange occurs less
than 30 days following the issuance of such shares. With regard to each Dreyfus
Premier Fund, in exchange for shares of the Fund, you may purchase shares of the
same Class of another fund in the Dreyfus Premier Family of Funds, shares of the
same Class of certain funds advised by Founders, or shares of certain other
funds in the Dreyfus Family of Funds, and, with respect to Class T shares of the
Fund, Class A shares of certain Dreyfus Premier fixed-income funds, to the
extent such shares are offered for sale in your state of residence. Shares of
other funds purchased by exchange will be purchased on the basis of relative net
asset value per share as follows:
A. Exchanges for shares of funds offered without a sales load will be
made without a sales load in shares of other funds offered 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"), but 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.
E. Shares of funds subject to a CDSC exchanged for shares of another fund
will be subject to the higher applicable CDSC of the two funds and,
for purposes of calculating CDSC rates and conversion periods, if any,
will be deemed to have been held since the date the shares being
exchanged were initially purchased.
To accomplish an exchange under item D above, you or, with respect to a
Dreyfus Premier Fund, your Service Agent acting on your behalf, must notify the
Transfer Agent of your prior ownership of Fund shares and your account number.
Dreyfus Premier Fund shares subject to a CDSC also may be exchanged for
shares of Dreyfus Worldwide Dollar Money Market Fund, Inc. The shares so
purchased will be held in a special account created solely for this purpose
("Exchange Account"). Exchanges of shares from an Exchange Account only can be
made into certain other funds managed or administered by the Manager. No CDSC is
charged when an investor exchanges into an Exchange Account; however, the
applicable CDSC will be imposed when shares are redeemed from an Exchange
Account or other applicable Fund account. Upon redemption, the applicable CDSC
will be calculated without regard to the time such shares were held in an
Exchange Account. See "How to Redeem Shares." Redemption proceeds for Exchange
Account shares are paid by Federal wire or check only. Exchange Account shares
also are eligible for the Dreyfus Auto-Exchange Privilege, Dreyfus Dividend
Sweep and the Automatic Withdrawal Plan.
To request an exchange, you or, with respect to a Dreyfus Premier Fund,
your Service Agent acting on your behalf, 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 you check the applicable "No" box on the Account Application, indicating
that you specifically refuse this Privilege. By using the Telephone Exchange
Privilege, you authorize the Transfer Agent to act on telephonic instructions
(including over The Dreyfus Touch(R) automated telephone system) from any person
representing himself or herself to be you or a representative of your Service
Agent 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. No fees currently are charged shareholders
directly in connection with exchanges, although the Company reserves the right,
upon not less than 60 days' written notice, to charge shareholders a nominal
administrative fee in accordance with rules promulgated by the SEC.
Exchanges of Class R shares of a Dreyfus Premier Fund held by a Retirement
Plan may be made only between the investor's Retirement Plan account in one fund
and such investor's Retirement Plan account in another fund.
To establish a personal retirement plan by exchange, shares of the fund
being exchanged must have a value of at least the minimum initial investment
required for the fund into which the exchange is being made.
Dreyfus Auto-Exchange Privilege. Dreyfus Auto-Exchange Privilege permits
you to purchase, in exchange for shares of a Fund, shares of another fund in the
Dreyfus Family of Funds or of a fund advised by Founders of which you are a
shareholder. With regard to each Dreyfus Premier Fund, in exchange for shares of
the Fund, you may purchase shares of the same Class of another fund in the
Dreyfus Premier Family of Funds, shares of the same Class of certain funds
advised by Founders, or shares of certain other funds in the Dreyfus Family of
Funds, and, with respect to Class T shares of the Fund, Class A shares of
certain Dreyfus Premier fixed-income funds, of which you are a shareholder. This
Privilege is available only for existing accounts. Shares will be exchanged on
the basis of relative net asset value as described above under "Fund Exchanges."
Enrollment in or modification or cancellation of this Privilege is effective
three business days following notification by you. You will be notified if your
account falls below the amount designated to be exchanged under this Privilege.
In this case, your account will fall to zero unless additional investments are
made in excess of the designated amount prior to the next Auto-Exchange
transaction. Shares held under IRA and other retirement plans are eligible for
this Privilege. Exchanges of IRA shares may be made between IRA accounts and
from regular accounts to IRA accounts, but not from IRA accounts to regular
accounts. With respect to all other retirement accounts, exchanges may be made
only among those accounts.
Shareholder Services Forms and prospectuses of the other funds may be
obtained by calling 1-800-645-6561. The Company reserves the right to reject any
exchange request in whole or in part. Shares may be exchanged only between
accounts having identical names and other identifying designations. The Fund
Exchanges service or Dreyfus Auto-Exchange Privilege may be modified or
terminated at any time upon notice to shareholders.
Dreyfus-Automatic Asset Builder(R). Dreyfus-Automatic Asset Builder(R)
permits you to purchase Fund shares (minimum of $100 and maximum of $150,000 per
transaction) at regular intervals selected by you. Fund shares are purchased by
transferring funds from the bank account designated by you.
Dreyfus Government Direct Deposit Privilege. Dreyfus Government Direct
Deposit Privilege enables you to purchase Fund shares (minimum of $100 and
maximum of $50,000 per transaction) by having Federal salary, Social Security,
or certain veterans' military or other payments from the U.S. Government
automatically deposited into your fund account. You may deposit as much of such
payments as you elect.
Dreyfus Payroll Savings Plan. Dreyfus Payroll Savings Plan permits you to
purchase Fund shares (minimum of $100 per transaction) automatically on a
regular basis. Depending upon your employer's direct deposit program, you may
have part or all of your paycheck transferred to your existing Dreyfus account
electronically through the ACH system at each pay period. To establish a Dreyfus
Payroll Savings Plan account, you must file an authorization form with your
employer's payroll department. It is the sole responsibility of your employer to
arrange for transactions under the Dreyfus Payroll Savings Plan.
Dreyfus Step Program. (All Funds, except the Dreyfus Premier Funds) Dreyfus
Step Program enables you to purchase Fund shares without regard to the Fund's
minimum initial investment requirements through Dreyfus-Automatic Asset
Builder(R), 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 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 participation in Dreyfus-Automatic Asset
Builder(R), 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 may modify or terminate this Program at any time. If you
wish to purchase Fund shares through the Dreyfus Step Program in conjunction
with a Dreyfus-sponsored retirement plan, you may do so only for IRAs, SEP-IRAs
and rollover IRAs.
Dreyfus Dividend Options. Dreyfus Dividend Sweep allows you to invest
automatically your dividends or dividends and capital gain distributions, if
any, from a Fund in shares of another fund in the Dreyfus Family of Funds, with
regard to each Dreyfus Premier Fund, or shares of the same Class of another fund
in the Dreyfus Premier Family of Funds, shares of the same Class of certain
funds advised by Founders, or shares of certain other funds in the Dreyfus
Family of Funds, and with respect to Class T shares of the Fund, Class A shares
of certain Dreyfus Premier fixed-income funds, of which you are a shareholder.
Shares of other funds purchased pursuant to this privilege will be purchased on
the basis of relative net asset value per share as follows:
A. Dividends and distributions paid by a fund may be invested without
imposition of a sales load in shares of other funds offered without a
sales load.
B. Dividends and distributions paid by a fund which does not charge a
sales load may be invested in shares of other funds sold with a sales
load, and the applicable sales load will be deducted.
C. Dividends and distributions paid by a fund that charges a sales load
may be invested in shares of other funds sold with a sales load
(referred to herein as "Offered Shares"), but if the sales load
applicable to the Offered Shares exceeds the maximum sales load
charged by the fund from which dividends or distributions are being
swept (without giving effect to any reduced loads), the difference
will be deducted.
D. Dividends and distributions paid by a fund may be invested in shares
of other funds that impose a CDSC and the applicable CDSC, if any,
will be imposed upon redemption of such shares.
Dreyfus Dividend ACH permits you to transfer electronically dividends or
dividends and capital gain distributions, if any, from a Fund to a designated
bank account. Only an account maintained at a domestic financial institution
which is an ACH member may be so designated. Banks may charge a fee for this
service.
Automatic Withdrawal Plan. The Automatic Withdrawal Plan permits you to
request withdrawal of a specified dollar amount (minimum of $50) on either a
monthly or quarterly basis if you have a $5,000 minimum account. Withdrawal
payments are the proceeds from sales of Fund shares, not the yield on the
shares. If withdrawal payments exceed reinvested dividends and distributions,
your shares will be reduced and eventually may be depleted. The Automatic
Withdrawal Plan may be terminated at any time by you, the Company or the
Transfer Agent. Shares for which certificates have been issued may not be
redeemed through the Automatic Withdrawal Plan.
Certain Retirement Plans, including Dreyfus-sponsored retirement plans, may
permit certain participants to establish an automatic withdrawal plan from such
Retirement Plans. Participants should consult their Retirement Plan sponsor and
tax adviser for details. Such a withdrawal plan is different than the Automatic
Withdrawal Plan.
With respect to each Dreyfus Premier Fund, no CDSC with respect to Class B
shares will be imposed on withdrawals made under the Automatic Withdrawal Plan,
provided that any amount withdrawn under the plan does not exceed on an annual
basis 12% of the greater of (1) the account value at the time of the first
withdrawal under the Automatic Withdrawal Plan, or (2) the account value at the
time of the subsequent withdrawal. Withdrawals with respect to Class B shares
under the Automatic Withdrawal Plan that exceed such amounts will be subject to
a CDSC. Withdrawals of Class A and Class T shares subject to a CDSC and Class C
shares under the Automatic Withdrawal Plan will be subject to any applicable
CDSC. Purchases of additional Class A and Class T shares where the sales load is
imposed concurrently with withdrawals of Class A and Class T shares generally
are undesirable.
Letter of Intent--Class A and Class T Shares. (Dreyfus Premier Funds only)
By signing a Letter of Intent form, which can be obtained by calling
1-800-554-4611, you become eligible for the reduced sales load applicable to the
total number of Eligible Fund shares purchased in a 13 month period pursuant to
the terms and conditions set forth in the Letter of Intent. A minimum initial
purchase of $5,000 is required. To compute the applicable sales load, the
offering price of shares you hold (on the date of submission of the Letter of
Intent) in any Eligible Fund that may be used toward "Right of Accumulation"
benefits described above may be used as a credit toward completion of the Letter
of Intent. However, the reduced sales load will be applied only to new
purchases.
The Transfer Agent will hold in escrow 5% of the amount indicated in the
Letter of Intent for payment of a higher sales load if you do not purchase the
full amount indicated in the Letter of Intent. The escrow will be released when
you fulfill the terms of the Letter of Intent by purchasing the specified
amount. If your purchases qualify for a further sales load reduction, the sales
load will be adjusted to reflect your total purchase at the end of 13 months. If
total purchases are less than the amount specified, you will be requested to
remit an amount equal to the difference between the sales load actually paid and
the sales load applicable to the aggregate purchases actually made. If such
remittance is not received within 20 days, the Transfer Agent, as
attorney-in-fact pursuant to the terms of the Letter of Intent, will redeem an
appropriate number of Class A or Class T shares of the Fund held in escrow to
realize the difference. Signing a Letter of Intent does not bind you to
purchase, or the Fund to sell, the full amount indicated at the sales load in
effect at the time of signing, but you must complete the intended purchase to
obtain the reduced sales load. At the time you purchase Class A or Class T
shares, you must indicate your intention to do so under a Letter of Intent.
Purchases pursuant to a Letter or Intent will be made at the then-current net
asset value plus the applicable sales load in effect at the time such Letter of
Intent was executed.
Corporate Pension/Profit-Sharing and Retirement Plans. The Company makes
available to corporations a variety of prototype pension and profit-sharing
plans, including a 401(k) Salary Reduction Plan. In addition, the Company makes
available Keogh Plans, IRAs (including regular IRAs, spousal IRAs for a
non-working spouse, Roth IRAs, SEP-IRAs, rollover IRAs and Education IRAs),
401(k) Salary Reduction Plans and 403(b)(7) Plans. Plan support services also
are available.
If you wish to purchase Fund shares in conjunction with a Keogh Plan, a
403(b)(7) Plan or an IRA, including a SEP-IRA, you 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.
You 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
Valuation of Portfolio Securities. Each Fund's securities, including
covered call options written by a Fund, 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, except that open short
positions are valued at the asked price. Bid price is used when no asked price
is available. Any assets or liabilities initially expressed in terms of foreign
currency will be translated into U.S. dollars at the midpoint of the New York
interbank market spot exchange rate as quoted on the day of such translation or,
if no such rate is quoted on such date, such other quoted market exchange rate
as may be determined to be appropriate by the Manager. Forward currency
contracts will be valued at the current cost of offsetting the contract. If a
Fund has to obtain prices as of the close of trading on various exchanges
throughout the world, the calculation of net asset value may not take place
contemporaneously with the determination of prices of certain of the Fund's
securities. Short-term investments may be carried at amortized cost, which
approximates value. Expenses and fees, including the management fee and fees
pursuant to the Distribution Plan, if applicable, and the Shareholder Services
Plan, are accrued daily and taken into account for the purpose of determining
the net asset value of a Fund's shares.
Restricted securities, as well as securities or other assets for which
recent market quotations are not readily available, or are not valued by a
pricing service approved by the Board, are valued at fair value as determined in
good faith by the Board. The Board will review the method of valuation on a
current basis. In making their good faith valuation of restricted securities,
the Board members generally will take the following factors into consideration:
restricted securities which are, or are convertible into, securities of the same
class of securities for which a public market exists usually will be valued at
market value less the same percentage discount at which purchased. This discount
will be revised periodically by the Board if the Board members believe that it
no longer reflects the value of the restricted securities. Restricted securities
not of the same class as securities for which a public market exists usually
will be valued initially at cost. Any subsequent adjustment from cost will be
based upon considerations deemed relevant by the Board.
New York Stock Exchange Closings. The holidays (as observed) on which the
New York Stock Exchange is closed currently are: New Year's Day, Martin Luther
King Jr. Day, Presidents' Day, Good Friday, Memorial Day, Independence Day,
Labor Day, Thanksgiving and Christmas.
DIVIDENDS, DISTRIBUTIONS AND TAXES
Management of the Company believes that each Fund has qualified as a
"regulated investment company" under the Code for its most recent fiscal year.
Each Fund intends to continue to so qualify if such qualification is in the best
interests of its shareholders. As a regulated investment company, the Fund will
pay no Federal income tax on net investment income and net realized securities
gains to the extent such income and gains are distributed to shareholders in
accordance with applicable provisions of the Code. To qualify as a regulated
investment company, the Fund must distribute at least 90% of its net income
(consisting of net investment income and net short-term capital gain) to its
shareholders and meet certain asset diversification and other requirements. If a
Fund did not qualify as a regulated investment company, it would be treated for
tax purposes as an ordinary corporation subject to Federal income tax. The term
"regulated investment company" does not imply the supervision of management or
investment practices or policies by any government agency.
If you elect to receive dividends and distributions in cash, and your
dividend or distribution check is returned to the Fund as undeliverable or
remains uncashed for six months, the Fund reserves the right to reinvest such
dividends or distributions and all future dividends and distributions payable to
you in additional Fund shares at net asset value. No interest will accrue on
amounts represented by uncashed distribution or redemption checks.
Any dividend or distribution paid shortly after your purchase may have the
effect of reducing the aggregate net asset value of your shares below the cost
of your investment. Such a dividend or distribution would be a return of
investment in an economic sense, although taxable as stated in the Fund's
Prospectus. In addition, if a shareholder holds shares of a 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
long-term capital loss to the extent of the capital gain distribution received.
In general, dividends (other than capital gain dividends) paid by a Fund to
U.S. corporate shareholders may be eligible for the dividends received deduction
to the extent that the Fund's income consists of dividends paid by U.S.
corporations on shares that have been held by the Fund for at least 46 days
during the 90-day period commencing 45 days before the shares become
ex-dividend. In order to claim the dividends received deduction, the investor in
the Fund must have held its shares in the Fund for at least 46 days during the
90-day period commencing 45 days before the Fund shares become ex-dividend.
Additional restrictions on an investor's ability to claim the dividends received
deduction may apply.
A Fund may qualify for and may make an election under which shareholders
may be eligible to claim a credit or deduction on their Federal income tax
returns for, and will be required to treat as part of the amounts distributed to
them, their pro rata portion of qualified taxes incurred or paid by the Fund to
foreign countries. A Fund may make that election provided that more than 50% of
the value of the Fund's total assets at the close of the taxable year consists
of securities in foreign corporations and the Fund satisfies certain
distribution requirements. The foreign tax credit available to shareholders is
subject to certain limitations.
Ordinarily, gains and losses realized from portfolio transactions will be
treated as capital gains and losses. However, a portion of the gain or loss
realized from the disposition of foreign currencies and non-U.S. dollar
denominated securities (including debt instruments and certain futures or
forward contracts and options) may be treated as ordinary income or loss. In
addition, all or a portion of any gains realized from the sale or other
disposition of certain market discount bonds will be treated as ordinary income.
Finally, all or a portion of the gain realized from engaging in "conversion
transactions" (generally including certain transactions designed to convert
ordinary income into capital gain) may be treated as ordinary income.
Gain or loss, if any, realized by a Fund from certain financial futures or
forward contracts and options transactions ("Section 1256 contracts") 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 exercise or lapse of such contract and option
as well as from closing transactions. In addition, any Section 1256 contracts
remaining unexercised at the end of the Fund's taxable year will be treated as
sold for its then fair market value, resulting in additional gain or loss to
such Fund.
Offsetting positions held by a Fund involving certain financial futures or
forward contracts or options transactions with respect to actively traded
personal property may be considered, for tax purposes, to constitute
"straddles." To the extent the straddle rules apply to positions established by
the Fund, losses realized by the Fund may be deferred to the extent of
unrealized gain in the offsetting position. In addition, short-term capital loss
on straddle positions may be recharacterized as long-term capital loss, and
long-term capital gains on straddle positions may be treated as short-term
capital gains or ordinary income. Certain of the straddle positions held by the
Fund may constitute "mixed straddles." The Fund may make one or more elections
with respect to the treatment of "mixed straddles," resulting in different tax
consequences In certain circumstances, the provisions governing the tax
treatment of straddles override or modify certain of the provisions discussed
above.
If a Fund either (1) holds an appreciated financial position with respect
to stock, certain debt obligations, or partnership interests ("appreciated
financial position") and then enters into a short sale, futures or forward
contract, or offsetting notional principal contract (collectively, a "Contract")
with respect to the same or substantially identical property or (2) holds an
appreciated financial position that is a Contract and then acquires property
that is the same as, or substantially identical to, the underlying property, the
Fund generally will be taxed as if the appreciated financial position were sold
at its fair market value on the date the Fund enters into the financial position
or acquires the property, respectively.
If a Fund enters into certain derivatives (including forward contracts,
long positions under notional principal contracts, and related puts and calls)
with respect to equity interests in certain pass-thru entities (including other
regulated investment companies, real estate investment trusts, partnerships,
real estate mortgage investment conduits and certain trusts and foreign
corporations), long-term capital gain with respect to the derivative may be
recharacterized as ordinary income to the extent it exceeds the long-term
capital gain that would have been realized had the interest in the pass-thru
entity been held directly by the Fund during the term of the derivative
contract. Any gain recharacterized as ordinary income will be treated as
accruing at a constant rate over the term of the derivative contract and may be
subject to an interest charge. The Treasury has authority to issue regulations
expanding the application of these rules to derivatives with respect to debt
instruments and/or stock in corporations that are not pass-thru entities.
Investment by the Fund 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 the Fund to recognize
income prior to the receipt of cash payments. For example, the Fund could be
required each year to accrue a portion of the discount (or deemed discount) at
which the securities were issued and to distribute such income in order to
maintain its qualification as a regulated investment company. In such case, the
Fund may have to dispose of securities which it might otherwise have continued
to hold in order to generate cash to satisfy the distribution requirements.
If a Fund invests in an entity that is classified as a "passive foreign
investment company"("PFIC") for Federal income tax purposes, the operation of
certain provisions of the Code applying to PFICs could result in the imposition
of certain Federal income taxes on the Fund. In addition, gain realized from the
sale or other disposition of PFIC securities held beyond the end of the Fund's
taxable year may be treated as ordinary income.
Federal regulations require that you provide a certified taxpayer
identification number ("TIN") upon opening or reopening an account. See the
Account Application for further information concerning this requirement. Failure
to furnish a certified TIN to the Company could subject you to a $50 penalty
imposed by the Internal Revenue Service.
PORTFOLIO TRANSACTIONS
General (All Funds). The Manager assumes general supervision over the
placement of securities buy and sell orders on behalf of the funds it manages.
In choosing brokers, the Manager evaluates the ability of the broker to execute
the particular transaction (taking into account the market for the stock and the
size of the order) at the best combination of price and quality of execution. In
selecting brokers no factor is necessarily determinative, and seeking to obtain
best execution for all trades takes precedence over all other considerations.
Brokers are selected after a review of all relevant criteria, including: the
actual price to be paid for the shares; the broker's knowledge of the market for
the particular stock; the broker's reliability; the broker's integrity or
ability to maintain confidentiality; the broker's research capability;
commission rates; the broker's ability to ensure that the shares will be
delivered on settlement date; the broker's ability to handle specific orders of
various size and complexity; the broker's financial condition; the broker's
willingness to commit capital; and the sale by the broker of funds managed by
the Manager. At various times and for various reasons, certain factors will be
more important than others in determining which broker to use.
The Manager has adopted written trade allocation procedures for its equity
and fixed income trading desks. Under the procedures, portfolio managers and the
trading desks ordinarily will seek to aggregate (or "bunch") orders that are
placed or received concurrently for more than one account. In some cases, this
policy may adversely affect the price paid or received by an account, or the
size of the position obtained or liquidated. Generally, bunched trades will be
allocated among the participating accounts based on the number of shares
designated for each account on the trade order. If securities available are
insufficient to satisfy the requirements of the participating accounts,
available securities generally are allocated among accounts pro rata, based on
order sizes. In the case of debt securities, the pro rata allocation is based on
the accounts' asset sizes. In allocating trades made on a combined basis, the
trading desks seeks to achieve the same net unit price of the securities for
each participating account. Because a pro rata allocation may not always
adequately accommodate all facts and circumstances, the trade allocation
procedures allow the allocation of securities on a basis other than pro rata.
For example, adjustments may be made to eliminate de minimis positions, to give
priority to accounts with specialized investment policies and objectives or to
consider the unique characteristics of certain accounts (e.g., available cash,
industry or issuer concentration, duration, credit exposure).
Certain funds are managed by dual employees of Dreyfus and an affiliated
entity in the Mellon organization. Funds managed by dual employees use the
research and trading facilities, and are subject to the internal policies and
procedures, of the affiliated entities. While the policies and procedures of the
affiliated entities are different than those of the Manager, they are based on
the same principles, and are substantially similar.
The Manager may deem it appropriate for one of its accounts to sell a
security while another of its accounts is purchasing the same security. Under
such circumstances, the Manager may arrange to have the purchase and sale
transaction effected directly between its accounts ("cross transactions"). Cross
transactions will be effected pursuant to procedures adopted under Rule 17a-7
under the 1940 Act.
For the fiscal years ended October 31, 1997, 1998 and 1999, the amounts
paid by the indicated Funds for brokerage commissions, gross spreads and
concessions on principal transactions, none of which was paid directly to the
Manager or the Distributor, were as follows:
Name of Fund Brokerage Commissions
Paid
1997 1998 1999
---- ---- ----
Dreyfus Large Company Value Fund $ 584,746 $ 912,073 $ 468,397
Dreyfus Small Company Value Fund $1,304,668 $1,870,438 $ 0
For the fiscal years ended August 31, 1998, 1999 and 2000, the amounts
paid by the indicated Funds for brokerage commissions, gross spreads and
concessions on principal transactions none of which was paid directly to the
Manager or the Distributor, were as follows:
Name of Fund Brokerage Commissions
Paid
1998 1999 2000
---- ---- ----
Dreyfus Aggressive Growth Fund $ 536,245 $ 94,085 $ 217,661
Dreyfus Aggressive Value Fund $ 962,236 $547,239 $ 768,067
Dreyfus Emerging Leaders Fund $2,289,601 $621,306 $3,505,633
Dreyfus International Value Fund $ 340,173 $426,862 $ 709,042
Dreyfus MidCap Value Fund $ 726,775 $891,167 $1,102,711
Dreyfus Premier Technology Growth Fund $ 206,639(1) $202,514 $3,777,418
Dreyfus Premier Future Leaders Fund N/A N/A $ 9,223(2)
--------------------------
(1) For the period October 13, 1997 (commencement of operations) through
August 31, 1998.
(2) For the period June 30, 2000 (commencement of operations) through August
31, 2000.
The brokerage commissions for certain funds were significantly greater than the
previous fiscal year due to increased market volatility and increased cash flows
into and out of the Funds.
The Company contemplates that, consistent with the policy of obtaining the
most favorable net price, brokerage transactions may be conducted through the
Manager or its affiliates, including Dreyfus Investment Services Corporation
("DISC") and Dreyfus Brokerage Services, Inc. ("DBS"). The Company's Board has
adopted procedures in conformity with Rule 17e-1 under the 1940 Act to ensure
that all brokerage commissions paid to the Manager or its affiliates are
reasonable and fair.
During the fiscal year ended August 31, 1998, Dreyfus Aggressive Value
Fund paid to DISC, and during the fiscal years ended August 31, 1999 and August
31, 2000, Dreyfus Aggressive Value Fund paid to DBS, brokerage commissions of
$0, $24,111 and $22,636, respectively. During the fiscal years ended August 31,
1998, 1999 and 2000, this amounted to approximately 0%, 4% and 7%, respectively,
of the aggregate brokerage commissions paid by the Fund for transactions
involving approximately 0%, 7% and 10%, respectively, of the aggregate dollar
amount of transactions for which the Fund paid brokerage commissions.
During the fiscal year ended August 31, 1998, Dreyfus Emerging Leaders
Fund paid to DISC, and during the fiscal years ended August 31, 1999 and August
31, 2000, Dreyfus Emerging Leaders paid to DBS, brokerage commissions of $0,
$2,825 and $10,302, respectively. During the fiscal years ended August 31, 1998,
1999 and 2000, this amounted to approximately 0%, 0.5% and .01%, respectively,
of the aggregate brokerage commissions paid by the Fund for transactions
involving approximately 0%, 0.9% and .03%, respectively, of the aggregate dollar
amount of transactions for which the Fund paid brokerage commissions.
During the fiscal year ended August 31, 1998 Dreyfus Premier Technology
Growth Fund paid to DISC, and during the fiscal years ended August 31, 1999 and
August 31, 2000, Dreyfus Premier Technology Growth Fund paid to DBS, brokerage
commissions of $0, $28,475 and $60,966, respectively. During the fiscal years
ended August 31, 1998, 1999 and 2000, this amounted to approximately 0%, 14% and
3%, respectively, of the aggregate brokerage commissions paid by the Fund for
transactions involving approximately 0%, 16% and 7%, respectively, of the
aggregate dollar amount of transactions for which the Fund paid brokerage
commissions.
During the fiscal years ended October 31, 1997, 1998 and 1999, Dreyfus
Large Company Value Fund paid brokerage commissions of $47,101, $456 and
$17,147, respectively, to DISC. During the fiscal years ended October 31, 1997,
1998 and 1999, this amounted to approximately 10%, 0.08% and 4%, respectively,
of the aggregate brokerage commissions paid by the Fund for transactions
involving approximately 23%, 0.19% and 7%, respectively, of the aggregate dollar
amount of transactions for which the Fund paid brokerage commissions.
With respect to Dreyfus Small Company Value Fund, Dreyfus Aggressive
Growth Fund, Dreyfus MidCap Value Fund, Dreyfus International Value Fund and
Dreyfus Premier Future Leaders Fund, there were no brokerage commissions paid to
the Manager or its affiliates for their most current fiscal years.
IPO Allocations (Dreyfus Large Company Value Fund, Dreyfus Emerging
Leaders Fund, Dreyfus Premier Technology Fund, Dreyfus Premier Future Leaders
Fund). Under the Manager's special trade allocation procedures applicable to
domestic and foreign initial and secondary public offerings and Rule 144A
transactions (collectively herein "IPOs"), all portfolio managers seeking to
participate in an IPO must use reasonable efforts to indicate their interest in
the IPO, by account and in writing, to the Equity Trading Desk at least 24 hours
prior to the pricing of a deal. Except upon prior written authorization from the
Director of Investments or his designee, an indication of interest submitted on
behalf of any account must not exceed an amount based on the account's
approximate median position size.
Portfolio managers may specify by account the minimum number of shares
deemed to be an adequate allocation. Portfolio managers may not decline any
allocation in excess of the minimum number of shares specified on the ground
that too few shares are available, and will not receive an allocation of fewer
than the minimum number of shares specified. If a portfolio manager does not
specify a minimum number of shares deemed to be an adequate allocation, a
"default minimum" equal to ten percent of the requested number of shares is
assumed. De minimis adjustments may result in larger accounts participating in
IPOs to a lesser extent than smaller accounts.
Based on the indications of interest received by the Equity Trading Desk,
the Chief Investment Officer's designee prepares an IPO Allocation Worksheet
indicating an appropriate order size for each account, taking into consideration
(i) the number of shares requested for each account; (ii) the relative size of
each account; (iii) each account's investment objectives, style and portfolio
composition, and (iv) any other factors that may lawfully be considered in
allocating IPO shares among accounts.
If there are insufficient securities to satisfy all orders as reflected on
the IPO Allocation Worksheet, the Manager's allocation generally will be
distributed among participating accounts pro rata on the basis of each account's
order. Allocations may deviate from a strict pro rata allocation if the Chief
Investment Officer or his designee determines that it is fair and equitable to
allocate on other than a pro rata basis.
IPO Allocations (Dreyfus International Value Fund, Dreyfus Midcap Value
Fund, and Dreyfus Small Company Value Fund). The Funds' portfolio managers are
dual employees of Dreyfus and The Boston Company Asset Management ("TBCAM") and
the Funds are subject to the IPO procedures of TBCAM. Under the procedures, all
portfolio managers seeking to participate in an IPO must indicate their interest
in the IPO to the equity trader prior to the pricing of the offering. Portfolio
managers may specify for each account the minimum position deemed to be an
adequate allocation. Shares received in an offering are allocated among
participating accounts on a pro rata basis based on account size, with a minimum
domestic equity allocation of ten shares to any one account.
IPO Allocations (Dreyfus Aggressive Growth Fund). The Fund's portfolio
manager is a dual employee of Dreyfus and Founders Asset Management LLC
("Founders") and the Fund is subject to the IPO procedures of Founders. Under
the procedures, all portfolio managers seeking to participate in an IPO must
inform the Trading Department Manager, or her designee, of the accounts for
which the offering would be suitable at least 24 hours prior to the time the
offering is to be priced or the books are to be closed, whichever occurs first.
If it is not possible to give this notice, the portfolio manager shall give
notice as soon as practicable under the circumstances.
The key criterion for determining the eligibility of an account to participate
in an IPO is the suitability of the investment for the account. Guidelines based
on the estimated market capitalization of the issuer are used to help determine
the accounts for which offerings are most suitable. If the portfolio manager of
an account for which a particular offering would be most suitable based on the
market capitalization guidelines determines not to have that account participate
in the offering, other accounts may participate in the offering.
Allocations among accounts with the same or a similar investment objective
managed by the same portfolio manager generally are allocated pro rata based on
the net asset values of the applicable accounts. However, a portfolio manager
may determine not to participate in an offering for an account based on the
circumstances affecting that account including, without limitation, cash
availability, desired position size, the account's investment policies and
restrictions, or tax considerations. If an offering is suitable for accounts
managed by different portfolio managers and more than one portfolio manager
wants to participate in the offering, the shares are allocated to the accounts
for which the offering is deemed most suitable. Such offerings generally are
then allocated pro rata based on net asset value. In the case of secondary
public offerings, allocations may be based on position weightings desired for
each participating account.
If under the procedures an account would receive an allocation equal to or less
than the greater of (a) a portfolio position of .25 of 1%; or (b) 100 shares,
the portfolio manager may decline the allocation for that account. Shares not
taken as a result of this rule are reallocated to the other accounts
participating in the allocation on a pro rata basis based on their net asset
values.
From time to time, special circumstances may arise in which deviations from
these policies are appropriate. Any such exceptions must by approved by
Founders' President or his designee.
Soft Dollars (All Funds). Subject to the policy of seeking the best combination
of price and execution, a Fund may execute transactions with brokerage firms
that provide, along with brokerage services, research services and products, as
defined in Section 28(e) of the Securities Exchange Act of 1934. Section 28(e)
provides a "safe harbor" to investment managers who use commission dollars of
their advised accounts to obtain investment research and brokerage services and
products. These arrangements are often called soft dollar arrangements. Research
and brokerage services and products that provide lawful and appropriate
assistance to the manager in performing investment decision-making
responsibilities fall within the safe harbor.
The services and products provided under these arrangements permit the
Manager to supplement its own research and analysis activities, and provide it
with information from individuals and research staffs of many securities firms.
Some of the research products or services received by the Manager may have
both a research function and a non-research administrative function (a "mixed
use"). If the Manager determines that any research product or service has a
mixed use, the Manager will allocate in good faith the cost of such service or
product accordingly. The portion of the product or service that the Manager
determines will assist it in the investment decision-making process may be paid
for in soft dollars. The non-research portion is paid for by the Manager in hard
dollars. Any such allocation may create a conflict of interest for the Manager.
Certain funds are managed by dual employees of Dreyfus and an affiliated
entity in the Mellon organization. The affiliated entity effects trades for
funds managed by these dual employees. Because those funds may benefit from the
research products and services the affiliated entity receives from brokers,
commissions generated by those funds may be used to help pay for research
products and services used by the affiliated entity.
The Manager generally considers the amount and nature of research,
execution and other services provided by brokerage firms, as well as the extent
to which such services are relied on, and attempts to allocate a portion of the
brokerage business of its clients on the basis of that consideration. Neither
the research services nor the amount of brokerage given to a particular
brokerage firm are made pursuant to any agreement or commitment with any of the
selected firms that would bind the Manager to compensate the selected brokerage
firm for research provided. The Manager endeavors to direct sufficient
commissions to broker/dealers that have provided it with research to ensure
continued receipt of research the Manager believes is useful. Actual brokerage
commissions received by a broker/dealer may be more or less than the suggested
allocations.
The Manager may receive a benefit from the research services and products
that is not passed on to a Fund in the form of a direct monetary benefit.
Further, research services and products may be useful to the Manager in
providing investment advice to any of the Funds or clients it advises. Likewise,
information made available to the Manager from brokerage firms effecting
securities transactions for a Fund may be utilized on behalf of another Fund or
client. Thus, there may be no correlation between the amount of brokerage
commissions generated by a particular Fund or client and the indirect benefits
received by that Fund or client.
The aggregate amount of transactions during the last fiscal year in securities
effected on an agency basis through a broker for, among other things, research
services, and the commissions and concessions related to such transactions were
as follows:
Name of Fund Transaction Amount Commissions
and Concessions
Dreyfus Large Company Value Fund $ 60,922,278 $ 65,901
Dreyfus MidCap Value Fund $ 0 $ 0
Dreyfus Small Company Value Fund $ 0 $ 0
Dreyfus Aggressive Growth Fund $ 0 $ 0
Dreyfus Aggressive Value Fund $ 29,214,851 $ 40,935
Dreyfus Emerging Leaders Fund $ 62,394,468 $184,366
Dreyfus International Value Fund $ 0 $ 0
Dreyfus Premier Technology Growth Fund $992,503,697 $541,990
Dreyfus Premier Future Leaders Fund(1) $ 1,197,149 $ 2,860
---------------------------
(1)For the period June 30, 2000 (commencement of operations) through August 31,
2000.
The Company contemplates that, consistent with the policy of obtaining the
most favorable net price, brokerage transactions may be conducted through the
Manager or its affiliates, including Dreyfus Investment Services Corporation
("DISC") and Dreyfus Brokerage Services, Inc. ("DBS"). The Company's Board has
adopted procedures in conformity with Rule 17e-1 under the 1940 Act to ensure
that all brokerage commissions paid to the Manager or its affiliates are
reasonable and fair.
During the fiscal year ended August 31, 1998, Dreyfus Aggressive Value Fund
paid to DISC, and during the fiscal years ended August 31, 1999 and August 31,
2000, Dreyfus Aggressive Value Fund paid to DBS, brokerage commissions of $0,
$24,111 and $22,636, respectively. During the fiscal years ended August 31,
1998, 1999 and 2000, this amounted to approximately 0%, 4% and 7%, respectively,
of the aggregate brokerage commissions paid by the Fund for transactions
involving approximately 0%, 7% and 10%, respectively, of the aggregate dollar
amount of transactions for which the Fund paid brokerage commissions.
During the fiscal year ended August 31, 1998, Dreyfus Emerging Leaders
Fund paid to DISC, and during the fiscal years ended August 31, 1999 and August
31, 2000, Dreyfus Emerging Leaders paid to DBS, brokerage commissions of $0,
$2,825 and $10,302, respectively. During the fiscal years ended August 31, 1998,
1999 and 2000, this amounted to approximately 0%, 0.5% and .01%, respectively,
of the aggregate brokerage commissions paid by the Fund for transactions
involving approximately 0%, 0.9% and .03%, respectively, of the aggregate dollar
amount of transactions for which the Fund paid brokerage commissions.
During the fiscal year ended August 31, 1998 , Dreyfus Premier Technology
Growth Fund paid to DISC, and during the fiscal years ended August 31, 1999 and
August 31, 2000, Dreyfus Premier Technology Growth Fund paid to DBS, brokerage
commissions of $0, $28,475 and $60,966, respectively. During the fiscal years
ended August 31, 1998, 1999 and 2000, this amounted to approximately 0%, 14% and
3%, respectively, of the aggregate brokerage commissions paid by the Fund for
transactions involving approximately 0%, 16% and 7%, respectively, of the
aggregate dollar amount of transactions for which the Fund paid brokerage
commissions.
During the fiscal years ended October 31, 1997, 1998 and 1999, Dreyfus
Large Company Value Fund paid brokerage commissions of $47,101, $456 and
$17,147, respectively, to DISC. During the fiscal years ended October 31, 1997,
1998 and 1999, this amounted to approximately 10%, 0.08% and 4%, respectively,
of the aggregate brokerage commissions paid by the Fund for transactions
involving approximately 23%, 0.19% and 7%, respectively, of the aggregate dollar
amount of transactions for which the Fund paid brokerage commissions.
With respect to Dreyfus Small Company Value Fund, Dreyfus Aggressive Growth
Fund, Dreyfus MidCap Value Fund, Dreyfus International Value Fund and Dreyfus
Premier Future Leaders Fund, there were no brokerage commissions paid to the
Manager or its affiliates for their most current fiscal years.
PERFORMANCE INFORMATION
Average annual total return is calculated by determining the ending
redeemable value of an investment purchased at net asset value (maximum offering
price in the case of Class A and Class T) 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 average annual total return
figures calculated in accordance with such formula assume that for Class A or
Class T the maximum sales load has been deducted from the hypothetical initial
investment at the time of purchase, or for Class B or Class C the maximum
applicable CDSC has been paid upon redemption at the end of the period.
Aggregate total return is calculated by subtracting the amount of the
Fund's net asset value (maximum offering price in the case of Class A or Class
T) 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 any applicable CDSC), and
dividing the result by the net asset value (maximum offering price in the case
of Class A or Class T) per share at the beginning of the period. Aggregate total
return also may be calculated based on the net asset value per share at the
beginning of the period instead of the maximum offering price per share at the
beginning of the period for Class A or Class T shares or without giving effect
to any applicable CDSC at the end of the period for Class B or Class C shares.
In such cases, the calculation would not reflect the deduction of the sales load
with respect to Class A or Class T shares or any applicable CDSC with respect to
Class B or Class C shares, which, if reflected, would reduce the performance
quoted.
For the indicated period ended August 31, 2000 (October 31, 1999 with
respect to Dreyfus Large Company Value Fund and Dreyfus Small Company Value
Fund), the returns for each Fund were as follows:
<TABLE>
<CAPTION>
Aggregate
Aggregate Annual Total
Total Return Return Since
Since Inception Inception
Based on Net Based on Average
Name of Fund Asset Value Maximum Average Annual Average
(without Offering Annual Total Annual
deduction of Price (with Total Return Total
maximum sales deduction of Return One Five Return
Load or CDSC) maximum sales Year Years Since
Load or CDSC) Inception
<S> <C> <C> <C> <C> <C>
Dreyfus Large Company Value Fund(1) 154.94% N/A 13.71% 16.54% 17.38%
Dreyfus Small Company Value Fund(1) 121.16% N/A 21.45% 17.81% 14.56%
Dreyfus Aggressive Growth Fund(2) 26.32% N/A 45.66% N/A 4.85%
Dreyfus Aggressive Value Fund(2) 214.81% N/A 30.88% N/A 26.19%
Dreyfus MidCap Value Fund(2) 207.13% N/A 37.60% N/A 25.56%
Dreyfus Emerging Leaders Fund(2) 279.87% N/A 34.07% N/A 31.09%
Dreyfus International Value Fund(2) 62.37% N/A 3.48% N/A 10.33%
Dreyfus Premier Technology Growth Fund N/A
Class A(3) 445.52% 414.25% 98.57% N/A 76.23%
Class B(4) 137.76% 133.76% 105.06% N/A 85.02%
Class C(4) 137.55% 137.55% 108.06% N/A 87.19%
Class R(4) 140.89% N/A 111.21% N/A 89.09%
Class T(5) 109.93% 100.48 100.48% N/A 100.48%
Dreyfus Premier Future Leaders Fund(6)
Class A(3) 14.56% 7.99% N/A N/A N/A
Class B(4) 14.40% 10.40% N/A N/A N/A
Class C(4) 14.40% 13.40% N/A N/A N/A
Class R(4) 14.56% N/A N/A N/A N/A
Class T(5) 14.56% 9.40% N/A N/A N/A
---------------------------------------
(1) From December 29, 1993 (commencement of operations) through October 31,
1999.
(2) From September 29, 1995 (commencement of operations) through August 31,
1999.
(3) From October 13, 1997 (commencement of operations) through August 31, 1999.
(4) From April 15, 1999 (date of initial public offering) through August 31,
1999.
(5) From August 31, 1999 (date of initial public offering) through August 31,
2000.
(6) From June 30, 2000 (commencement of operations) through August 31, 2000.
</TABLE>
From time to time, the Company may compare a Fund's performance against
inflation with the performance of other instruments against inflation, such as
short-term Treasury Bills (which are direct obligations of the U.S. Government)
and FDIC-insured bank money market accounts.
Comparative performance information may be used form time to time in
advertising or marketing the Funds' shares, including data from Lipper
Analytical Services, Inc., Micropal, Morningstar, Inc., Standard & Poor's 500
Composite Stock Price Index, Standard & Poor's MidCap 400 Index, the Dow Jones
Industrial Average, Russell Mid Cap Index, Money Magazine, Wilshire 5000 Index
and other indices and industry publications. From time to time, advertising
materials for each Fund may include biographical information relating to its
portfolio manager, and may refer to or include commentary by the Fund's
portfolio manager relating to investment strategy (including "growth" and
"value" investing), asset growth, current or past business, political, economic
or financial conditions and other matters of general interest to investors.
Also, from time to time, advertising materials for each Fund may include
information concerning retirement and investing for retirement, may refer to the
approximate number of then-current Fund shareholders and may refer to Lipper or
Morningstar ratings and related analysis supporting the ratings. In addition,
from time to time, advertising materials may refer to studies performed by the
Manager or its affiliates, such as "The Dreyfus Tax Informed Investing Study" or
"The Dreyfus Gender Investment Comparison Study" or other such studies.
Advertisements for Dreyfus Emerging Leaders Fund, Dreyfus Small Company Value
Fund and Dreyfus Premier Technology Growth Fund also may discuss the potential
benefits and risks of small cap investing.
INFORMATION ABOUT THE COMPANY AND FUNDS
Each Fund share has one vote and, when-issued and paid for in accordance
with the terms of the offering, is fully paid and non-assessable. Fund shares
are of one class, except in the case of the Dreyfus Premier Funds, and have
equal rights as to dividends and in liquidation. Shares have no preemptive or
subscription rights and are freely transferable.
Unless otherwise required by the 1940 Act, ordinarily it will not be
necessary for the Company to hold annual meetings of shareholders. As a result,
shareholders may not consider each year the election of Board members or the
appointment of auditors. However, the holders of at least 10% of the shares
outstanding and entitled to vote may require the Company to hold a special
meeting of shareholders for purposes of removing a Board member from office.
Shareholders may remove a Board member by the affirmative vote of a majority of
the Company's outstanding voting shares. In addition, the Board will call a
meeting of shareholders for the purpose of electing Board members if, at any
time, less than a majority of the Board members then holding office have been
elected by shareholders.
The Company is a "series fund," which is a mutual fund divided into
separate portfolios, each of which is treated as a separate entity for certain
matters under the 1940 Act and for other purposes. A shareholder of one
portfolio is not deemed to be a shareholder of any other portfolio. For certain
matters shareholders vote together as a group; as to others they vote separately
by portfolio.
To date, the Board has authorized the creation of nine series of shares.
All consideration received by the Company for shares of a Fund, and all assets
in which such consideration is invested, will belong to that Fund (subject only
to the rights of creditors of the Company) and will be subject to the
liabilities related thereto. The income attributable to, and the expenses of, a
Fund will be treated separately from those of the other Funds. The Company has
the ability to create, from time to time, new series without shareholder
approval.
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 Company, will not be deemed to have been effectively acted
upon unless approved by the holders of a majority of the outstanding shares of
each series affected by such matter. Rule 18f-2 further provides that a series
shall be deemed to be affected by a matter unless it is clear that the interests
of each series in the matter are identical or that the matter does not affect
any interest of such series. The Rule exempts the selection of independent
accountants and the election of Board members from the separate voting
requirements of the Rule.
Each Fund will send annual and semi-annual financial statements to all its
shareholders.
Each Fund is intended to be a long-term investment vehicle and is not
designed to provide investors with a means of speculation on short-term market
movements. A pattern of frequent purchases and exchanges can be disruptive to
efficient portfolio management and, consequently, can be detrimental to the
Fund's performance and its shareholders. Accordingly, if the Company's
management determines that an investor is engaged in excessive trading, the
Company, with or without prior notice, may temporarily or permanently terminate
the availability of Fund Exchanges, or reject in whole or part any purchase or
exchange request, with respect to such investor's account. Such investors also
may be barred from purchasing other funds in the Dreyfus Family of Funds.
Generally, an investor who makes more than four exchanges out of a Fund during
any calendar year or who makes exchanges that appear to coincide with an active
market-timing strategy may be deemed to be engaged in excessive trading.
Accounts under common ownership or control will be considered as one account for
purposes of determining a pattern of excessive trading. In addition, the Company
may refuse or restrict purchase or exchange requests by any person or group if,
in the judgment of the Company's management, the Fund would be unable to invest
the money effectively in accordance with its investment objective and policies
or could otherwise be adversely affected or if the Fund receives or anticipated
receiving simultaneous orders that may significantly affect the Fund (e.g.,
amounts equal to 1% or more of the Fund's total assets). If an exchange request
is refused, the Company will take no other action with respect to the shares
until it receives further instructions from the investor. A Fund may delay
forwarding redemption proceeds for up to seven days if the investor redeeming
shares is engaged in excessive trading or if the amount of the redemption
request otherwise would be disruptive to efficient portfolio management or would
adversely affect the Fund. The Company's policy on excessive trading applies to
investors who invest in a Fund directly or through financial intermediaries, but
does not apply to the Dreyfus Auto-Exchange Privilege, to any automatic
investment or withdrawal privilege described herein, or to participants in
employer-sponsored retirement plans.
During times of drastic economic or market conditions, the Company may
suspend Fund Exchanges temporarily without notice and treat exchange requests
based on their separate components--redemption orders with a simultaneous
request to purchase the other fund's shares. In such a case, the redemption
request would be processed at the Fund's next determined net asset value but the
purchase order would be effective only at the net asset value next determined
after the fund being purchased receives the proceeds of the redemption, which
may result in the purchase being delayed.
Before September 29, 1995, the Company's name was Dreyfus Focus Funds, Inc.
Effective April 15, 1999, Dreyfus Technology Growth Fund changed its name to
Dreyfus Premier Technology Growth Fund.
COUNSEL AND INDEPENDENT AUDITORS
Stroock & Stroock & Lavan LLP, 180 Maiden Lane, New York, New York
10038-4982, as counsel for the Company, has rendered its opinion as to certain
legal matters regarding the due authorization and valid issuance of the shares
being sold pursuant to each Fund's Prospectus.
Ernst & Young LLP, 787 Seventh Avenue, New York, New York 10019,
independent auditors, have been selected as independent auditors of the Company.
APPENDIX
Rating Categories
Description of certain ratings assigned by Standard & Poor's Ratings
Services ("S&P"), Moody's Investors Service ("Moody's"), and Fitch IBCA, Duff &
Phelps ("Fitch"):
S&P
Long-term
AAA
An obligation rated 'AAA' has the highest rating assigned by S&P. The obligor's
capacity to meet its financial commitment on the obligation is extremely strong.
AA
An obligation rated 'AA' differs from the highest rated obligations only in
small degree. The obligor's capacity to meet its financial commitment on the
obligation is very strong.
A
An obligation rated 'A' is somewhat more susceptible to the adverse effects of
changes in circumstances and economic conditions than obligations in higher
rated categories. However, the obligor's capacity to meet its financial
commitment on the obligation is still strong.
BBB
An obligation rated 'BBB' exhibits adequate protection parameters. However,
adverse economic conditions or changing circumstances are more likely to lead to
a weakened capacity of the obligor to meet its financial commitment on the
obligation.
BB, B, CCC, CC, AND C
Obligations rated 'BB', 'B', 'CCC', 'CC', and 'C' are regarded as having
significant speculative characteristics. 'BB' indicates the least degree of
speculation and 'C' the highest. While such obligations will likely have some
quality and protective characteristics, these may be outweighed by large
uncertainties or major exposures to adverse conditions.
BB
An obligation rated 'BB' is less vulnerable to nonpayment than other speculative
issues. However, it faces major ongoing uncertainties or exposure to adverse
business, financial, or economic conditions which could lead to the obligor's
inadequate capacity to meet its financial commitment on the obligation.
B
An obligation rated 'B' is more vulnerable to nonpayment than obligations rated
'BB', but the obligor currently has the capacity to meet its financial
commitment on the obligation. Adverse business, financial, or economic
conditions will likely impair the obligor's capacity or willingness to meet its
financial commitment on the obligation.
CCC
An obligation rated 'CCC' is currently vulnerable to nonpayment, and is
dependent upon favorable business, financial, and economic conditions for the
obligor to meet its financial commitment on the obligation. In the event of
adverse business, financial, or economic conditions, the obligor is not likely
to have the capacity to meet its financial commitment on the obligation.
CC
An obligation rated 'CC' is currently highly vulnerable to nonpayment.
C
A subordinated debt or preferred stock obligation rated 'C' is currently highly
vulnerable to nonpayment. The 'C' rating may be used to cover a situation where
a bankruptcy petition has been filed or similar action taken, but payments on
this obligation are being continued. A 'C' also will be assigned to a preferred
stock issue in arrears on dividends or sinking fund payments, but that is
currently paying.
D
An obligation rated 'D' is in payment default. The 'D' rating category is used
when payments on an obligation are not made on the date due even if the
applicable grace period has not expired, unless S&P believes that such payments
will be made during such grace period. The 'D' rating also will be used upon the
filing of a bankruptcy petition or the taking of a similar action if payments on
an obligation are jeopardized.
R
The symbol 'r' is attached to the ratings of instruments with significant
noncredit risks. It highlights risks to principal or volatility of expected
returns which are not addressed in the credit rating. Examples include:
obligations linked or indexed to equities, currencies, or commodities;
obligations exposed to severe prepayment risk--such as interest-only or
principal-only mortgage securities; and obligations with unusually risky
interest terms, such as inverse floaters.
N.R.
The designation 'N.R.' indicates that no rating has been requested, that there
is insufficient information on which to base a rating, or that S&P does not rate
a particular obligation as a matter of policy.
Note: The ratings from 'AA' to 'CCC' may be modified by the addition of a plus
(+) or minus (-) sign designation to show relative standing within the major
rating categories.
Short-term
A-1
A short-term obligation rated 'A-1' is rated in the highest category by S&P. The
obligor's capacity to meet its financial commitment on the obligation is strong.
Within this category, certain obligations are given a plus sign (+) designation.
This indicates that the obligor's capacity to meet its financial commitment on
these obligations is extremely strong.
A-2
A short-term obligation rated 'A-2' is somewhat more susceptible to the adverse
effects of changes in circumstances and economic conditions than obligations in
higher rating categories. However, the obligor's capacity to meet its financial
commitment on the obligation is satisfactory.
A-3
A short-term obligation rated 'A-3' exhibits adequate protection parameters.
However, adverse economic conditions or changing circumstances are more likely
to lead to a weakened capacity of the obligor to meet its financial commitment
on the obligation.
B
A short-term obligation rated 'B' is regarded as having significant speculative
characteristics. The obligor currently has the capacity to meet its financial
commitment on the obligation; however, it faces major ongoing uncertainties
which could lead to the obligor's inadequate capacity to meet is financial
commitment on the obligation.
C
A short-term obligation rated 'C' is currently vulnerable to nonpayment and is
dependent upon favorable business, financial, and economic conditions for the
obligor to meet its financial commitment on the obligation.
D
A short-term obligation rated 'D' is in payment default. The 'D' rating category
is used when payments on an obligation are not made on the date due even if the
applicable grace period has not expired, unless S&P believes that such payments
will be made during such grace period. The 'D' rating also will be used upon the
filing of a bankruptcy petition or the taking of a similar action if payments on
an obligation are jeopardized.
MOODY'S
Long-term
AAA
Bonds rated 'Aaa' are judged to be of the best quality. They carry the smallest
degree of investment risk and are generally referred to as "gilt edged."
Interest payments are protected by a large or by an exceptionally stable margin
and principal is secure. While the various protective elements are likely to
change, such changes as can be visualized are most unlikely to impair the
fundamentally strong position of such issues.
AA
Bonds rated 'Aa' are judged to be of high quality by all standards. Together
with the 'Aaa' group they comprise what are generally known as high-grade bonds.
They are rated lower than the best bonds because margins of protection may not
be as large as in 'Aaa' securities or fluctuation of protective elements may be
of greater amplitude or there may be other elements present which make the
long-term risk appear somewhat larger than the 'Aaa' securities.
A
Bonds rated 'A' possess many favorable investment attributes and are to be
considered as upper-medium-grade obligations. Factors giving security to
principal and interest are considered adequate, but elements may be present
which suggest a susceptibility to impairment some time in the future.
BAA
Bonds rated 'Baa' are considered as medium-grade obligations (i.e., they are
neither highly protected nor poorly secured). Interest payments and principal
security appear adequate for the present but certain protective elements may be
lacking or may be characteristically unreliable over any great length of time.
Such bonds lack outstanding investment characteristics and in fact have
speculative characteristics as well.
BA
Bonds rated 'Ba' are judged to have speculative elements; their future cannot be
considered as well-assured. Often the protection of interest and principal
payments may be very moderate, and thereby not well safeguarded during both good
and bad times over the future. Uncertainty of position characterizes bonds in
this class.
B
Bonds rated 'B' generally lack characteristics of the desirable investment.
Assurance of interest and principal payments or of maintenance of other terms of
the contract over any long period of time may be small.
CAA
Bonds rated 'Caa' are of poor standing. Such issues may be in default or there
may be present elements of danger with respect to principal or interest.
CA
Bonds rated 'Ca' represent obligations which are speculative in a high degree.
Such issues are often in default or have other marked shortcomings.
C
Bonds rated 'C' are the lowest rated class of bonds, and issues so rated can be
regarded as having extremely poor prospects of ever attaining any real
investment standing.
Note: Moody's applies numerical modifiers 1, 2, and 3 in each generic rating
classification from 'Aa' through 'Caa'. The modifier 1 indicates that the
obligation ranks in the higher end of its generic rating category; the modifier
2 indicates a mid-range ranking; and the modifier 3 indicates a ranking in the
lower end of that generic rating category.
Prime rating system (short-term)
Issuers rated PRIME-1 (or supporting institutions) have a superior ability for
repayment of senior short-term debt obligations. Prime-1 repayment ability will
often be evidenced by many of the following characteristics:
Leading market positions in well-established industries.
High rates of return on funds employed.
Conservative capitalization structure with moderate reliance on debt and
ample asset protection.
Broad margins in earnings coverage of fixed financial charges and high
internal cash generation.
Well-established access to a range of financial markets and assured
sources of alternate liquidity.
Issuers rated PRIME-2 (or supporting institutions) have a strong ability for
repayment of senior short-term debt obligations. This will normally be evidenced
by many of the characteristics cited above but to a lesser degree. Earnings
trends and coverage ratios, while sound, may be more subject to variation.
Capitalization characteristics, while still appropriate, may be more affected by
external conditions. Ample alternate liquidity is maintained.
Issuers rated PRIME-3 (or supporting institutions) have an acceptable ability
for repayment of senior short-term obligations. The effect of industry
characteristics and market compositions may be more pronounced. Variability in
earnings and profitability may result in changes in the level of debt protection
measurements and may require relatively high financial leverage. Adequate
alternate liquidity is maintained.
Issuers rated Not Prime do not fall within any of the Prime rating categories.
FITCH
Long-term investment grade
AAA
HIGHEST CREDIT QUALITY. 'AAA' ratings denote the lowest expectation of credit
risk. They are assigned only in case of exceptionally strong capacity for timely
payment of financial commitments. This capacity is highly unlikely to be
adversely affected by foreseeable events.
AA
VERY HIGH CREDIT QUALITY. 'AA' ratings denote a very low expectation of credit
risk. They indicate very strong capacity for timely payment of financial
commitments. This capacity is not significantly vulnerable to foreseeable
events.
A
HIGH CREDIT QUALITY. 'A' ratings denote a low expectation of credit risk. The
capacity for timely payment of financial commitments is considered strong. This
capacity may, nevertheless, be more vulnerable to changes in circumstances or in
economic conditions than is the case for higher ratings.
BBB
GOOD CREDIT QUALITY. 'BBB' ratings indicate that there is currently a low
expectation of credit risk. The capacity for timely payment of financial
commitments is considered adequate, but adverse changes in circumstances and in
economic conditions are more likely to impair this capacity. This is the lowest
investment-grade category.
Long-term speculative grade
BB
SPECULATIVE. 'BB' ratings indicate that there is a possibility of credit risk
developing, particularly as the result of adverse economic change over time;
however, business or financial alternatives may be available to allow financial
commitments to be met. Securities rated in this category are not investment
grade.
B
HIGHLY SPECULATIVE. 'B' ratings indicate that significant credit risk is
present, but a limited margin of safety remains. Financial commitments are
currently being met; however, capacity for continued payment is contingent upon
a sustained, favorable business and economic environment.
CCC, CC, C
HIGH DEFAULT RISK. Default is a real possibility. Capacity for meeting financial
commitments is solely reliant upon sustained, favorable business or economic
developments. 'CC' ratings indicate that default of some kind appears probable.
'C' ratings signal imminent default.
DDD, DD, D
DEFAULT. The ratings of obligations in this category are based on their
prospects for achieving partial or full recovery in a reorganization or
liquidation of the obligor. While expected recovery values are highly
speculative and cannot be estimated with any precision, the following serve as
general guidelines. 'DDD' obligations have the highest potential for recovery,
around 90% - 100% of outstanding amounts and accrued interest. 'DD' ratings
indicate potential recoveries in the range of 50% - 90% and 'D' the lowest
recovery potential, i.e., below 50%.
Entities rated in this category have defaulted on some or all of their
obligations. Entities rated 'DDD' have the highest prospect for resumption of
performance or continued operation with or without a formal reorganization
process. Entities rated 'DD' and 'D' are generally undergoing a formal
reorganization or liquidation process; those rated 'DD' are likely to satisfy a
higher portion of their outstanding obligations, while entities rated 'D' have a
poor prospect of repaying all obligations.
Short-term
A short-term rating has a time horizon of less than 12 months for most
obligations, or up to three years for U.S. public finance securities, and thus
places greater emphasis on the liquidity necessary to meet financial commitments
in a timely manner.
F1
HIGHEST CREDIT QUALITY. Indicates the strongest capacity for timely payment of
financial commitments; may have an added "+" to denote any exceptionally strong
credit feature.
F2
GOOD CREDIT QUALITY. A satisfactory capacity for timely payment of financial
commitments, but the margin of safety is not as great as in the case of the
higher ratings.
F3
FAIR CREDIT QUALITY. The capacity for timely payment of financial commitment is
adequate; however, near-term adverse changes could result in a reduction
non-investment grade.
B
SPECULATIVE. Minimal capacity for timely payment of financial commitments plus
vulnerability to near-term adverse changes in financial and economic conditions.
C
HIGH DEFAULT RISK. Default is a real possibility. Capacity for meeting financial
commitments is solely reliant upon a sustained, favorable business and economic
environment.
D
DEFAULT. Denotes actual or imminent payment default.
'NR' indicates that Fitch does not rate the issuer or issue in question.
Notes to long-term and short-term ratings: A plus (+) or minus (-) sign
designation may be appended to a rating to denote relative status within major
rating categories. Such suffixes are not added to the 'AAA' long-term rating
category, to categories below 'CCC', or to short-term ratings other than 'F1.'
DREYFUS GROWTH AND VALUE FUNDS, INC.
PART C. OTHER INFORMATION
--------------------------------
Item 23. Exhibits
------- ----------
(a) Registrant's Articles of Incorporation and Articles of Amendment are
incorporated by reference to Exhibit (1) of Pre-Effective Amendment No. 1
to the Registration Statement on Form N-1A, filed on December 22, 1993, and
Exhibit (1)(b) of Post-Effective Amendment No. 5 to the Registration
Statement on Form N-1A, filed on September 27, 1995.
(b) Registrant's By-Laws, as amended, are incorporated by reference to Exhibit
(b) of Post-Effective Amendment No. 28 to the Registration Statement on
Form N-1A, filed on February 25, 2000.
(d) Revised Management Agreement is incorporated by reference to Exhibit (d) of
Post-Effective Amendment No. 29 to the Registration Statement on Form N-1A,
filed on April 14, 2000.
(e) Revised Distribution Agreement is incorporated by reference to Exhibit (e)
of Post-Effective Amendment No.29 to the Registration Statement on Form
N-1A, filed on April 14, 2000.
(f) Sub-Investment Advisory Agreement is incorporated by reference to Exhibit
(5)(b) of Post-Effective Amendment No.5 to the Registration Statement on
Form N-1A, filed on September 27, 1995.
(g) Amended and Restated Custody Agreement is incorporated by reference to
Exhibit 8(a) of Post-Effective Amendment No. 5 to the Registration
Statement on Form N-1A, filed on September 27, 1995.
(h) Revised Shareholder Services Plan is incorporated by reference to Exhibit
(h) of Post-Effective Amendment No. 29 to the Registration Statement on
Form N-1A, filed on April 14, 2000.
(i) Opinion and consent of Registrant's counsel is incorporated by reference to
Exhibit (i) of Post-Effective Amendment No. 28 to the Registration
Statement on Form N-1A, filed on February 25, 2000.
(j) Consent of Independent Auditors.
(n) Revised Rule 12b-1 Plan is incorporated by reference to Exhibit (n) of
Post-Effective Amendment No. 29 to the Registration Statement on Form N-1A,
filed on April 14, 2000.
(o) Revised Rule 18f-3 Plan is incorporated by reference to Exhibit (o) of
Post-Effective Amendment No. 29 to the Registration Statement on Form N-1A,
filed on April 14, 2000.
(p) Code of Ethics is incorporated by reference to Exhibit (p) of
Post-Effective Amendment No. 29 to the Registration Statement on Form N-1A,
filed on April 14, 2000.
Item 23. Exhibits. - List (continued)
------- -----------------------------------------------------
Other Exhibits
--------------
(a) Powers of Attorney of the Board members and officers are
incorporated by reference to Other Exhibits (a) of
Post-Effective Amendment No. 29 to the Registration
Statement on Form N-1A, filed on April 14, 2000.
(b) Certificate of Secretary is incorporated by reference to
Other Exhibits (b) of Post-Effective Amendment No. 29 to the
Registration Statement on Form N-1A, filed on April 14,
2000.
Item 24. Persons Controlled by or under Common Control with Registrant.
------- -------------------------------------------------------
Not Applicable
Item 25. Indemnification
------- ---------------
The Statement as to the general effect of any contract, arrangements
or statute under which a Board member, 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 Board member, officer,
affiliated person or underwriter for their own protection, is
incorporated by reference to Item 25 of Part C of Post-Effective
Amendment No. 20 to the Registration Statement on Form N-1A, filed
on December 17, 1998.
Reference is also made to the revised Distribution Agreement
incorporated by reference to Exhibit (e) of Post-Effective Amendment
No. 29 to the Registration Statement on Form N-1A, filed on April
14, 2000.
Item 26. Business and Other Connections of Investment Adviser.
------- ----------------------------------------------------
The Dreyfus Corporation ("Dreyfus") and subsidiary companies
comprise a financial service organization whose business consists
primarily of providing investment management services as the
investment adviser and manager for sponsored investment companies
registered under the Investment Company Act of 1940 and as an
investment adviser to institutional and individual accounts. Dreyfus
also serves as sub-investment adviser to and/or administrator of
other investment companies. Dreyfus Service Corporation, a
wholly-owned subsidiary of Dreyfus, serves primarily as a registered
broker-dealer and distributor of other investment companies advised
and administered by Dreyfus. Dreyfus Investment Advisors, Inc.,
another wholly-owned subsidiary, provides investment management
services to various pension plans, institutions and individuals.
<TABLE>
<CAPTION>
ITEM 26. Business and Other Connections of Investment Adviser (continued)
----------------------------------------------------------------------------
Officers and Directors of Investment Adviser
Name and Position
With Dreyfus Other Businesses Position Held Dates
<S> <C> <C> <C>
CHRISTOPHER M. CONDRON Franklin Portfolio Director 1/97 - Present
Chairman of the Board Associates,
and LLC*
Chief Executive
Officer
TBCAM Holdings, Inc.* Director 10/97 - Present
President 10/97 - 6/98
Chairman 10/97 - 6/98
The Boston Company Director 1/98 - Present
Asset Management, LLC* Chairman 1/98 - 6/98
President 1/98 - 6/98
The Boston Company President 9/95 - 1/98
Asset Management, Inc.* Chairman 4/95 - 1/98
Director 4/95 - 1/98
Franklin Portfolio Director 1/97 - Present
Holdings, Inc.*
Certus Asset Advisors Director 6/95 - Present
Corp.**
Mellon Capital Management Director 5/95 - Present
Corporation***
Mellon Bond Associates, Executive Committee 1/98 - Present
LLP+ Member
Mellon Bond Associates+ Trustee 5/95 - 1/98
Mellon Equity Associates, Executive 1/98 - Present
LLP+ Committee
Member
Mellon Equity Associates+ Trustee 5/95 - 1/98
Boston Safe Advisors, Director 5/95 - Present
Inc.* President 5/95 - Present
Mellon Bank, N.A. + Director 1/99 - Present
Chief Operating 3/98 - Present
Officer 3/98 - Present
President 11/94 - 3/98
Vice Chairman
Mellon Financial Chief Operating 1/99 - Present
Corporation+ Officer 1/99 - Present
President 1/98 - Present
Director 11/94 - 1/99
Vice Chairman
Founders Asset Chairman 12/97 - Present
Management, Director 12/97 - Present
LLC****
The Boston Company, Inc.* Vice Chairman 1/94 - Present
Director 5/93 - Present
Laurel Capital Advisors, Executive Committee 1/98 - 8/98
LLP+ Member
CHRISTOPHER M. CONDRON Laurel Capital Advisors+ Trustee 10/93 - 1/98
Chairman and Chief
Executive Officer Boston Safe Deposit and Director 5/93 - Present
(Continued) Trust
Company*
The Boston Company President 6/89 - 1/97
Financial Director 6/89 - 1/97
Strategies, Inc. *
MANDELL L. BERMAN Self-Employed Real Estate 11/74 - Present
Director 29100 Northwestern Highway Consultant,
Suite 370 Residential
Southfield, MI 48034 Builder and
Private Investor
BURTON C. BORGELT DeVlieg Bullard, Inc. Director 1/93 - Present
Director 1 Gorham Island
Westport, CT 06880
Mellon Financial Director 6/91 - Present
Corporation+
Mellon Bank, N.A. + Director 6/91 - Present
Dentsply International, Director 2/81 - Present
Inc.
570 West College Avenue
York, PA
Quill Corporation Director 3/93 - Present
Lincolnshire, IL
STEPHEN E. CANTER Dreyfus Investment Chairman of the 1/97 - Present
President, Chief Advisors, Inc.++ Board 5/95 - Present
Operating Director 5/95 - Present
Officer, Chief President
Investment
Officer, and Director
Newton Management Limited Director 2/99 - Present
London, England
Mellon Bond Associates, Executive 1/99 - Present
LLP+ Committee
Member
Mellon Equity Associates, Executive Committee 1/99 - Present
LLP+ Member
Franklin Portfolio Director 2/99 - Present
Associates,
LLC*
Franklin Portfolio Director 2/99 - Present
Holdings, Inc.*
The Boston Company Asset Director 2/99 - Present
Management, LLC*
TBCAM Holdings, Inc.* Director 2/99 - Present
Mellon Capital Management Director 1/99 - Present
Corporation***
STEPHEN E. CANTER Founders Asset Management, Member, Board of 12/97 - Present
President, Chief LLC**** Managers
Operating Acting Chief 7/98 - 12/98
Officer, Chief Executive
Investment Officer
Officer, and Director
(CONTINUED)
The Dreyfus Trust Director 6/95 - Present
Company+++ Chairman 1/99 - Present
President 1/99 - Present
Chief Executive 1/99 - Present
Officer
THOMAS F. EGGERS Dreyfus Service Chief Executive 3/00 - Present
Vice Chairman - Corporation++ Officer
Institutional and Chairman of
and Director the 4/96 - 3/00
Board 9/96 - Present
Executive Vice
President
Director
Founders Asset Management, Member, Board of 2/99 - Present
LLC**** Managers
Dreyfus Investment Director 1/00 - Present
Advisors, Inc.
Dreyfus Service Director 3/99 - Present
Organization,
Inc.++
Dreyfus Insurance Agency Director 3/99 - Present
of
Massachusetts, Inc. +++
Dreyfus Brokerage Director 11/97 - 6/98
Services, Inc.
401 North Maple Avenue
Beverly Hills, CA.
STEVEN G. ELLIOTT Mellon Financial Senior Vice 1/99 - Present
Director Corporation+ Chairman 1/90 - Present
Chief Financial 6/92 - 1/99
Officer 1/90 - 5/98
Vice Chairman
Treasurer
Mellon Bank, N.A.+ Senior Vice 3/98 - Present
Chairman 6/92 - 3/98
Vice Chairman 1/90 - Present
Chief Financial
Officer
Mellon EFT Services Director 10/98 - Present
Corporation
Mellon Bank Center, 8th
Floor
1735 Market Street
Philadelphia, PA 19103
Mellon Financial Services Director 1/96 - Present
Corporation #1 Vice President 1/96 - Present
Mellon Bank Center, 8th
Floor
1735 Market Street
Philadelphia, PA 19103
Boston Group Holdings, Vice President 5/93 - Present
Inc.*
APT Holdings Corporation Treasurer 12/87 - Present
Pike Creek Operations
Center
4500 New Linden Hill Road
Wilmington, DE 19808
STEVEN G. ELLIOTT Allomon Corporation Director 12/87 - Present
Director (Continued) Two Mellon Bank Center
Pittsburgh, PA 15259
Collection Services Controller 10/90 - 2/99
Corporation Director 9/88 - 2/99
500 Grant Street Vice President 9/88 - 2/99
Pittsburgh, PA 15258 Treasurer 9/88 - 2/99
Mellon Financial Company+ Principal Exec. 1/88 - Present
Officer 8/87 - Present
Chief Executive 8/87 - Present
Officer 8/87 - Present
Director
President
Mellon Overseas Director 4/88 - Present
Investments
Corporation+
Mellon Financial Services Treasurer 12/87 - Present
Corporation # 5+
Mellon Financial Markets, Director 1/99 - Present
Inc.+
Mellon Financial Services Director 1/99 - Present
Corporation #17
Fort Lee, NJ
Mellon Mortgage Company Director 1/99 - Present
Houston, TX
Mellon Ventures, Inc. + Director 1/99 - Present
LAWRENCE S. KASH Dreyfus Investment Director 4/97 - 12/99
Vice Chairman Advisors, Inc.++
Dreyfus Brokerage Chairman 11/97 - 2/99
Services, Inc. Chief Executive 11/97 - 2/98
401 North Maple Ave. Officer
Beverly Hills, CA
Dreyfus Service Director 1/95 - 2/99
Corporation++ President 9/96 - 3/99
Dreyfus Precious Metals, Director 3/96 - 12/98
Inc.+++ President 10/96 - 12/98
Dreyfus Service Director 12/94 - 3/99
Organization, Inc.++ President 1/97 - 3/99
Seven Six Seven Agency, Director 1/97 - 4/99
Inc. ++
Dreyfus Insurance Agency Chairman 5/97 - 3/99
of President 5/97 - 3/99
Massachusetts, Inc.++++ Director 5/97 - 3/99
The Dreyfus Trust Chairman 1/97 - 1/99
Company+++ President 2/97 - 1/99
Chief Executive 2/97 - 1/99
Officer 12/94 - Present
Director
LAWRENCE S. KASH The Dreyfus Consumer Chairman 5/97 - 6/99
Vice Chairman Credit President 5/97 - 6/99
(Continued) Corporation++ Director 12/94 - 6/99
Founders Asset Management, Member, Board of 12/97 - 12/99
LLC**** Managers
The Boston Company Chairman 12/95 - 1/99
Advisors, Chief Executive 12/95 - 1/99
Inc. Officer 12/95 - 1/99
Wilmington, DE President
The Boston Company, Inc.* Director 5/93 - 1/99
President 5/93 - 1/99
Mellon Bank, N.A.+ Executive Vice 6/92 - Present
President
Laurel Capital Advisors, Chairman 1/98 - 8/98
LLP+ Executive Committee 1/98 - 8/98
Member
Chief Executive 1/98 - 8/98
Officer 1/98 - 8/98
President
Laurel Capital Advisors, Trustee 12/91 - 1/98
Inc. + Chairman 9/93 - 1/98
President and CEO 12/91 - 1/98
Boston Group Holdings, Director 5/93 - Present
Inc.* President 5/93 - Present
Boston Safe Deposit and Director 6/93 - 1/99
Trust Company+ Executive Vice 6/93 - 4/98
President
MARTIN G. MCGUINN Mellon Financial Chairman 1/99 - Present
Director Corporation+ Chief Executive 1/99 - Present
Officer 1/98 - Present
Director 1/90 - 1/99
Vice Chairman
Mellon Bank, N. A. + Chairman 3/98 - Present
Chief Executive 3/98 - Present
Officer 1/98 - Present
Director 1/90 - 3/98
Vice Chairman
Mellon Leasing Vice Chairman 12/96 - Present
Corporation+
Mellon Bank (DE) National Director 4/89 - 12/98
Association
Wilmington, DE
Mellon Bank (MD) National Director 1/96 - 4/98
Association
Rockville, Maryland
J. DAVID OFFICER Dreyfus Service President 3/00 - Present
Vice Chairman Corporation++ Executive Vice 5/98 - 3/00
and Director President 3/99 - Present
Director
Dreyfus Service Director 3/99 - Present
Organization,
Inc.++
Dreyfus Insurance Agency Director 5/98 - Present
of
Massachusetts, Inc.++++
Dreyfus Brokerage Chairman 3/99 - Present
Services, Inc.
401 North Maple Avenue
Beverly Hills, CA
Seven Six Seven Agency, Director 10/98 - Present
Inc.++
Mellon Residential Director 4/97 - Present
Funding Corp. +
Mellon Trust of Florida, Director 8/97 - Present
N.A.
2875 Northeast 191st
Street
North Miami Beach, FL
33180
Mellon Bank, NA+ Executive Vice 7/96 - Present
President
The Boston Company, Inc.* Vice Chairman 1/97 - Present
Director 7/96 - Present
Mellon Preferred Capital Director 11/96 - 1/99
Corporation*
RECO, Inc.* President 11/96 - Present
Director 11/96 - Present
The Boston Company President 8/96 - 6/99
Financial Director 8/96 - 6/99
Services, Inc.*
Boston Safe Deposit and Director 7/96 - Present
Trust President 7/96 - 1/99
Company*
Mellon Trust of New York Director 6/96 - Present
1301 Avenue of the
Americas
New York, NY 10019
Mellon Trust of California Director 6/96 - Present
400 South Hope Street
Suite 400
Los Angeles, CA 90071
Mellon United National Director 3/98 - Present
Bank
1399 SW 1st Ave., Suite
400
Miami, Florida
Boston Group Holdings, Director 12/97 - Present
Inc.*
Dreyfus Financial Director 9/96 - Present
Services Corp. +
J. DAVID OFFICER Dreyfus Investment Director 4/96 - Present
Vice Chairman and Services
Director (Continued) Corporation+
RICHARD W. SABO Founders Asset Management, President 12/98 - Present
Director LLC**** Chief Executive 12/98 - Present
Officer
Prudential Securities Senior Vice 07/91 - 11/98
New York, NY President 07/91 - 11/98
Regional Director
RICHARD F. SYRON Thermo Electron President 6/99 - Present
Director 81 Wyman Street Chief Executive 6/99 - Present
Waltham, MA 02454-9046 Officer
American Stock Exchange Chairman 4/94 - 6/99
86 Trinity Place Chief Executive 4/94 - 6/99
New York, NY 10006 Officer
RONALD P. O'HANLEY Franklin Portfolio Director 3/97 - Present
Vice Chairman Holdings, Inc.*
Franklin Portfolio Director 3/97 - Present
Associates,
LLC*
Boston Safe Deposit and Executive Committee 1/99 - Present
Trust Member
Company* Director 1/99 - Present
The Boston Company, Inc.* Executive Committee 1/99 - Present
Member 1/99 - Present
Director
Buck Consultants, Inc.++ Director 7/97 - Present
Newton Asset Management Executive 10/98 - Present
LTD Committee
(UK) Member 10/98 - Present
London, England Director
Mellon Asset Management Non-Resident 11/98 - Present
(Japan) Co., LTD Director
Tokyo, Japan
TBCAM Holdings, Inc.* Director 10/97 - Present
The Boston Company Asset Director 1/98 - Present
Management, LLC*
Boston Safe Advisors, Chairman 6/97 - Present
INC.* Director 2/97 - Present
Pareto Partners Partner 5/97 - Present
271 Regent Street Representative
London, England W1R 8PP
Mellon Capital Management Director 2/97 -Present
Corporation***
Certus Asset Advisors Director 2/97 - Present
Corp.**
RONALD P. O'HANLEY Mellon Bond Associates, Trustee 1/98 - Present
Vice Chairman LLP+ Chairman 1/98 - Present
(Continued)
Mellon Equity Associates, Trustee 1/98 - Present
LLP+ Chairman 1/98 - Present
Mellon-France Corporation+ Director 3/97 - Present
Laurel Capital Advisors+ Trustee 3/97 - Present
STEPHEN R. BYERS Dreyfus Service Senior Vice 3/00 - Present
Director of Corporation++ President 5/97 - 11/99
Investments and Gruntal & Co., LLC Executive Vice 5/97 - 11/99
Senior Vice President New York, NY President 5/97 - 11/99
Partner
Executive Committee 5/97 -
11/99 Member Board of
Directors 5/97 - 11/99 Member
5/97 - 6/99 Treasurer Chief
Financial Officer
PATRICE M. KOZLOWSKI None
Senior Vice President
- Corporate
Communications
MARK N. JACOBS Dreyfus Investment Director 4/97 - Present
General Counsel, Advisors, Inc.++ Secretary 10/77 - 7/98
Vice President, and
Secretary The Dreyfus Trust Director 3/96 - Present
Company+++
The TruePenny President 10/98 - Present
Corporation++ Director 3/96 - Present
Dreyfus Service Director 3/97 - 3/99
Organization, Inc.++
WILLIAM H. MARESCA The Dreyfus Trust Chief Financial 3/99 - Present
Controller Company+++ Officer 9/98 - Present
Treasurer 3/97 - Present
Director
Dreyfus Service Chief Financial 12/98 - Present
Corporation++ Officer 8/00 - Present
Director
Dreyfus Consumer Credit Treasurer 10/98 - Present
Corp. ++
Dreyfus Investment Treasurer 10/98 - Present
Advisors, Inc. ++
Dreyfus-Lincoln, Inc. Vice President 10/98 - Present
4500 New Linden Hill Road
Wilmington, DE 19808
The TruePenny Vice President 10/98 - Present
Corporation++
Dreyfus Precious Metals, Treasurer 10/98 - 12/98
Inc. +++
The Trotwood Corporation++ Vice President 10/98 - Present
WILLIAM H. MARESCA Trotwood Hunters Vice President 10/98 - Present
Controller Corporation++
(Continued)
Trotwood Hunters Site A Vice President 10/98 - Present
Corp. ++
Chief Financial 5/98 - Present
Dreyfus Transfer, Inc. Officer
One American Express
Plaza,
Providence, RI 02903
Dreyfus Service Treasurer 3/99 - Present
Organization, Inc.++ Assistant 3/93 - 3/99
Treasurer
Dreyfus Insurance Agency Assistant Treasurer 5/98 - Present
of
Massachusetts, Inc.++++
WILLIAM T. SANDALLS, Dreyfus Transfer, Inc. Chairman 2/97 - Present
JR. One American Express
Executive Vice Plaza,
President Providence, RI 02903
Dreyfus Service Director 1/96 - 8/00
Corporation++ Executive Vice 2/97 - Present
President 2/97 - 12/98
Chief Financial
Officer
Dreyfus Investment Director 1/96 - Present
Advisors, Inc.++ Treasurer 1/96 - 10/98
Dreyfus-Lincoln, Inc. Director 12/96 - Present
4500 New Linden Hill Road President 1/97 - Present
Wilmington, DE 19808
Seven Six Seven Agency, Director 1/96 - 10/98
Inc.++ Treasurer 10/96 - 10/98
The Dreyfus Consumer Director 1/96 - Present
Credit Corp.++ Vice President 1/96 - Present
Treasurer 1/97 - 10/98
The Dreyfus Trust Company Director 1/96 - Present
+++
Dreyfus Service Treasurer 10/96 - 3/99
Organization,
Inc.++
Dreyfus Insurance Agency Director 5/97 - 3/99
of Treasurer 5/97 - 3/99
Massachusetts, Inc.++++ Executive Vice 5/97 - 3/99
President
DIANE P. DURNIN Dreyfus Service Senior Vice 5/95 - 3/99
Vice President - Corporation++ President -
Product Marketing and
Development Advertising
Division
MARY BETH LEIBIG None
Vice President -
Human Resources
THEODORE A. SCHACHAR Dreyfus Service Vice President -Tax 10/96 - Present
Vice President - Tax Corporation++
The Dreyfus Consumer Chairman 6/99 - Present
Credit President 6/99 - Present
Corporation ++
THEODORE A. SCHACHAR Dreyfus Investment Vice President - 10/96 - Present
Vice President - Tax Advisors, Tax
(Continued) Inc.++
Dreyfus Precious Metals, Vice President - 10/96 - 12/98
Inc. +++ Tax
Dreyfus Service Vice President - 10/96 - Present
Organization, Tax
Inc.++
WENDY STRUTT None
Vice President
RAYMOND J. VAN COTT Mellon Financial Vice President 7/98 - Present
Vice President - Corporation+
Information Systems Vice President 1/96 - 7/98
Computer Sciences
Corporation
El Segundo, CA
JAMES BITETTO The TruePenny Secretary 9/98 - Present
Assistant Secretary Corporation++
Dreyfus Service Assistant Secretary 8/98 - Present
Corporation++
Dreyfus Investment Assistant Secretary 7/98 - Present
Advisors, Inc.++
Dreyfus Service Assistant Secretary 7/98 - Present
Organization, Inc.++
STEVEN F. NEWMAN Dreyfus Transfer, Inc. Vice President 2/97 - Present
Assistant Secretary One American Express Plaza Director 2/97 - Present
Providence, RI 02903 Secretary 2/97 - Present
Dreyfus Service Secretary 7/98 - Present
Organization, Inc.++ Assistant Secretary 5/98 - 7/98
* The address of the business so indicated is One Boston Place, Boston,
Massachusetts, 02108.
** The address of the business so indicated is One Bush Street, Suite 450,
San Francisco, California 94104.
*** The address of the business so indicated is 595 Market Street, Suite 3000,
San Francisco, California 94105.
**** The address of the business so indicated is 2930 East Third Avenue,
Denver, Colorado 80206.
+ The address of the business so indicated is One Mellon Bank Center,
Pittsburgh, Pennsylvania 15258.
++ The address of the business so indicated is 200 Park Avenue, New York, New
York 10166.
+++ The address of the business so indicated is 144 Glenn Curtiss Boulevard,
Uniondale, New York 11556-0144.
++++ The address of the business so indicated is 53 State Street, Boston,
Massachusetts 02109.
</TABLE>
Item 27. Principal Underwriters
-------- ----------------------
(a) Other investment companies for which Registrant's principal
underwriter (exclusive distributor) acts as principal underwriter or exclusive
distributor:
1) Dreyfus A Bonds Plus, Inc.
2) Dreyfus Appreciation Fund, Inc.
3) Dreyfus Balanced Fund, Inc.
4) Dreyfus BASIC GNMA Fund
5) Dreyfus BASIC Money Market Fund, Inc.
6) Dreyfus BASIC Municipal Fund, Inc.
7) Dreyfus BASIC U.S. Government Money Market Fund
8) Dreyfus California Intermediate Municipal Bond Fund
9) Dreyfus California Tax Exempt Bond Fund, Inc.
10) Dreyfus California Tax Exempt Money Market Fund
11) Dreyfus Cash Management
12) Dreyfus Cash Management Plus, Inc.
13) Dreyfus Connecticut Intermediate Municipal Bond Fund
14) Dreyfus Connecticut Municipal Money Market Fund, Inc.
15) Dreyfus Florida Intermediate Municipal Bond Fund
16) Dreyfus Florida Municipal Money Market Fund
17) Dreyfus Founders Funds, Inc.
18) The Dreyfus Fund Incorporated
19) Dreyfus Global Bond Fund, Inc.
20) Dreyfus Global Growth Fund
21) Dreyfus GNMA Fund, Inc.
22) Dreyfus Government Cash Management Funds
23) Dreyfus Growth and Income Fund, Inc.
24) Dreyfus Growth and Value Funds, Inc.
25) Dreyfus Growth Opportunity Fund, Inc.
26) Dreyfus Debt and Equity Funds
27) Dreyfus Index Funds, Inc.
28) Dreyfus Institutional Money Market Fund
29) Dreyfus Institutional Preferred Money Market Fund
30) Dreyfus Institutional Short Term Treasury Fund
31) Dreyfus Insured Municipal Bond Fund, Inc.
32) Dreyfus Intermediate Municipal Bond Fund, Inc.
33) Dreyfus International Funds, Inc.
34) Dreyfus Investment Grade Bond Funds, Inc.
35) Dreyfus Investment Portfolios
36) The Dreyfus/Laurel Funds, Inc.
37) The Dreyfus/Laurel Funds Trust
38) The Dreyfus/Laurel Tax-Free Municipal Funds
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 MidCap Index Fund
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 Municipal Cash Management
54) Dreyfus New York Tax Exempt Bond Fund, Inc.
55) Dreyfus New York Tax Exempt Intermediate Bond Fund
56) Dreyfus New York Tax Exempt Money Market Fund
57) Dreyfus U.S. Treasury Intermediate Term Fund
58) Dreyfus U.S. Treasury Long Term Fund
59) Dreyfus 100% U.S. Treasury Money Market Fund
60) Dreyfus U.S. Treasury Short Term Fund
61) Dreyfus Pennsylvania Intermediate Municipal Bond Fund
62) Dreyfus Pennsylvania Municipal Money Market Fund
63) Dreyfus Premier California Municipal Bond Fund
64) Dreyfus Premier Equity Funds, Inc.
65) Dreyfus Premier International Funds, Inc.
66) Dreyfus Premier GNMA Fund
67) Dreyfus Premier Opportunity Funds
68) Dreyfus Premier Worldwide Growth Fund, Inc.
69) Dreyfus Premier Municipal Bond Fund
70) Dreyfus Premier New York Municipal Bond Fund
71) Dreyfus Premier State Municipal Bond Fund
72) Dreyfus Premier Value Equity Funds
73) Dreyfus Short-Intermediate Government Fund
74) Dreyfus Short-Intermediate Municipal Bond Fund
75) The Dreyfus Socially Responsible Growth Fund, Inc.
76) Dreyfus Stock Index Fund
77) Dreyfus Tax Exempt Cash Management
78) The Dreyfus Premier Third Century Fund, Inc.
79) Dreyfus Treasury Cash Management
80) Dreyfus Treasury Prime Cash Management
81) Dreyfus Variable Investment Fund
82) Dreyfus Worldwide Dollar Money Market Fund, Inc.
83) General California Municipal Bond Fund, Inc.
84) General California Municipal Money Market Fund
85) General Government Securities Money Market Funds, Inc.
86) General Money Market Fund, Inc.
87) General Municipal Bond Fund, Inc.
88) General Municipal Money Market Funds, Inc.
89) General New York Municipal Bond Fund, Inc.
90) General New York Municipal Money Market Fund
<TABLE>
<CAPTION>
Positions and
Name and principal offices with
business address Positions and offices with the Distributor Registrant
---------------- ------------------------------------------ ----------
<S> <C> <C>
Thomas F. Eggers * Chief Executive Officer and Chairman of the None
Board
J. David Officer * President and Director None
Stephen Burke * Executive Vice President None
Charles Cardona * Executive Vice President and Director None
Anthony DeVivio ** Executive Vice President and Director None
Michael Millard ** Executive Vice President and Director None
David K. Mossman ** Executive Vice President and Director None
Jeffrey N. Nachman *** Executive Vice President and Chief Operations None
Officer
William T. Sandalls, Jr. * Executive Vice President None
William H. Maresca * Chief Financial Officer and Director None
James Book **** Senior Vice President None
Ken Bradle ** Senior Vice President None
Stephen R. Byers * Senior Vice President None
Joseph Connolly * Senior Vice President Vice President
and Treasurer
Joseph Eck + Senior Vice President None
William Glenn * Senior Vice President None
Bradley Skapyak * Senior Vice President None
Jane Knight * Chief Legal Officer and Secretary None
Stephen Storen * Chief Compliance Officer None
Jeffrey Cannizzaro * Vice President - Compliance None
John Geli ** Vice President None
Maria Georgopoulos * Vice President - Facilities Management None
William Germenis ** Vice President - Compliance None
Walter T. Harris * Vice President None
Janice Hayles * Vice President None
Hal Marshall * Vice President - Compliance None
Paul Molloy * Vice President None
B.J. Ralston ** Vice President None
Theodore A. Schachar * Vice President - Tax None
James Windels * Vice President Assistant
Treasurer
James Bitetto * Assistant Secretary None
Ronald Jamison * Assistant Secretary None
* Principal business address is 200 Park Avenue, New York, NY 10166.
** Principal business address is 144 Glenn Curtiss Blvd., Uniondale, NY
11556-0144.
*** Principal business address is 401 North Maple Avenue, Beverly Hills,
CA 90210.
**** Principal business address is One Mellon Bank Center, Pittsburgh, PA 15258
+ Principal business address is One Boston Place, Boston, MA 02108
</TABLE>
Item 28. Location of Accounts and Records
------- --------------------------------
1. Mellon Bank, N.A.
One Mellon Bank Center
Pittsburgh, Pennsylvania 15258
2. Dreyfus Transfer, Inc.
P.O. Box 9671
Providence, Rhode Island 02940-9671
3. The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Item 29. Management Services
------- -------------------
Not Applicable
Item 30. Undertakings
------- ------------
None
SIGNATURES
-------------
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant 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 December, 2000.
DREYFUS GROWTH AND VALUE FUNDS, INC.
BY: /s/Stephen E. Canter*
Stephen E. Canter, 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 date
indicated.
Signatures Title Date
--------------------------- ------------------------ ---------
/s/Stephen E. Canter* President (Principal 12/28/00
______________________________ Executive Officer)
Stephen E. Canter
/s/Joseph Connolly* Vice President and Assistant 12/28/00
______________________________ Treasurer (Principal Financial
Joseph Connolly and Accounting Officer)
/s/Joseph S. DiMartino* Chairman of the Board 12/28/00
------------------------------
Joseph S. DiMartino
/s/David P. Feldman* Board Member 12/28/00
------------------------------
David P. Feldman
/s/Ehud Houminer* Board Member 12/28/00
------------------------------
Ehud Houminer
/s/Gloria Messinger* Board Member 12/28/00
------------------------------
Gloria Messinger
/s/John Szarkowski* Board Member 12/28/00
------------------------------
John Szarkowski
/s/Anne Wexler* Board Member 12/28/00
------------------------------
Anne Wexler
*BY: /s/Michael A. Rosenberg
-------------------------
Michael A. Rosenberg,
Attorney-in-Fact
EXHIBIT INDEX
(j) Consent of Independent Auditors.
