Registration Nos. 33-51687
811-7133
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 /x/
Pre-Effective Amendment No. 1 /x/
Post-Effective Amendment No. / /
and
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940
/x/
Amendment No.
/ /
(Check appropriate box or boxes)
PREMIER LIMITED TERM MUNICIPAL BOND FUND
(formerly, Premier Intermediate Municipal Bond Fund)
(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)
922-6130
Daniel C. Maclean, Esq.
200 Park Avenue
New York, New York 10166
(Name and Address of Agent for Service)
copy to:
Lewis G. Cole, Esq.
Stroock & Stroock & Lavan
7 Hanover Square
New York, New York 10004-2696
Approximate Date of Proposed Public Offering: As soon as
practicable after
this Registration Statement is declared effective.
It is proposed that this filing will become effective
(check
appropriate box)
____ immediately upon filing pursuant to paragraph (b)
____ on (date) pursuant to paragraph (b)
____ 60 days after filing pursuant to paragraph (a)
____ on (date) pursuant to paragraph (a) of Rule 485.
<PAGE>
Cross-Reference Sheet Pursuant to Rule 495(a)
Items in
Part A of
FORM N-1A CAPTION PAGE
1 Cover Cover Page
2 Synopsis 3
3 Condensed Financial Information *
4 General Description of Registrant 5
5 Management of the Fund 21
6 Capital Stock and Other Securities 43
7 Purchase of Securities Being Offered 23
8 Redemption or Repurchase 32
9 Pending Legal Proceedings *
Items in
Part B of
FORM N-1A
10 Cover Page B-1
11 Table of Contents B-1
12 General Information and History *
13 Investment Objectives and Policies B-2
14 Management of the Fund B-9
15 Control Persons and Principal Holders
of Securities B-10
16 Investment Advisory and Other Services B-14
17 Brokerage Allocation B-25
18 Capital Stock and Other Securities B-27
19 Purchase, Redemption and Pricing of
Securities Being Offered B-15,
B-18, B-22
20 Tax Status B-23
21 Underwriters B-15
22 Calculations of Performance Data B-26
23 Financial Statements B-38
Items in
Part C of
FORM N-1A
24 Financial Statements and Exhibits C-1
25 Persons Controlled by or Under Common
Control with Registrant C-2
26 Number of Holders of Securities C-2
27 Indemnification C-2
28 Business and Other Connections of
Investment Adviser C-3
29 Principal Underwriters C-31
30 Location of Accounts and Records C-39
31 Management Services C-39
32 Undertakings C-39
- ---------
*Omitted since answer is negative or inapplicable.
<PAGE>
PREMIER LIMITED TERM MUNICIPAL BOND FUND
Supplement to Prospectus Dated ________
The following information supplements and should be read in
conjunction with the section of the Fund's Prospectus entitled
"Management of the Fund."
The Fund's manager, The Dreyfus Corporation ("Dreyfus"), has
entered into an Agreement and Plan of Merger providing for the
merger of Dreyfus with a subsidiary of Mellon Bank Corporation
("Mellon").
Following the merger, Dreyfus will be a direct subsidiary of
Mellon, whose principal banking subsidiary is Mellon Bank N.A.
Closing of this merger is subject to a number of contingencies,
including the receipt of certain regulatory approvals and the
approvals of the stockholders of Dreyfus and of Mellon. The
merger
is expected to occur in mid-1994, but could occur later.
Because the merger will constitute an "assignment" of the
Fund's Management Agreement with Dreyfus under the Investment
Company Act of 1940 and thus, a termination of such Agreement,
Dreyfus will seek prior approval from the Fund's Board and
shareholders.
<PAGE>
PROSPECTUS , 1994
PREMIER LIMITED TERM MUNICIPAL BOND FUND
Premier Limited Term Municipal Bond Fund (the "Fund")
is
an open-end, non-diversified, management investment company,
known
as a mutual fund. Its goal is to maximize current income exempt
from Federal income tax to the extent consistent with the
preservation of capital. The dollar-weighted average maturity of
the Fund's portfolio will range between three and ten years.
By this Prospectus, Class A and Class B shares of the
Fund are being offered. Class A shares are subject to a sales
charge imposed at the time of purchase and Class B shares are
subject to a contingent deferred sales charge imposed on
redemptions made within five years of purchase. Other
differences
between the two Classes include the services offered to and the
expenses borne by each Class and certain voting rights, as
described herein. The Fund offers these alternatives to permit
an
investor to choose the method of purchasing shares that is most
beneficial given the amount of the purchase, the length of time
the
investor expects to hold the shares and other circumstances.
The Fund provides free redemption checks with respect
to
Class A, which you can use in amounts of $500 or more for cash or
to pay bills. You can purchase or redeem Fund shares by
telephone
using the TELETRANSFER Privilege.
The Dreyfus Corporation will professionally manage the
Fund's portfolio.
_____________________________________
This Prospectus sets forth concisely information about
the Fund that you should know before investing. It should be
read
and retained for future reference.
Part B (also known as the Statement of Additional
Information), dated , 1994, which may be revised from
time to time, provides a further discussion of certain areas in
this Prospectus and other matters which may be of interest to
some
investors. It has been filed with the Securities and Exchange
Commission and is incorporated herein by reference. For a free
copy, write to the Fund at 144 Glenn Curtiss Boulevard,
Uniondale,
New York 11556-0144, or call 1-800-554-4611. When telephoning,
ask
for Operator 666.
_____________________________________
The Fund's shares are not deposits or obligations of,
or
guaranteed or endorsed by, any bank, and are not federally
insured
by the Federal Deposit Insurance Corporation, the Federal Reserve
Board, or any other agency. The Fund's shares involve certain
risks, including the possible loss of principal. The Fund's
share
price, yield and investment return fluctuate and are not
guaranteed.
<PAGE>
TABLE OF CONTENTS
Page
Fee Table . . . . . . . . . . . . . . . . . .
Alternative Purchase Methods. . . . . . . . .
Description of the Fund . . . . . . . . . . .
Management of the Fund. . . . . . . . . . . .
How to Buy Fund Shares. . . . . . . . . . . .
Shareholder Services. . . . . . . . . . . . .
How to Redeem Fund Shares . . . . . . . . . .
Distribution Plan and
Shareholder Services Plan . . . . . . . . .
Dividends, Distributions and Taxes. . . . . .
Performance Information . . . . . . . . . . .
General Information . . . . . . . . . . . . .
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES
COMMISSION NOR HAS THE SECURITIES AND EXCHANGE COMMISSION OR ANY
STATE SECURITIES COMMISSION PASSED UPON THE ACCURACY OR ADEQUACY
OF
THIS PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A
CRIMINAL
OFFENSE.
<PAGE>
FEE TABLE
Class A Class B
Shareholder Transaction Expenses
Maximum Sales Load Imposed on Purchases
(as a percentage of offering price) . . . . . 3.00% ---
Maximum Deferred Sales Charge Imposed on Redemptions
(as a percentage of the amount subject to charge) -- 3.00%
Annual Fund Operating Expenses
(as a percentage of average daily net assets)
Management Fees . . . . . . . . . . . . . . . .55% .55%
12b-1 Fees. . . . . . . . . . . . . . . . . . -- .50%
Service Fees. . . . . . . . . . . . . . . . . .25% .25%
Other Expenses. . . . . . . . . . . . . . . . .15% .15%
Total Fund Operating Expenses . . . . . . . . .95% -- 1.45%
Example
An investor would pay the following
expenses on a $1,000 investment,
assuming (1) 5% annual return and
(2) except where noted, redemption at
the end of each time period:
Class A Class B Class B*
1 Year. . . . . $39 $45 $15
3 Years . . . . $59 $66 $46
* Assuming no redemption of Class B shares.
_________________________________________________________________
__
The amounts listed in the example should not be considered
as representative of future expenses and actual expenses may be
greater or less than those indicated. Moreover, while the
example assumes a 5% annual return, the Fund's actual performance
will vary and may result in an actual return greater or less than
5%.
________________________________________________________________
The purpose of the foregoing table is to assist you in
understanding the various costs and expenses that investors will
bear, directly or indirectly, the payment of which will reduce
investors' return on an annual basis. Other Expenses and Total
Fund Operating Expenses are based on estimated amounts for the
current fiscal year. Long-term investors in Class B shares could
pay more in 12b-1 fees than the economic equivalent of paying a
front-end sales charge. The information in the foregoing table
does not reflect any fee waivers or expense reimbursement
arrangements that may be in effect. Certain Service Agents (as
defined below) may charge their clients direct fees for effecting
transactions in Fund shares; such fees are not reflected in the
foregoing table. See "Management of the Fund," "How to Buy Fund
Shares" and "Distribution Plan and Shareholder Services Plan."
ALTERNATIVE PURCHASE METHODS
The Fund offers you two methods of purchasing Fund
shares; you may choose the Class of shares that best suits your
needs, given the amount of your purchase, the length of time you
expect to hold your shares and any other relevant circumstances.
Each Class A and Class B share represents an identical pro rata
interest in the Fund's investment portfolio.
Class A shares are sold at net asset value per share
plus a maximum initial sales charge of 3.00% of the public
offering price imposed at the time of purchase. The initial
sales charge may be reduced or waived for certain purchases. See
"How to Buy Fund Shares--Class A Shares." These shares are
subject to an annual service fee at the rate of .25 of 1% of the
value of the average daily net assets of Class A. See
"Distribution Plan and Shareholder Services Plan--Shareholder
Services Plan."
Class B shares are sold at net asset value per share
with no initial sales charge at the time of purchase; as a
result, the entire purchase price is immediately invested in the
Fund. Class B shares are subject to a maximum 3% contingent
deferred sales charge ("CDSC"), which is assessed only if you
redeem Class B shares within five years of purchase. See "How to
Buy Fund Shares--Class B Shares" and "How to Redeem Fund Shares--
Class B Shares." These shares also are subject to an annual
service fee at the rate of .25 of 1% of the value of the average
daily net assets of Class B. In addition, Class B shares are
subject to an annual distribution fee at the rate of .50 of 1% of
the value of the average daily net assets of Class B. See
"Distribution Plan and Shareholder Services Plan." The
distribution fee paid by Class B will cause such Class to have a
higher expense ratio and to pay lower dividends than Class A.
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 Class, and will no
longer be subject to the distribution fee. 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.
You should consider whether, during the anticipated
life of your investment in the Fund, the accumulated distribution
fee and CDSC on Class B shares prior to conversion would be less
than the initial sales charge on Class A shares purchased at the
same time, and to what extent, if any, such differential would be
offset by the return of Class A. Additionally, investors
qualifying for reduced initial sales charges who expect to
maintain their investment for an extended period of time might
consider purchasing Class A shares because the accumulated
continuing distribution fees on Class B shares may exceed the
initial sales charge on Class A shares during the life of the
investment. Generally, Class A shares may be more appropriate
for investors who invest $100,000 or more in Fund shares.
DESCRIPTION OF THE FUND
Investment Objective--The Fund's goal is to maximize
current income exempt from Federal income tax to the extent
consistent with the preservation of capital. To accomplish this
goal, the Fund will invest primarily in Municipal Obligations
(described below) rated at least Baa by Moody's Investors
Service, Inc. ("Moody's") or BBB by Standard & Poor's Corporation
("S&P") or Fitch Investors Service, Inc. ("Fitch"). The dollar-
weighted average maturity of the Fund's portfolio will range
between three and ten years. The Fund's investment objective
cannot be changed without approval by the holders of a majority
(as defined in the Investment Company Act of 1940) of the Fund's
outstanding voting shares. There can be no assurance that the
Fund's investment objective will be achieved.
Municipal Obligations--Debt securities the interest
from which is, in the opinion of bond counsel to the issuer,
exempt from Federal income tax ("Municipal Obligations")
generally include debt obligations issued to obtain funds for
various public purposes as well as certain industrial development
bonds issued by or on behalf of public authorities. Municipal
Obligations are classified as general obligation bonds, revenue
bonds and notes. General obligation bonds are secured by the
issuer's pledge of its faith, credit and taxing power for the
payment of principal and interest. Revenue bonds are payable
from the revenue derived from a particular facility or class of
facilities or, in some cases, from the proceeds of a special
excise or other specific revenue source, but not from the general
taxing power. Tax exempt industrial development bonds, in most
cases, are revenue bonds that do not carry the pledge of the
credit of the issuing municipality, but generally are guaranteed
by the corporate entity on whose behalf they are issued. Notes
are short-term instruments which are obligations of the issuing
municipalities or agencies and are sold in anticipation of a bond
sale, collection of taxes or receipt of other revenues.
Municipal Obligations include municipal lease/purchase agreements
which are similar to installment purchase contracts for property
or equipment issued by municipalities. Municipal Obligations
bear fixed, floating or variable rates of interest which are
determined in some instances by formulas under which the
Municipal Obligation's interest rate will change directly or
inversely to changes in interest rates of an index, or multiples
thereof, in many cases subject to a maximum and minimum. Certain
Municipal Obligations are subject to redemption at a date earlier
than their stated maturity pursuant to call options, which may be
separated from the related Municipal Obligation and purchased and
sold separately.
Management Policies--It is a fundamental policy of the
Fund that it will invest at least 80% of the value of its net
assets (except when maintaining a temporary defensive position)
in Municipal Obligations. Generally, at least 65% of the value
of the Fund's net assets (except when maintaining a temporary
defensive position) will be invested in bonds and debentures.
At least 70% of the value of the Fund's net assets must
consist of Municipal Obligations which, in the case of bonds, are
rated not lower than Baa by Moody's or BBB by S&P or Fitch. The
Fund may invest up to 30% of the value of its net assets in
Municipal Obligations which, in the case of bonds, are rated
lower than Baa by Moody's and BBB by S&P and Fitch and as low as
the lowest rating assigned by Moody's, S&P or Fitch. The Fund
may invest in short-term Municipal Obligations which are rated in
the two highest rating categories by Moody's, S&P or Fitch. See
"Appendix" in the Statement of Additional Information. Municipal
Obligations rated BBB by S&P and Fitch and Baa by Moody's are
considered investment grade obligations; those rated BBB by S&P
and Fitch are regarded as having an adequate capacity to pay
principal and interest, while those rated Baa by Moody's are
considered medium grade obligations which lack outstanding
investment characteristics may have speculative characteristics
as well. Investments rated Ba or lower by Moody's and BB or
lower by S&P and Fitch ordinarily provide higher yields but
involve greater risk because of their speculative
characteristics. The Fund may invest in Municipal Obligations
rated C by Moody's or D by S&P or Fitch, which is such rating
organizations' lowest rating and indicates that the Municipal
Obligation is in default and interest and/or repayment of
principal is in arrears. See "Risk Factors--Lower Rated Bonds"
below for a further discussion of certain risks. The Fund also
may invest in securities which, while not rated, are determined
by The Dreyfus Corporation to be of comparable quality to the
rated securities in which the Fund may invest; for purposes of
the 70% requirement described in this paragraph, such unrated
securities shall be deemed to have the rating so determined. The
Fund also may invest in Taxable Investments of the quality
described below.
In addition to usual investment practices, the Fund may
use speculative investment techniques such as short-selling and
lending its portfolio securities. The Fund also may purchase,
hold or deal in futures contracts and options on futures
contracts. See "Investment Techniques" below.
The Fund may invest more than 25% of the value of its
total assets in Municipal Obligations which are related in such a
way that an economic, business or political development or change
affecting one such security also would affect the other
securities; for example, securities the interest upon which is
paid from revenues of similar types of projects, or securities
whose issuers are located in the same state. As a result, the
Fund may be subject to greater risk as compared to a fund that
does not follow this practice.
From time to time, the Fund may invest more than 25% of
the value of its total assets in industrial development bonds
which, although issued by industrial development authorities, may
be backed only by the assets and revenues of the non-governmental
users. Interest on Municipal Obligations (including certain
industrial development bonds) which are specified private
activity bonds, as defined in the Internal Revenue Code of 1986,
as amended (the "Code"), issued after August 7, 1986, while
exempt from Federal income tax, is a preference item for the
purpose of the alternative minimum tax. Where a regulated
investment company receives such interest, a proportionate share
of any exempt-interest dividend paid by the investment company
may be treated as such a preference item to shareholders. The
Fund may invest without limitation in such Municipal Obligations
if The Dreyfus Corporation determines that their purchase is
consistent with the Fund's investment objective. See "Risk
Factors--Other Investment Considerations."
The Fund may purchase floating and variable rate demand
notes and bonds, which are tax exempt obligations ordinarily
having stated maturities in excess of one year, but which permit
the holder to demand payment of principal at any time, or at
specified intervals. Variable rate demand notes include master
demand notes which are obligations that permit the Fund to invest
fluctuating amounts, which may change daily without penalty,
pursuant to direct arrangements between the Fund, as lender, and
the borrower. The interest rates on these obligations fluctuate
from time to time. Frequently, such obligations are secured by
letters of credit or other credit support arrangements provided
by banks. Use of letters of credit or other credit support
arrangements will not adversely affect the tax exempt status of
these obligations. Because these obligations are direct lending
arrangements between the lender and borrower, it is not
contemplated that such instruments generally will be traded, and
there generally is no established secondary market for these
obligations, although they are redeemable at face value.
Accordingly, where these obligations are not secured by letters
of credit or other credit support arrangements, the Fund's right
to redeem is dependent on the ability of the borrower to pay
principal and interest on demand. Each obligation purchased by
the Fund will meet the quality criteria established for the
purchase of Municipal Obligations. The Dreyfus Corporation, on
behalf of the Fund, will consider on an ongoing basis the
creditworthiness of the issuers of the floating and variable rate
demand obligations in the Fund's portfolio. The Fund will not
invest more than 15% of the value of its net assets in floating
or variable rate demand obligations as to which the Fund cannot
exercise the demand feature on not more than seven days' notice
if there is no secondary market available for these obligations,
and in other illiquid securities.
The Fund may purchase from financial institutions
participation interests in Municipal Obligations (such as
industrial development bonds and municipal lease/purchase
agreements). A participation interest gives the Fund an
undivided interest in the Municipal Obligation in the proportion
that the Fund's participation interest bears to the total
principal amount of the Municipal Obligation. These instruments
may have fixed, floating or variable rates of interest. If the
participation interest is unrated, the participation interest
will be backed by an irrevocable letter of credit or guarantee of
a bank that the Board of Trustees has determined meets the
prescribed quality standards for banks set forth below, or the
payment obligation otherwise will be collateralized by U.S.
Government securities. For certain participation interests, the
Fund will have the right to demand payment, on not more than
seven days' notice, for all or any part of the Fund's
participation interest in the Municipal Obligation, plus accrued
interest. As to these instruments, the Fund intends to exercise
its right to demand payment only upon a default under the terms
of the Municipal Obligation, as needed to provide liquidity to
meet redemptions, or to maintain or improve the quality of its
investment portfolio. The Fund will not invest more than 15% of
the value of its net assets in participation interests that do
not have this demand feature if there is no secondary market
available for these Participation interests, and in other
illiquid securities.
The Fund may purchase tender option bonds. A tender
option bond is a Municipal Obligation (generally held pursuant to
a custodial arrangement) having a relatively long maturity and
bearing interest at a fixed rate substantially higher than
prevailing short-term tax exempt rates, that has been coupled
with the agreement of a third party, such as a bank, broker-
dealer or other financial institution, pursuant to which such
institution grants the security holders the option, at periodic
intervals, to tender their securities to the institution and
receive the face value thereof. As consideration for providing
the option, the financial institution receives periodic fees
equal to the difference between the Municipal Obligation's fixed
coupon rate and the rate, as determined by a remarketing or
similar agent at or near the commencement of such period, that
would cause the securities, coupled with the tender option, to
trade at par on the date of such determination. Thus, after
payment of this fee, the security holder effectively holds a
demand obligation that bears interest at the prevailing short-
term tax exempt rate. The Dreyfus Corporation, on behalf of the
Fund, will consider on an ongoing basis the creditworthiness of
the issuer of the underlying Municipal Obligation, of any
custodian and of the third party provider of the tender option.
In certain instances and for certain tender option bonds, the
option may be terminable in the event of a default in payment of
principal or interest on the underlying Municipal Obligations and
for other reasons. The Fund will not invest more than 15% of the
value of its net assets in securities that are illiquid, which
would include tender option bonds as to which it cannot exercise
the tender feature on not more than seven days' notice if there
is no secondary market available for these obligations.
The Fund may acquire "stand-by commitments" with
respect to Municipal Obligations held in its portfolio. Under a
stand-by commitment, the Fund obligates a broker, dealer or bank
to repurchase, at the Fund's option, specified securities at a
specified price and, in this respect, stand-by commitments are
comparable to put options. The exercise of a stand-by commitment
therefore, is subject to the ability of the seller to make
payment on demand. The Fund will acquire stand-by commitments
solely to facilitate portfolio liquidity and does not intend to
exercise its rights thereunder for trading purposes. The Fund
may pay for stand-by commitments if such action is deemed
necessary, thus increasing to a degree the cost of the underlying
Municipal Obligation and similarly decreasing such security's
yield to investors. The Fund also may acquire call options on
specific Municipal Obligations. The Fund generally would
purchase these call options to protect the Fund from the issuer
of the related Municipal Obligation redeeming, or other holder of
the call option from calling away, the Municipal Obligation
before maturity. The sale by the Fund of a call option that it
owns on a specific Municipal Obligation could result in the
receipt of taxable income by the Fund.
The Fund may purchase custodial receipts representing
the right to receive certain future principal and interest
payments on Municipal Obligations which underlie the custodial
receipts. A number of different arrangements are possible. In a
typical custodial receipt arrangement, an issuer or a third party
owner of Municipal Obligations deposits such obligations with a
custodian in exchange for two classes of custodial receipts. The
two classes have different characteristics, but, in each case,
payments on the two classes are based on payments received on the
underlying Municipal Obligations. One class has the
characteristics of a typical auction rate security, where at
specified intervals its interest rate is adjusted, and ownership
changes, based on an auction mechanism. This class's interest
rate generally is expected to be below the coupon rate of the
underlying Municipal Obligations and generally is at a level
comparable to that of a Municipal Obligation of similar quality
and having a maturity equal to the period between interest rate
adjustments. The second class bears interest at a rate that
exceeds the interest rate typically borne by a security of
comparable quality and maturity; this rate also is adjusted, but
in this case inversely to changes in the rate of interest of the
first class. If the interest rate on the first class exceeds the
coupon rate of the underlying Municipal Obligations, its interest
rate will exceed the rate paid on the second class. In no event
with the aggregate interest paid with respect to the two classes
exceed the interest paid by the underlying Municipal Obligations.
The value of the second class and similar securities should be
expected to fluctuate more than the value of a Municipal
Obligation of comparable quality and maturity and their purchase
by the Fund should increase the volatility of its net asset value
and, thus, its price per share. These custodial receipts are
sold in private placements. The Fund also may purchase directly
from issuers, and not in a private placement, Municipal
Obligations having characteristics similar to custodial receipts.
These securities may be issued as part of a multi-class offering
and the interest rate on certain classes may be subject to a cap
or floor.
The 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. Such securities may include securities
that are not readily marketable, such as certain securities that
are subject to legal or contractual restrictions on resale and
repurchase agreements providing for settlement in more than seven
days after notice. As to these securities, the 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. However, if a substantial market of
qualified institutional buyers develops pursuant to Rule 144A
under the Securities Act of 1933, as amended, for certain of
these securities held by the Fund, the Fund intends to treat such
securities as liquid securities in accordance with procedures
approved by the Fund's Board of Trustees. Because it is not
possible to predict with assurance how the market for restricted
securities pursuant to Rule 144A will develop, the Fund's Board
of Trustees has directed The Dreyfus Corporation to monitor
carefully the Fund's investments in such securities with
particular regard to trading activity, availability of reliable
price information and other relevant information. To the extent
that, for a period of time, qualified institutional buyers cease
purchasing such restricted securities pursuant to Rule 144A, the
Fund's investing in such securities may have the effect of
increasing the level of illiquidity in the Fund's investments
during such period.
The Fund may invest in zero coupon securities which are
debt securities issued or sold at a discount from their face
value which do not entitle the holder to any periodic payment of
interest prior to maturity or a specified redemption date (or
cash payment date). The amount of the discount varies depending
on the time remaining until maturity or cash payment date,
prevailing interest rates, liquidity of the security and
perceived credit quality of the issuer. Zero coupon securities
also may take the form of debt securities that have been stripped
of their unmatured interest coupons, the coupons themselves and
receipts or certificates representing interests in such stripped
debt obligations and coupons. The market prices of zero coupon
securities generally are more volatile than the market prices of
interest-bearing securities and are likely to respond to a
greater degree to changes in interest rates than interest-bearing
securities having similar maturities and credit qualities. See
"Risk Factors--Lower Rated Bonds" and "--Other Investment
Considerations" below, and "Dividends, Distributions and Taxes"
in the Statement of Additional Information.
From time to time, on a temporary basis other than for
temporary defensive purposes (but not to exceed 20% of the value
of the Fund's net assets) or for temporary defensive purposes,
the Fund may invest in taxable short-term investments ("Taxable
Investments") consisting of: notes of issuers having, at the
time of purchase, a quality rating within the two highest grades
of Moody's, S&P or Fitch; obligations of the U.S. Government, its
agencies or instrumentalities; commercial paper rated not lower
than P-1 by Moody's, A-1 by S&P or F-1 by Fitch; certificates of
deposit of U.S. domestic banks, including foreign branches of
domestic banks, with assets of one billion dollars or more; time
deposits; bankers' acceptances and other short-term bank
obligations; and repurchase agreements in respect of any of the
foregoing. Dividends paid by the Fund that are attributable to
income earned by the Fund from Taxable Investments will be
taxable to investors. See "Dividends, Distributions and Taxes."
Except for temporary defensive purposes, at no time will more
than 20% of the value of the Fund's net assets be invested in
Taxable Investments. Under normal market conditions, the Fund
anticipates that not more than 5% of the value of its total
assets will be invested in any one category of Taxable
Investments. Taxable Investments are more fully described in the
Statement of Additional Information, to which reference hereby is
made.
Investment Techniques--The Fund may employ, among
others, the investment techniques described below. Use of
certain of these techniques may give rise to taxable income.
When-Issued Securities--New issues of Municipal Obligations
usually are offered on a when-issued basis, which means that
delivery and payment for such Municipal Obligations ordinarily
take place within 45 days after the date of the commitment to
purchase. The payment obligation and the interest rate that will
be received on the Municipal Obligations are fixed at the time
the Fund enters into the commitment. The Fund will make
commitments to purchase such Municipal Obligations 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, although any gain realized on such sale would be
taxable. The Fund will not accrue income in respect of a when-
issued security prior to its stated delivery date. No additional
when-issued commitments will be made for the Fund if more than
20% of the value of the Fund's net assets would be so committed.
Municipal Obligations purchased on a when-issued basis
and the securities held in the Fund's portfolio are subject to
changes in value (both 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. Municipal Obligations purchased
on a when-issued basis may expose the Fund to risk because they
may experience such fluctuations prior to their actual delivery.
Purchasing Municipal Obligations on a 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. A segregated account of
the Fund consisting of cash, cash equivalents or U.S. Government
securities or other high quality liquid debt securities at least
equal at all times to the amount of the when-issued commitments
will be established and maintained at the Fund's custodian bank.
Purchasing Municipal Obligations on a 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.
Futures Transactions--In General--The Fund is not a commodity
pool. However, the Fund may engage, to the extent permitted by
applicable regulations, in futures and options on futures
transactions including those related to indexes, as described
below.
The Fund's commodities transactions must constitute
bona fide hedging or other permissible transactions pursuant to
regulations promulgated by the Commodity Futures Trading
Commission. In addition, the Fund may not engage in such
transactions if the sum of the amount of initial margin deposits
and premiums paid for unexpired commodity options, other than for
bona fide hedging transactions, would exceed 5% of the
liquidation value of the Fund's assets, after taking into account
unrealized profits and unrealized losses on such contracts it has
entered into; provided, however, that in the case of an option
that is in-the-money at the time of purchase, the in-the-money
amount may be excluded in calculating the 5%. Pursuant to
regulations and/or published positions of the Securities and
Exchange Commission, the Fund may be required to segregate cash
or high quality money market instruments in connection with its
commodities transactions in an amount generally equal to the
value of the underlying commodity.
Initially, when purchasing or selling futures contracts
the Fund will be required to deposit with its custodian in the
broker's name an amount of cash or cash equivalents up to
approximately 10% of the contract amount. This amount is subject
to change by the exchange or board of trade on which the contract
is traded and members of such exchange or board of trade may
impose their own higher requirements. This amount is known as
"initial margin" and is in the nature of a performance bond or
good faith deposit on the contract which is returned to the Fund
upon termination of the futures position, assuming all
contractual obligations have been satisfied. Subsequent
payments, known as "variation margin," to and from the broker
will be made daily as the price of the index or securities
underlying the futures contract fluctuates, making the long and
short positions in the futures contract more or less valuable, a
process known as "marking-to-market." At any time prior to the
expiration of a futures contract, the Fund may elect to close the
position by taking an opposite position at the then prevailing
price, which will operate to terminate the Fund's existing
position in the contract.
Although the 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 the 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 a substantial loss. If it is
not possible, or the Fund determines not, to close a futures
position in anticipation of adverse price movements, the Fund
will be required to make daily cash payments of variation margin.
In such circumstances, an increase in the value of the portion of
the portfolio being hedged, if any, may offset partially or
completely losses on the futures contract. However, no assurance
can be given that the price of the securities being hedged will
correlate with the price movements in a futures contract and thus
provide an offset to losses on the futures contract.
In addition, to the extent the Fund is engaging in a
futures transaction as a hedging device, due to the risk of an
imperfect correlation between securities in the Fund's portfolio
that are the subject of a hedging transaction and the futures
contract used as a hedging device, it is possible that the hedge
will not be fully effective in that, for example, losses on the
portfolio securities may be in excess of gains on the futures
contract or losses on the futures contract may be in excess of
gains on the portfolio securities that were the subject of the
hedge. In futures contracts based on indexes, the risk of
imperfect correlation increases as the composition of the Fund's
portfolio varies from the composition of the index. In an effort
to compensate for the imperfect correlation of movements in the
price of the securities being hedged and movements in the price
of futures contracts, the Fund may buy or sell futures contracts
in a greater or lesser dollar amount than the dollar amount of
the securities being hedged if the historical volatility of the
futures contract has been less or greater than that of the
securities. Such "over hedging" or "under hedging" may adversely
affect the Fund's net investment results if market movements are
not as anticipated when the hedge is established.
An option on a futures contract gives the purchaser the
right, in return for the premium paid, to assume a position in a
futures contract (a long position if the option is a call and a
short position if the option is a put) at a specified exercise
price at any time during the option exercise period. The writer
of the option is required upon exercise to assume an offsetting
futures position (a short position if the option is a call and a
long position if the option is a put). Upon exercise of the
option, the assumption of offsetting futures positions by the
writer and holder of the option will be accompanied by delivery
of the accumulated cash balance in the writer's futures margin
account which represents the amount by which the market price of
the futures contract, at exercise, exceeds, in the case of a
call, or is less than, in the case of a put, the exercise price
of the option on the futures contract.
Call options sold by the Fund with respect to futures
contracts will be covered by, among other things, entering into a
long position in the same contract at a price no higher than the
strike price of the call option, or by ownership of the
instruments underlying, or instruments the prices of which are
expected to move relatively consistently with the instruments
underlying, the futures contract. Put options sold by the Fund
with respect to futures contracts will be covered when, among
other things, cash or liquid securities are placed in a
segregated account to fulfill the obligation undertaken.
The Fund may utilize municipal bond index futures to
protect against changes in the market value of the Municipal
Obligations in its portfolio or which it intends to acquire.
Municipal bond index futures contracts are based on an index of
long-term Municipal Obligations. The index assigns relative
values to the Municipal Obligations included in an index, and
fluctuates with changes in the market value of such Municipal
Obligations. The contract is an agreement pursuant to which two
parties agree to take or make delivery of an amount of cash based
upon the difference between the value of the index at the close
of the last trading day of the contract and the price at which
the index contract was originally written. The acquisition or
sale of a municipal bond index futures contract enables the Fund
to protect its assets from fluctuations in rates on tax exempt
securities without actually buying or selling such securities.
Interest Rate Futures Contracts and Options on Interest Rate
Futures Contracts--The Fund may purchase and sell interest rate
futures contracts and options on interest rate futures contracts
as a substitute for a comparable market position and to hedge
against adverse movements in interest rates.
To the extent the Fund has invested in interest rate
futures contracts or options on interest rate futures contacts as
a substitute for a comparable market position, the Fund will be
subject to the investment risks of having purchased the
securities underlying the contract.
The Fund may purchase call options on interest rate
futures contracts to hedge against a decline in interest rates
and may purchase put options on interest rate futures contracts
to hedge its portfolio securities against the risk of rising
interest rates.
If the Fund has hedged against the possibility of an
increase in interest rates adversely affecting the value of
securities held in the Fund's portfolio and rates decrease
instead, the Fund will lose part or all of the benefit of the
increased value of the securities which it has hedged because it
will have offsetting losses in its futures positions. In
addition, in such situations, if the Fund has insufficient cash,
it may have to sell securities to meet daily variation margin
requirements at a time when it may be disadvantageous to do so.
These sales of securities may, but will not necessarily, be at
increased prices which reflect the decline in interest rates.
The Fund may sell call options on interest rate futures
contracts to partially hedge against declining prices of its
portfolio securities. If the futures price at expiration of the
option is below the exercise price, the Fund will retain the full
amount of the option premium which provides a partial hedge
against any decline that may have occurred in the Fund's
portfolio holdings. The Fund may sell put options on interest
rate futures contracts to hedge against increasing prices of the
securities which are deliverable upon exercise of the futures
contract. If the futures price at expiration of the option is
higher than the exercise price, the Fund will retain the full
amount of the option premium which provides a partial hedge
against any increase in the price of securities which the Fund
intends to purchase. If a put or call option sold by a Fund is
exercised, the Fund will incur a loss which will be reduced by
the amount of the premium it receives. Depending on the degree
of correlation between changes in the value of its portfolio
securities and changes in the value of its futures positions, the
Fund's losses from existing options on futures may to some extent
be reduced or increased by changes in the value of its portfolio
securities.
The Fund also may sell options on interest rate futures
contracts as part of closing purchase transactions to terminate
its options positions. No assurance can be given that such
closing transactions can be effected or that there will be a
correlation between price movements in the options on interest
rate futures and price movements in the Fund's portfolio
securities which are the subject of the hedge. In addition, the
Fund's purchase of such options will be based upon predictions as
to anticipated interest rate trends, which could prove to be
inaccurate.
Short-Selling--The Fund may make short sales, which are
transactions in which the Fund sells a security it does not own
in anticipation of a decline in the market value of that
security. To complete such a transaction, the Fund must borrow
the security to make delivery to the buyer. The Fund then is
obligated to replace the security borrowed by purchasing it 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. Until the security is replaced, the Fund is
required to pay to the lender amounts equal to any interest or
other distributions which accrue during the period of the loan.
To borrow the security, the Fund also may be required to pay a
premium, which would increase the cost of the security sold. The
proceeds of the short sale will be retained by the broker, to the
extent necessary to meet margin requirements, until the short
position is closed out.
Until the Fund replaces a borrowed security in
connection with a short sale, the Fund will: (a) maintain daily
a segregated account, containing cash or U.S. Government
securities, at such a level that (i) the amount deposited in the
account plus the amount deposited with the broker as collateral
will equal the current value of the security sold short and (ii)
the amount deposited in the segregated account plus the amount
deposited with the broker as collateral will not be less than the
market value of the security at the time it was sold short; or
(b) otherwise cover its short position.
The Fund will incur a loss as a result of the short
sale if the price of the security increases between the date of
the short sale and the date on which the Fund replaces the
borrowed security. The Fund will realize a gain if the security
declines in price between those dates. This result is the
opposite of what one would expect from a cash purchase of a long
position in a security. The amount of any gain will be
decreased, and the amount of any loss increased, by the amount of
any premium or amounts in lieu of interest or other distributions
the Fund may be required to pay in connection with a short sale.
The Fund anticipates that the frequency of short sales
will vary substantially in different periods, and it does not
intend that any specified portion of its assets, as a matter of
practice, will be invested in short sales. However, no
securities will be sold 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 the Fund's net assets.
The Fund may not sell short the securities of any single issuer
listed on a national securities exchange to the extent of more
than 5% of the value of the Fund's net assets. The Fund may not
sell short the securities of any class of an issuer to the
extent, at the time of the transaction, of more than 5% of the
outstanding securities of that class.
In addition to the short sales discussed above, the
Fund may make short sales "against the box," a transaction in
which the Fund enters into a short sale of a security which the
Fund owns. The proceeds of the short sale will be held by a
broker until the settlement date at which time the Fund delivers
the security to close the short position. The Fund receives the
net proceeds from the short sale. The Fund at no time will have
more than 15% of the value of its net assets in deposits on short
sales against the box.
Lending Portfolio Securities--From time to time, the Fund may
lend securities from its portfolio to brokers, dealers and other
financial institutions needing to borrow securities to complete
certain transactions. Such loans may not exceed 33-1/3% of the
value of the Fund's total assets. In connection with such loans,
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. The Fund can
increase its income through the investment of such collateral.
The Fund continues to be entitled to payments in amounts equal to
the interest or other distributions payable on the loaned
security and receives interest on the amount of the loan. Such
loans will be terminable 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.
Certain Fundamental Policies--The Fund may (i) borrow
money from banks, but only for temporary or emergency (not
leveraging) purposes, in an amount up to 15% of the value of the
Fund's total assets (including the amount borrowed) valued at the
lesser of cost or market, less liabilities (not including the
amount borrowed) at the time the borrowing is made. While
borrowings exceed 5% of the Fund's total assets, the Fund will
not make any additional investments; and (ii) invest up to 25% of
the value of its total assets in the securities of issuers in a
single industry, provided that there is no such limitation on
investments in Municipal Obligations and, for temporary defensive
purposes, obligations issued or guaranteed by the U.S.
Government, its agencies or instrumentalities. This paragraph
describes fundamental policies that cannot be changed without
approval by the holders of a majority (as defined in the
Investment Company Act of 1940) of the Fund's outstanding voting
shares. See "Investment Objective and Management Policies--
Investment Restrictions" in the Statement of Additional
Information.
Certain Additional Non-Fundamental Policies--The Fund
may (i) pledge, hypothecate, mortgage or otherwise encumber its
assets, but only to secure permitted borrowings; and (ii) invest
up to 15% of the value of its net assets in repurchase agreements
providing for settlement in more than seven days after notice and
in other illiquid securities (which securities could include, if
there is no secondary market, participation interests (including
municipal lease/purchase agreements) that are not subject to the
demand feature described above and floating and variable rate
demand obligations as to which the Fund cannot exercise the
related demand feature described above and as to which there is
no secondary market). See "Investment Objective and Management
Policies--Investment Restrictions" in the Statement of Additional
Information.
Risk Factors
Lower Rated Bonds--You should carefully consider the
relative risks of investing in the higher yielding (and,
therefore, higher risk) debt securities in which the Fund may
invest up to 30% of the value of its net assets. These are
securities such as those rated Ba by Moody's or BB by S&P or
Fitch or as low as the lowest rating assigned by Moody's, S&P or
Fitch. They generally are not meant for short-term investing and
may be subject to certain risks with respect to the issuing
entity and to greater market fluctuations than certain lower
yielding, higher rated fixed-income securities. Bonds rated Ba
by Moody's are judged to have speculative elements; their future
cannot be considered as well assured and often the protection of
interest and principal payments may be very moderate. Bonds
rated BB by S&P are regarded as having predominantly speculative
characteristics and, while such obligations have less near-term
vulnerability to default than other speculative grade debt, they
face major ongoing uncertainties or exposure to adverse business,
financial or economic conditions which could lead to inadequate
capacity to meet timely interest and principal payments. Bonds
rated BB by Fitch are considered speculative and the payment of
principal and interest may be affected at any time by adverse
economic changes. Bonds rated C by Moody's are regarded as
having extremely poor prospects of ever attaining any real
investment standing. Bonds rated D by S&P are in default and the
payment of interest and/or repayment of principal is in arrears.
Bonds rated DDD, DD or D by Fitch are in actual or imminent
default, are extremely speculative and should be valued on the
basis of their ultimate recovery value in liquidation or
reorganization of the issuer; DDD represents the highest
potential for recovery of such bonds; and D represents the lowest
potential for recovery. Such bonds, though high yielding, are
characterized by great risk. See "Appendix" in the Statement of
Additional Information for a general description of Moody's, S&P
and Fitch ratings of Municipal Obligations. The ratings of
Moody's, S&P and Fitch represent their opinions as to the quality
of the Municipal Obligations which they undertake to rate. It
should be emphasized, however, that ratings are relative and
subjective and, although ratings may be useful in evaluating the
safety of interest and principal payments, they do not evaluate
the market value risk of these bonds. Therefore, although these
ratings may be an initial criterion for selection of portfolio
investments, The Dreyfus Corporation also will evaluate these
securities and the ability of the issuers of such securities to
pay interest and principal. The Fund's ability to achieve its
investment objective may be more dependent on The Dreyfus
Corporation's credit analysis than might be the case for a fund
that invested in higher rated 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.
The market price and yield of bonds rated Ba or lower
by Moody's and BB or lower by S&P and Fitch are more volatile
than those of higher rated bonds. Factors adversely affecting
the market price and yield of these securities will adversely
affect the Fund's net asset value. In addition, the retail
secondary market for these bonds may be less liquid than that of
higher rated bonds; adverse market 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.
The Fund may invest up to 5% of the value of its net
assets in zero coupon securities and pay-in-kind bonds (bonds
which pay interest through the issuance of additional bonds)
rated Ba or lower by Moody's and BB or lower by S&P and Fitch.
These securities may be subject to greater fluctuations in value
due to changes in interest rates than interest-bearing securities
and thus may be considered more speculative than comparably rated
interest-bearing securities. See "Other Investment
Considerations" below, and "Investment Objective and Management
Policies--Risk Factors--Lower Rated Bonds" and "Dividends,
Distributions and Taxes" in the Statement of Additional
Information.
Other Investment Considerations--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. Certain securities that may
be purchased by the Fund, such as those with interest rates that
fluctuate directly or indirectly based on multiples of a stated
index, are designed to be highly sensitive to changes in interest
rates and can subject the holders thereof to extreme reductions
of yield and possibly loss of principal. The values of fixed-
income securities also may be affected by changes in the credit
rating or financial condition of the issuing entities. The
Fund's net asset value generally will not be stable and should
fluctuate based upon changes in the value of the Fund's portfolio
securities. Securities in which the Fund invests may earn a
higher level of current income than certain shorter-term or
higher quality securities which generally have greater liquidity,
less market risk and less fluctuation in market value.
Federal income tax law requires the holder of a zero
coupon security or of certain pay-in kind bonds to accrue income
with respect to these securities prior to the receipt of cash
payments. To maintain its qualification as a regulated
investment company and avoid liability for Federal income taxes,
the Fund may be required to distribute such income accrued with
respect to these securities and may have to dispose of portfolio
securities under disadvantageous circumstances in order to
generate cash to satisfy these distribution requirements.
Certain municipal lease/purchase obligations in which
the Fund may invest may contain "non-appropriation" clauses which
provide that the municipality has no obligation to make lease
payments in future years unless money is appropriated for such
purpose on a yearly basis. Although "non-appropriation"
lease/purchase obligations are secured by the leased property,
disposition of the leased property in the event of foreclosure
might prove difficult. In evaluating the credit quality of a
municipal lease/purchase obligation that is unrated, The Dreyfus
Corporation will consider, on an ongoing basis, a number of
factors including the likelihood that the issuing municipality
will discontinue appropriating funding for the leased property.
Certain provisions in the Code relating to the issuance
of Municipal Obligations may reduce the volume of Municipal
Obligations qualifying for Federal tax exemption. One effect of
these provisions could be to increase the cost of the Municipal
Obligations available for purchase by the Fund and thus reduce
the available yield. Shareholders should consult their tax
advisers concerning the effect of these provisions on an
investment in the Fund. Proposals that may restrict or eliminate
the income tax exemption for interest on Municipal Obligations
may be introduced in the future. If any such proposal were
enacted that would reduce the availability of Municipal
Obligations for investment by the Fund so as to adversely affect
Fund shareholders, the Fund would reevaluate its investment
objective and policies and submit possible changes in the Fund's
structure to shareholders for their consideration. If
legislation were enacted that would treat a type of Municipal
Obligation as taxable, the Fund would treat such security as a
permissible Taxable Investment within the applicable limits set
forth herein.
The Fund's classification as a "non-diversified"
investment company means that the proportion of the Fund's assets
that may be invested in the securities of a single issuer is not
limited by the Investment Company Act of 1940. A "diversified"
investment company is required by the Investment Company Act of
1940 generally to invest, with respect to 75% of its total
assets, not more than 5% of such assets in the securities of a
single issuer. However, the Fund intends to conduct its
operations so as to qualify as a "regulated investment company"
for purposes of the Code, which requires that, at the end of each
quarter of its taxable year, (i) at least 50% of the market value
of the Fund's total assets be invested in cash, U.S. Government
securities, the securities of other regulated investment
companies and other securities, with such other securities of any
one issuer limited for the purposes of this calculation to an
amount not greater than 5% of the value of the Fund's total
assets, and (ii) not more than 25% of the value of its total
assets be invested in the securities of any one issuer (other
than U.S. Government securities or the securities of other
regulated investment companies). Since a relatively high
percentage of the Fund's assets may be invested in the securities
of a limited number of issuers, the Fund's portfolio securities
may be more susceptible to any single economic, political or
regulatory occurrence than the portfolio securities of a
diversified investment company.
Investment decisions for the Fund are made
independently from those of other investment companies advised by
The Dreyfus Corporation. However, if such other investment
companies are prepared to invest in, or desire to dispose of,
Municipal Obligations or Taxable Investments at the same time as
the Fund, available investments or opportunities for sales will
be allocated equitably to each investment company. In some
cases, this procedure may adversely affect the size of the
position obtained for or disposed of by the Fund or the price
paid or received by the Fund.
MANAGEMENT OF THE FUND
The Dreyfus Corporation, located at 200 Park Avenue,
New York, New York 10166, was formed in 1947 and serves as the
Fund's investment adviser. As of March 31, 1994, The Dreyfus
Corporation managed or administered approximately $74 billion in
assets for more than 1.9 million investor accounts nationwide.
The Dreyfus Corporation supervises and assists in the
overall management of the Fund's affairs under a Management
Agreement with the Fund, subject to the overall authority of the
Fund's Board of Trustees in accordance with Massachusetts law.
The Fund's primary investment officer will be Richard J.
Moynihan. The Fund's other investment officers are identified
under "Management of the Fund" in the Fund's Statement of
Additional Information. The Dreyfus Corporation also provides
research services for the Fund as well as for other funds advised
by The Dreyfus Corporation through a professional staff of
portfolio managers and security analysts.
Under the terms of the Management Agreement, the Fund
has agreed to pay The Dreyfus Corporation a monthly fee at the
annual rate of .55 of 1% of the value of the Fund's average daily
net assets. From time to time, The Dreyfus Corporation may waive
receipt of its fees and/or voluntarily assume certain expenses of
the Fund, which would have the effect of lowering the overall
expense ratio of the Fund and increasing yield to investors at
the time such amounts are waived or assumed, as the case may be.
The Fund will not pay The Dreyfus Corporation at a later time for
any amounts it may waive, nor will the Fund reimburse The Dreyfus
Corporation for any amounts it may assume.
All expenses incurred in the operation of the Fund will
be borne by the Fund, except to the extent specifically assumed
by The Dreyfus Corporation. The expenses to be borne by the Fund
will include: organizational costs, taxes, interest, loan
commitment fees, interest and distributions paid on securities
sold short, brokerage fees and commissions, if any, fees of
Trustees who are not officers, directors, employees or holders of
5% or more of the outstanding voting securities of The Dreyfus
Corporation, Securities and Exchange Commission fees, state Blue
Sky qualification fees, advisory fees, charges of custodians,
transfer and dividend disbursing agents' fees, certain insurance
premiums, industry association fees, outside auditing and legal
expenses, costs of independent pricing services, costs of
maintaining the Fund's existence, costs attributable to investor
services (including, without limitation, telephone and personnel
expenses), costs of shareholders' reports and meetings, and any
extraordinary expenses. Class A and Class B shares are subject
to an annual service fee for ongoing personal services relating
to shareholder accounts and services related to the maintenance
of shareholder accounts. In addition, Class B shares are subject
to an annual distribution fee for advertising, marketing and
distributing Class B shares pursuant to a distribution plan
adopted in accordance with Rule 12b-1 under the Investment
Company Act of 1940. See "Distribution Plan and Shareholder
Services Plan."
The Shareholder Services Group, Inc., a subsidiary of
First Data Corporation, P.O. Box 9671, Providence, Rhode Island
02940-9671, is the Fund's Transfer and Dividend Disbursing Agent
(the "Transfer Agent"). The Bank of New York, 110 Washington
Street, New York, New York 10286, is the Fund's Custodian.
HOW TO BUY FUND SHARES
General--The Fund's distributor is Dreyfus Service Corporation, a
wholly-owned subsidiary of The Dreyfus Corporation located at 200
Park Avenue, New York, New York 10166. The shares it distributes
are not deposits or obligations of The Dreyfus Security Savings
Bank, F.S.B. and therefore are not insured by the Federal Deposit
Insurance Corporation.
Fund shares may be purchased only by clients of certain
financial institutions (which may include banks), securities
dealers and other industry professionals (collectively, "Service
Agents"), except that full-time or part-time employees of The
Dreyfus Corporation or any of its affiliates or subsidiaries,
directors of The Dreyfus Corporation, Board members of a fund
advised by The Dreyfus Corporation, including members of the
Fund's Board, or the spouse or minor child of any of the
foregoing may purchase Class A shares directly through Dreyfus
Service Corporation. Subsequent purchases may be sent directly
to the Transfer Agent or your Service Agent. 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 this Prospectus, and to the
extent permitted by applicable regulatory authority, may charge
their clients direct fees which would be in addition to any
amounts which might be received under the Shareholder Services
Plan. Each Service Agent has agreed to transmit to its clients a
schedule of such fees. You should consult your Service Agent in
this regard.
When purchasing Fund shares, you must specify whether
the purchase is for Class A or Class B shares. Share
certificates are issued only upon your written request. No
certificates are issued for fractional shares. It is not
recommended that the Fund be used as a vehicle for Keogh, IRA or
other qualified retirement plans. The Fund reserves the right to
reject any purchase order.
The minimum initial investment is $1,000. Subsequent
investments must be at least $100. The initial investment must
be accompanied by the Fund's Account Application.
You may purchase Fund shares by check or wire, or
through the TeleTransfer Privilege described below. Checks
should be made payable to "Premier Limited Term Municipal Bond
Fund." Payments to open new accounts which are mailed should be
sent to Premier Limited Term Municipal Bond Fund, P.O. Box 9387,
Providence, Rhode Island 02940-9387, together with your Account
Application indicating which Class of shares is being purchased.
For subsequent investments, your Fund account number should
appear on the check and an investment slip should be enclosed and
sent to Premier Limited Term Municipal Bond Fund, P.O. Box 105,
Newark, New Jersey 07101-0105. Neither initial nor subsequent
investments should be made by third party check. Wire payments
may be made if your bank account is in a commercial bank that is
a member of the Federal Reserve System or any other bank having a
correspondent bank in New York City. Immediately available funds
may be transmitted by wire to The Bank of New York,
DDA 8900088249/Premier Limited Term Municipal Bond Fund - Class A
shares, or DDA 8900115416/Premier Limited Term Municipal Bond
Fund - Class B shares, as the case may be, for purchase of Fund
shares in your name. The wire must include your Fund account
number (for new accounts, please include your Taxpayer
Identification Number ("TIN") instead), account registration and
dealer number, if applicable. If your initial purchase of Fund
shares is by wire, please call 1-800-645-6561 after completing
your wire payment to obtain your Fund account number. Please
include your Fund account number on the Fund's Account
Application and promptly mail the Account Application to the
Fund, as no redemptions will be permitted until the Account
Application is received. Further information about remitting
funds in this manner may be obtained from your bank. All
payments should be made in U.S. dollars and, to avoid fees and
delays, should be drawn only on U.S. banks. A charge will be
imposed if any check used for investment in your account does not
clear. The Fund makes available to certain large institutions
the ability to issue purchase instructions through compatible
computer facilities.
Subsequent investments also may be made by electronic
transfer of funds from an account maintained in a bank or other
domestic financial institution that is an Automated Clearing
House member. You must direct the institution to transmit
immediately available funds through the Automated Clearing House
to The Bank of New York with instructions to credit your Fund
account. The instructions must specify your Fund account
registration and your Fund account number preceded by the digits
"1111."
Fund shares are sold on a continuous basis. Net asset
value per share of each Class 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 assets less
liabilities) by the total number of shares of such Class
outstanding. The Fund's investments are valued each business day
by an independent pricing service approved by the Board of
Trustees and are valued at fair value as determined by the
pricing service. The pricing service's procedures are reviewed
under the general supervision of the Board of Trustees. For
further information regarding the methods employed in valuing the
Fund's investments, see "Determination of Net Asset Value" in the
Fund's Statement of Additional Information.
Federal regulations require that you provide a
certified TIN upon opening or reopening an account. See
"Dividends, Distributions and Taxes" and the Fund's Account
Application for further information concerning this requirement.
Failure to furnish a certified TIN to the Fund could subject you
to a $50 penalty imposed by the Internal Revenue Service (the
"IRS").
If an order is received in proper form by the Transfer
Agent by the close of trading on the floor of the New York Stock
Exchange (currently 4:00 p.m., New York time) on any business
day, 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 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 Dreyfus
Service Corporation 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 Dreyfus Service Corporation before
the close of its business day.
Class A Shares--The public offering price for Class A shares is
the net asset value per share of that Class plus a sales load as
shown below:
<TABLE>
<CAPTION>
<S> <C> <C>
TOTAL SALES LOAD
As a % of As a % of net Dealers' Reallowance
offering price asset value as a % of
AMOUNT OF TRANSACTION PER SHARE PER SHARE OFFERING PRICE
Less than $100,000 . . 3.00 3.10 2.75
$100,000 to less than $250,000 2.75 2.80 2.50
$250,000 to less than $500,000 2.25 2.30 2.00
$500,000 to less than $1,000,000 2.00 2.00 1.75
$1,000,000 and over 1.00 1.00 1.00
</TABLE>
Full-time employees of NASD member firms and full-time
employees of other financial institutions that have entered into
an agreement with Dreyfus Service Corporation 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 Fund 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
Dreyfus Service Corporation 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 Dreyfus
Corporation or any of its affiliates or subsidiaries, directors
of The Dreyfus Corporation, Board members of a fund advised by
The Dreyfus Corporation, including members of the Fund's Board,
or the spouse or minor child of any of the foregoing.
The dealer reallowance may be changed from time to time
but will remain the same for all dealers. Dreyfus Service
Corporation, at its expense, may provide additional promotional
incentives to dealers that sell shares of funds advised by The
Dreyfus Corporation which are sold with a sales load, such as the
Fund. In some instances, those incentives may be offered only to
certain dealers who have sold or may sell significant amounts of
shares.
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
under "How to Redeem Fund Shares." Dreyfus Service Corporation
compensates certain Service Agents for selling Class B shares at
the time of purchase from Dreyfus Service Corporation's own
assets. The proceeds of the CDSC and the distribution fee, in
part, are used to defray these expenses.
Right of Accumulation--Class A Shares--Reduced sales loads apply
to any purchase of Class A shares, shares of other funds in the
Family of Premier Funds, shares of certain other funds advised by
The Dreyfus Corporation which are sold with a sales load and
shares acquired by a previous exchange of shares purchased with a
sales load (hereinafter referred to as "Eligible Funds"), by you
and any related "purchaser" as defined in the Statement of
Additional Information, where the aggregate investment, including
such purchase, is $100,000 or more. If, for example, you
previously purchased and still hold Class A shares of the Fund,
or of any other Eligible Fund or combination thereof, with an
aggregate current market value of $90,000 and subsequently
purchase Class A shares of the Fund or an Eligible Fund having a
current value of $20,000, the sales load applicable to the
subsequent purchase would be reduced to 2.75% of the offering
price. 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 for reduced sales loads, at the time of
purchase you or your Service Agent must notify Dreyfus Service
Corporation 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.
TeleTransfer Privilege--You may purchase Fund shares (minimum
$500, maximum $150,000 per day) by telephone if you have checked
the appropriate box and supplied the necessary information on the
Fund's 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 member
may be so designated. The Fund may modify or terminate this
Privilege at any time or charge a service fee upon notice to
shareholders. No such fee currently is contemplated.
If you have selected the TELETRANSFER Privilege, you
may request a TELETRANSFER Purchase of Fund shares by telephoning
1-800-221-4060 or, if you are calling from overseas, call 1-401-
455-3306. Shares issued in certificate form are not eligible for
this Privilege.
SHAREHOLDER SERVICES
The services and privileges described under this
heading may not be available to clients of certain Service Agents
and some Service Agents may impose certain conditions on their
clients which are different from those in this Prospectus. You
should consult your Service Agent in this regard.
Exchange Privilege--The Exchange Privilege enables clients of
certain Service Agents to purchase, in exchange for Class A or
Class B shares of the Fund, shares of the same Class in certain
other funds managed or administered by The Dreyfus Corporation,
to the extent such shares are offered for sale in your state of
residence. These funds have different investment objectives
which may be of interest to you. If you desire to use this
Privilege, you should consult your Service Agent or Dreyfus
Service Corporation to determine if it is available and whether
any conditions are imposed on its use.
To use this Privilege, your Service Agent acting on
your behalf must give exchange instructions to the Transfer Agent
in writing, by wire or by telephone. If you previously have
established the Telephone Exchange Privilege, you may telephone
exchange instructions by calling 1-800-221-4060 or, if you are
calling from overseas, call 1-401-455-3306. See "How to Redeem
Fund Shares--Procedures." Before any exchange, you must obtain
and should review a copy of the current prospectus of the fund
into which the exchange is being made. Prospectuses may be
obtained from Dreyfus Service Corporation. Except in the case of
Personal Retirement Plans, the shares being exchanged must have a
current value of at least $500; furthermore, when establishing a
new account by exchange, the shares being exchanged must have a
value of at least the minimum initial investment required for the
fund into which the exchange is being made. Telephone exchanges
may be made only if the appropriate "YES" box has been checked on
the Account Application, or a separate signed Shareholder
Services Form is on file with the Transfer Agent. Upon an
exchange into a new account, the following shareholder services
and privileges, as applicable and where available, will be
automatically carried over to the fund into which the exchange is
made; Exchange Privilege, Check Redemption Privilege,
TELETRANSFER Privilege and the dividend/capital gain distribution
option (except for the Dividend Sweep Privilege) selected by the
investor.
Shares will be exchanged at the next determined net
asset value; however, a sales load may be charged with respect to
exchanges of Class A shares into funds sold with a sales load.
No CDSC will be imposed on Class B shares at the time of an
exchange; however, Class B shares acquired through an exchange
will be subject on redemption to the higher CDSC applicable to
the exchanged or acquired shares. The CDSC applicable on
redemption of the acquired Class B shares will be calculated from
the date of the initial purchase of the Class B shares exchanged.
If you are exchanging Class A shares into a fund that charges a
sales load, you may qualify for share prices which do not include
the sales load or which reflect a reduced sales load, if the
shares of the fund from which you are exchanging were: (a)
purchased with a sales load, (b) acquired by a previous exchange
from shares purchased with a sales load, or (c) acquired through
reinvestment of dividends or distributions paid with respect to
the foregoing categories of shares. To qualify, at the time of
your exchange your Service Agent must notify Dreyfus Service
Corporation. Any such qualification is subject to confirmation
of your holdings through a check of appropriate records. See
"Shareholder Services" in the Statement of Additional
Information. No fees currently are charged shareholders directly
in connection with exchanges, although the Fund reserves the
right, upon not less than 60 days' written notice, to charge
shareholders a nominal fee in accordance with rules promulgated
by the Securities and Exchange Commission. The Fund reserves the
right to reject any exchange request in whole or in part. The
Exchange Privilege may be modified or terminated at any time upon
notice to shareholders.
The exchange of shares of one fund for shares of
another is treated for Federal income tax purposes as a sale of
the shares given in exchange by the shareholder and, therefore,
an exchanging shareholder may realize a taxable gain or loss.
Auto-Exchange Privilege--Auto-Exchange Privilege enables you to
invest regularly (on a semi-monthly, monthly, quarterly or annual
basis), in exchange for Class A or Class B shares of the Fund, in
shares of the same Class of other funds in the Premier Family of
Funds or certain other funds in the Dreyfus Family of Funds of
which you are currently an investor. The amount you designate,
which can be expressed either in terms of a specific dollar or
share amount ($100 minimum), will be exchanged automatically on
the first and/or fifteenth day of the month according to the
schedule you have selected. Shares will be exchanged at the
then-current net asset value; however, a sales load may be
charged with respect to exchanges of Class A shares into funds
sold with a sales load. No CDSC will be imposed on Class B
shares at the time of an exchange; however, Class B shares
acquired through an exchange will be subject on redemption to the
higher CDSC applicable to the exchanged or acquired shares. The
CDSC applicable on redemption of the acquired Class B shares will
be calculated from the date of the initial purchase of the Class
B shares exchanged. See "Shareholder Services" in the Statement
of Additional Information. The right to exercise this Privilege
may be modified or canceled by the Fund or the Transfer Agent.
You may modify or cancel your exercise of this Privilege at any
time by mailing written notification to Premier Limited Term
Municipal Bond Fund, P.O. Box 9671, Providence, Rhode Island
02940-9671. The Fund may charge a service fee for the use of
this Privilege. No such fee currently is contemplated. The
exchange of shares of one fund for shares of another is treated
for Federal income tax purposes as a sale of the shares given in
exchange by the shareholder and, therefore, an exchanging
shareholder may realize a taxable gain or loss. For more
information concerning this Privilege and the funds in the
Premier Family of Funds or Dreyfus Family of Funds eligible to
participate in this Privilege, or to obtain an Auto-Exchange
Authorization Form, please call toll free 1-800-645-6561.
AUTOMATIC Asset Builder--Automatic Asset Builder permits you to
purchase Fund shares (minimum of $100 and a 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. At your option, the bank account designated
by you will be debited in the specified amount, and Fund shares
will be purchased, once a month, on either the first or fifteenth
day, or twice a month, on both days. Only an account maintained
at a domestic financial institution which is an Automated
Clearing House member may be so designated. To establish an
Automatic Asset Builder account, you must file an authorization
form with the Transfer Agent. You may obtain the necessary
authorization form from Dreyfus Service Corporation. You may
cancel your participation in this Privilege or change the amount
of purchase at any time by mailing written notification to
Premier Tax Exempt Intermediate Bond Fund, P.O. Box 6527,
Providence, Rhode Island 02940-6527, and the notification will be
effective three business days following receipt. The Fund may
modify or terminate this Privilege at any time or charge a
service fee. No such fee currently is contemplated.
Government Direct Deposit Privilege--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 Federal government automatically deposited into your
Fund account. You may deposit as much of such payments as you
elect. To enroll in Government Direct Deposit, you must file
with the Transfer Agent a completed Direct Deposit Sign-Up Form
for each type of payment that you desire to include in the
Privilege. The appropriate form may be obtained from Dreyfus
Service Corporation or your Service Agent. Death or legal
incapacity will terminate your participation in this Privilege.
You may elect at any time to terminate your participation by
notifying in writing the appropriate Federal agency. Further,
the Fund may terminate your participation upon 30 days' notice to
you.
Dividend Sweep Privilege--Dividend Sweep Privilege enables you to
invest automatically dividends or dividends and capital gain
distributions, if any, paid by the Fund in shares of the same
Class of another fund in the Premier Family of Funds or the
Dreyfus Family of Funds of which you are a shareholder. Shares
of the other fund will be purchased at the then-current net asset
value; however, a sales load may be charged with respect to
investments in shares of a fund sold with a sales load. If you
are investing in a fund that charges a sales load, you may
qualify for share prices which do not include the sales load or
which reflect a reduced sales load. If you are investing in a
fund that charges a CDSC, the shares purchased will be subject on
redemption to the CDSC, if any, applicable to the purchased
shares. See "Shareholder Services" in the Statement of
Additional Information. For more information concerning this
Privilege and the funds in the Premier Family of Funds or the
Dreyfus Family of Funds eligible to participate in this
Privilege, or to request a Dividend Options Form, please call
toll free 1-800-645-6561. You may cancel this Privilege by
mailing written notification to Premier Limited Term Municipal
Bond Fund, P.O. Box 9671, Providence, Rhode Island 02940-9671.
To select a new fund after cancellation, you must submit a new
authorization form. Enrollment in or cancellation of this
Privilege is effective three business days following receipt.
This Privilege is available only for existing accounts and may
not be used to open new accounts. Minimum subsequent investments
do not apply. The Fund may modify or terminate this Privilege at
any time or charge a service fee. No such fee currently is
contemplated.
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. An application for the Automatic
Withdrawal Plan can be obtained from Dreyfus Service Corporation.
There is a service charge of 50 cents for each withdrawal check. The
Automatic Withdrawal Plan may be ended at any time by you, the
Fund or the Transfer Agent. Shares for which certificates have
been issued may not be redeemed through the Automatic Withdrawal
Plan.
Class B shares withdrawn pursuant to the Automatic
Withdrawal Plan will be subject to any applicable CDSC.
Purchases of additional Class A shares where a sales load is
imposed concurrently with withdrawals of Class A shares generally
are undesirable.
Letter of Intent--Class A Shares--By signing a Letter of Intent
form, available from Dreyfus Service Corporation, 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 shares 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 shares, you must indicate your intention to do
so under a Letter of Intent. Purchases pursuant to a Letter of
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.
HOW TO REDEEM FUND SHARES
General--You may request redemption of your Class A or Class B
shares at any time. Redemption requests should be transmitted to
the Transfer Agent as described below. When a request is
received in proper form, the Fund will redeem the shares at the
next determined net asset value as described below. If you hold
Fund shares of more than one Class, any request for redemption
must specify the Class of shares being redeemed. If you fail to
specify the Class of shares to be redeemed or if you own fewer
shares of the Class than specified to be redeemed, the redemption
request may be delayed until the Transfer Agent receives further
instructions from you or your Service Agent.
The Fund imposes no charges (other than any applicable
CDSC with respect to Class B shares) when shares are redeemed
directly through Dreyfus Service Corporation. Service Agents may
charge a nominal fee for effecting redemptions of Fund shares.
Any certificates representing Fund shares being redeemed must be
submitted with the redemption request. The value of the shares
redeemed may be more or less than their original cost, depending
upon the Fund's then-current net asset value.
The Fund ordinarily will make payment for all shares
redeemed within seven days after receipt by the Transfer Agent of
a redemption request in proper form, except as provided by the
rules of the Securities and Exchange Commission. HOWEVER, IF YOU
HAVE PURCHASED FUND SHARES BY CHECK, BY THE TELETRANSFER
PRIVILEGE OR THROUGH AUTOMATIC ASSET BUILDER AND SUBSEQUENTLY
SUBMIT A WRITTEN REDEMPTION REQUEST TO THE TRANSFER AGENT, THE
REDEMPTION PROCEEDS WILL BE TRANSMITTED TO YOU PROMPTLY UPON BANK
CLEARANCE OF YOUR PURCHASE CHECK, TELETRANSFER PURCHASE OR
AUTOMATIC ASSET BUILDER ORDER, WHICH MAY TAKE UP TO EIGHT
BUSINESS DAYS OR MORE. IN ADDITION, THE FUND WILL NOT HONOR
REDEMPTION CHECKS UNDER THE CHECK REDEMPTION PRIVILEGE, AND WILL
REJECT REQUESTS TO REDEEM SHARES PURSUANT TO THE TELETRANSFER
PRIVILEGE, FOR A PERIOD OF EIGHT BUSINESS DAYS AFTER RECEIPT BY
THE TRANSFER AGENT OF THE PURCHASE CHECK, THE TELETRANSFER
PURCHASE OR THE AUTOMATIC ASSET BUILDER ORDER AGAINST WHICH SUCH
REDEMPTION IS REQUESTED. THESE PROCEDURES WILL NOT APPLY IF YOUR
SHARES WERE PURCHASED BY WIRE PAYMENT, OR IF YOU OTHERWISE HAVE A
SUFFICIENT COLLECTED BALANCE IN YOUR ACCOUNT TO COVER THE REDEMP-
TION REQUEST. PRIOR TO THE TIME ANY REDEMPTION IS EFFECTIVE,
DIVIDENDS ON SUCH SHARES WILL ACCRUE AND BE PAYABLE, AND YOU WILL
BE ENTITLED TO EXERCISE ALL OTHER RIGHTS OF BENEFICIAL OWNERSHIP.
Fund shares will not be redeemed until the Transfer Agent has
received your Account Application.
The Fund reserves the right to redeem your account at
its option upon not less than 30 days' written notice if your
account's net asset value is $500 or less and remains so during
the notice period.
Contingent Deferred Sales Charge--Class B Shares--A CDSC payable
to Dreyfus Service Corporation 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 of the Fund 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:
CDSC as a
% of Amount
Year Since Invested or
Purchase Payment Redemption
WAS MADE PROCEEDS
First . . . . . . . . . . . . . . . . . . . . . . . . . . 3.00
Second. . . . . . . . . . . . . . . . . . . . . . . . . . 3.00
Third . . . . . . . . . . . . . . . . . . . . . . . . . . 2.00
Fourth. . . . . . . . . . . . . . . . . . . . . . . . . . 2.00
Fifth . . . . . . . . . . . . . . . . . . . . . . . . . . 1.00
Sixth . . . . . . . . . . . . . . . . . . . . . . . . . . 0.00
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 amount of payments for the purchase of
Class B shares made during the preceding five years; then of
amounts representing the cost of shares purchased five years
prior to the redemption; and finally, of amounts representing the
cost of shares held for the longest period of time within the
applicable five-year period.
For example, assume an investor purchased 100 shares at
$10 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 his or her 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
represents appreciation ($260). Therefore, $240 of the $500
redemption proceeds ($500 minus $260) would be charged at a rate
of 3% (the applicable rate in the second year after purchase) for
a total CDSC of $7.20.
Waiver of CDSC--The CDSC will 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 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 initial investment in the Dreyfus Family of
Funds or other products made available through Dreyfus Service
Corporation exceeds one million dollars, (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 by such shareholders as the Securities and Exchange
Commission or its staff may permit. If the Fund's Trustees
determine to discontinue the waiver of the CDSC, the disclosure
in the Fund's prospectus 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 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 Dreyfus Service Corporation. Any such
qualification is subject to confirmation of your entitlement.
Procedures--You may redeem shares by using the regular redemption
procedure through the Transfer Agent, using the Check Redemption
Privilege with respect to Class A shares only, through the
TELETRANSFER Privilege or, if you are a client of a Selected
Dealer, through the Selected Dealer. If you have given your
Service Agent authority to instruct the Transfer Agent to redeem
shares and to credit the proceeds of such redemptions to a
designated account at your Service Agent, you may redeem shares
only in this manner and in accordance with the regular redemption
procedure described below. If you wish to use the other
redemption methods described below, you must arrange with your
Service Agent for delivery of the required application(s) to the
Transfer Agent. Other redemption procedures may be in effect for
clients of certain Service Agents. The Fund makes available to
certain large institutions the ability to issue redemption
instructions through compatible computer facilities.
Your redemption request may direct that the redemption
proceeds be used to purchase shares of other funds advised or
administered by The Dreyfus Corporation that are not available
through the Exchange Privilege. The applicable CDSC will be
charged upon the redemption of Class B shares. Your redemption
proceeds will be invested in shares of the other fund on the next
business day. Before you make such a request, you must obtain
and should review a copy of the current prospectus of the fund
being purchased. Prospectuses may be obtained from Dreyfus
Service Corporation. The prospectus will contain information
concerning minimum investment requirements and other conditions
that may apply to your purchase.
You may redeem or exchange Fund shares by telephone if
you have checked the appropriate box on the Fund's Account
Application or have filed a Shareholder Services Form with the
Transfer Agent. If you select a telephone redemption or exchange
privilege, you authorize the Transfer Agent to act on telephone
instructions 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. The Fund will
require the Transfer Agent to employ reasonable procedures, such
as requiring a form of personal identification, to confirm that
instructions are genuine and, if it does not follow such
procedures, the Fund or the Transfer Agent may be liable for any
losses due to unauthorized or fraudulent instructions. Neither
the Fund nor the Transfer Agent will be liable for following
telephone instructions reasonably believed to be genuine.
During times of drastic economic or market conditions,
you may experience difficulty in contacting the Transfer Agent by
telephone to request a TELETRANSFER redemption or an exchange of
Fund shares. In such cases, you should consider using the other
redemption procedures described herein. Use of these other
redemption procedures may result in your redemption request being
processed at a later time than it would have been if TELETRANSFER
redemption had been used. During the delay, the Fund's net asset
value may fluctuate.
Regular Redemption--Under the regular redemption procedure, you
may redeem shares by written request mailed to Premier Limited
Term Municipal Bond Fund, P.O. Box 9671, Providence, Rhode Island
02940-9671. Written redemption requests must specify the Class
of shares being redeemed. Redemption requests must be signed by
each shareholder, including each owner of a joint account, and
each signature must be guaranteed. The Transfer Agent has
adopted standards and procedures pursuant to which signature-
guarantees in proper form generally will be accepted from
domestic banks, brokers, dealers, credit unions, national
securities exchanges, registered securities associations,
clearing agencies and savings associations, as well as from
participants in the New York Stock Exchange Medallion Signature
Program, the Securities Transfer Agents Medallion Program
("STAMP") and the Stock Exchanges Medallion Program. If you have
any questions with respect to signature-guarantees, please
contact your Service Agent or call the telephone number listed on
the cover of this Prospectus.
Redemption proceeds of at least $1,000 will be wired to
any member bank of the Federal Reserve System in accordance with
a written signature-guaranteed request.
Check Redemption Privilege--Class A Shares--If you hold Class A
shares, you may request on the Account Application, Shareholder
Services Form or by later written request that the Fund provide
Redemption Checks drawn on the Fund's account. Redemption Checks
may be made payable to the order of any person in the amount of
$500 or more. Potential fluctuations in the net asset value of
Class A shares should be considered in determining the amount of
the check. Redemption Checks should not be used to close your
account. Redemption Checks are free, but the Transfer Agent will
impose a fee for stopping payment of a Redemption Check upon your
request or if the Transfer Agent cannot honor the Redemption
Check due to insufficient funds or other valid reason. Class A
shares for which certificates have been issued may not be
redeemed by Redemption Check. This Privilege may be modified or
terminated at any time by the Fund or the Transfer Agent upon
notice to holders of Class A shares.
TeleTransfer Privilege--You may redeem Fund shares (minimum $500,
maximum $50,000) by telephone if you have checked the appropriate
box and supplied the necessary information on the Fund's Account
Application or have filed a Shareholder Services Form with the
Transfer Agent. The proceeds will be transferred between your
Fund account and the bank account designated in one of these
documents. Only such a bank account maintained in a domestic
financial institution which is an Automated Clearing House member
may be so designated. Redemption proceeds will be on deposit in
your account at an Automated Clearing House member bank
ordinarily two days after receipt of the redemption request, or
at your request, paid by check (maximum $150,000 per day) and
mailed to your address. Holders of jointly registered Fund or
bank accounts may redeem through the Dreyfus TELETRANSFER
Privilege for transfer to their bank account only up to $250,000
within any 30-day period. The Fund reserves the right to refuse
any request made by telephone, including requests made shortly
after a change of address, and may limit the amount involved or
the number of such requests. The Fund may modify or terminate
this Privilege at any time or charge a service fee upon notice to
shareholders. No such fee currently is contemplated.
If you have selected the TELETRANSFER Privilege, you
may request a TELETRANSFER redemption by telephoning 1-800-221-
4060 or, if you are calling from overseas, call 1-401-455-3306.
Shares issued in certificate form are not eligible for this
Privilege.
Redemption Through a Selected Dealer--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 is 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 Fund
Shares" for a discussion of additional conditions or fees that
may be imposed upon redemption.
In addition, Dreyfus Service Corporation will accept
orders from Selected Dealers with which it 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 Dreyfus Service Corporation 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--Class A Shares--Upon written request, you
may reinvest up to the number of Class A shares you have
redeemed, within 30 days of redemption, at the then-prevailing
net asset value without a sales load, or reinstate your account
for the purpose of exercising the Exchange Privilege. The
Reinvestment Privilege may be exercised only once.
DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN
The Class A and Class B shares are subject to a
Shareholder Services Plan and the Class B shares only are subject
to a Distribution Plan.
Distribution Plan--Under the Distribution Plan, adopted pursuant
to Rule 12b-1 under the Investment Company Act of 1940, the Fund
pays Dreyfus Service Corporation for advertising, marketing and
distributing Class B shares at an annual rate of .50 of 1% of the
value of the average daily net assets of Class B. Under the
Distribution Plan, Dreyfus Service Corporation may make payments
to Service Agents in respect of these services. Dreyfus Service
Corporation determines the amounts to be paid to Service Agents.
Service Agents receive such fees in respect of the average daily
value of Class B shares owned by their clients. From time to
time, Dreyfus Service Corporation may defer or waive receipt of
fees under the Distribution Plan while retaining the ability to
be paid by the Fund under the Distribution Plan thereafter. The
fees payable to Dreyfus Service Corporation under the
Distribution Plan for advertising, marketing and distributing
Class B shares and for payments to Service Agents are payable
without regard to actual expenses incurred.
Shareholder Services Plan--Under the Shareholder Services Plan,
the Fund pays Dreyfus Service Corporation for the provision of
certain services to the holders of Class A and Class B shares a
fee at the annual rate of .25 of 1% of the value of the average
daily net assets of Class A and Class B. The services provided
may include personal services relating to shareholder accounts,
such as answering shareholder inquiries regarding the Fund and
providing reports and other information, and services related to
the maintenance of shareholder accounts. Dreyfus Service
Corporation may make payments to Service Agents in respect of
these services. Dreyfus Service Corporation determines the
amounts to be paid to Service Agents. Each Service Agent is
required to disclose to its clients any compensation payable to
it by the Fund pursuant to the Shareholder Services Plan and any
other compensation payable by their clients in connection with
the investment of their assets in Class A or Class B shares.
DIVIDENDS, DISTRIBUTIONS AND TAXES
The Fund ordinarily declares dividends from its net
investment income on each day the New York Stock exchange is open
for business. Fund shares begin earning income dividends on the
day immediately available funds ("Federal Funds" (monies of
member banks within the Federal Reserve System which are held on
deposit at a Federal Reserve Bank)) are received by the Transfer
Agent in written or telegraphic form. If a purchase order is not
accompanied by remittance in Federal Funds, there may be a delay
between the time the purchase order becomes effective and the
time the shares purchased start earning dividends. If your
payment is not made in Federal Funds, it must be converted into
Federal Funds. This usually occurs within one business day of
receipt of a bank wire and within two business days of receipt of
a check drawn on a member bank of the Federal Reserve System.
Checks drawn on banks which are not members of the Federal
Reserve System may take considerably longer to convert into
Federal Funds.
Dividends usually are paid on the last calendar day of
each month and are automatically reinvested in additional shares
of the Class from which they are paid at net asset value without
a sales load or, at your option, paid in cash. The Fund's
earnings for Saturdays, Sundays and holidays are declared as
dividends on the preceding business day. If you redeem all
shares in your account at any time during the month, all
dividends to which you are entitled will be paid to you along
with the proceeds of the redemption. Distributions from net
realized securities gains, if any, generally are declared and
paid once a year, but the Fund may make distributions on a more
frequent basis to comply with the distribution requirements of
the Code, in all events in a manner consistent with the
provisions of the Investment Company Act of 1940. The Fund will
not make distributions from net realized securities gains unless
capital loss carryovers, if any, have been utilized or have
expired. You may choose whether to receive dividends and
distributions in cash or to reinvest in additional Fund shares of
the same Class from which they were paid at net asset value
without a sales load. All expenses are accrued daily and
deducted before declaration of dividends to investors. Dividends
paid by each Class will be calculated at the same time and in the
same manner and will be of the same amount, except that the
expenses attributable solely to Class A or Class B will be borne
exclusively by such Class. Class B shares will receive lower per
share dividends than Class A shares because of the higher
expenses borne by Class B. See "Fee Table."
Except for dividends from Taxable Investments, the Fund
anticipates that substantially all dividends paid by the Fund
will not be subject to Federal income tax. Dividends derived
from Taxable Investments, together with distributions from any
net realized short-term securities gains and gains from the sale
or other disposition of market discount bonds, are subject to
Federal income tax as ordinary income whether or not reinvested.
No dividend paid by the Fund will qualify for the dividends
received deduction allowable to certain U.S. corporations.
Distributions from net realized long-term securities gains of the
Fund generally are subject to Federal income tax as long-term
capital gains if you are a citizen or resident of the United
States. The Code provides that the net capital gain of an
individual generally will not be subject to Federal income tax at
a rate in excess of 28%. Under the Code, interest on
indebtedness incurred or continued to purchase or carry Fund
shares which is deemed to relate to exempt-interest dividends is
not deductible.
Dividends and distributions from net realized short-
term securities gains and gains from the sale or other
disposition of certain market discount bonds paid by the Fund to
a foreign investor generally are subject to U.S. nonresident
withholding taxes at a rate of 30%, unless the foreign investor
claims the benefit of a lower rate specified in a tax treaty.
Distributions from net realized long-term securities gains paid
by the Fund to a foreign investor as well as the proceeds of any
redemptions from a foreign investor's account, regardless of the
extent to which gain or loss may be realized, generally will not
be subject to U.S. nonresident withholding tax. However, such
distributions may be subject to backup withholding, as described
below, unless the foreign investor certifies his or her non-U.S.
residency status.
The Code provides for the "carryover" of some or all of
the sales load imposed on Class A shares if you exchange your
Class A shares for shares of another fund advised by The Dreyfus
Corporation within 91 days of purchase and such other fund
reduces or eliminates its otherwise applicable sales load for the
purpose of the exchange. In this case, the amount of the sales
load charge for Class A shares, up to the amount of the reduction
of the sales load charge on the exchange, is not included in the
basis of your Class A shares for purposes of computing gain or
loss on the exchange, and instead is added to the basis of the
fund shares received on the exchange.
Although all or a substantial portion of the dividends
paid by the Fund may be excluded by shareholders of the Fund from
their gross income for Federal income tax purposes, the Fund may
purchase specified private activity bonds, the interest from
which may be (i) a preference item for purposes of the
alternative minimum tax, (ii) a component of the "adjusted
current earnings" preference item for purposes of the corporate
alternative minimum tax as well as a component in computing the
corporate environmental tax or (iii) a factor in determining the
extent to which a shareholder's Social Security benefits are
taxable. If the Fund purchases such securities, the portion of
dividends related thereto will not necessarily be tax exempt to
an investor who is subject to the alternative minimum tax and/or
tax on Social Security benefits and may cause an investor to be
subject to such taxes.
Notice as to the tax status of your dividends and
distributions will be mailed to you annually. You also will
receive periodic summaries of your account which will include
information as to dividends and distributions from securities
gains, if any, paid during the year. These statements set forth
the dollar amount of income exempt from Federal tax and the
dollar amount, if any, subject to Federal tax. These dollar
amounts will vary depending on the size and length of time of
your investment in the Fund. If the Fund pays dividends derived
from taxable income, it intends to designate as taxable the same
percentage of the day's dividend as the actual taxable income
earned on that day bears to total income earned on that day.
Thus, the percentage of the dividend designated as taxable, if
any, may vary from day to day.
Federal regulations generally require the Fund to
withhold ("backup withholding") and remit to the U.S. Treasury
31% of taxable dividends, distributions from net realized
securities gains and the proceeds of any redemption, regardless
of the extent to which gain or loss may be realized, paid to a
shareholder if such shareholder fails to certify either that the
TIN furnished in connection with opening an account is correct or
that such shareholder has not received notice from the IRS of
being subject to backup withholding as a result of a failure to
properly report taxable dividend or interest income on a Federal
income tax return. Furthermore, the IRS may notify the Fund to
institute backup withholding if the IRS determines a
shareholder's TIN is incorrect or if a shareholder has failed to
properly report taxable dividend and interest income on a Federal
income tax return.
A TIN is either the Social Security number or employer
identification number of the record owner of the account. Any
tax withheld as a result of backup withholding does not
constitute an additional tax imposed on the record owner of the
account, and may be claimed as a credit on the record owner's
Federal income tax return.
It is expected that the Fund will qualify as a
"regulated investment company" under the Code so long as such
qualification is in the best interests of its shareholders. Such
qualification relieves the Fund of any liability for Federal
income tax to the extent its earnings are distributed in
accordance with applicable provisions of the Code. In addition,
the Fund is subject to a non-deductible 4% excise tax, measured
with respect to certain undistributed amounts of taxable
investment income and capital gains.
You should consult your tax adviser regarding specific
questions as to Federal, state or local taxes.
PERFORMANCE INFORMATION
For purposes of advertising, performance for each Class
of shares may be calculated on several bases, including current
yield, tax equivalent yield, average annual total return and/or
total return. These total return figures reflect changes in the
price of the shares and assume that any income dividends and/or
capital gains distributions made by the Fund during the measuring
period were reinvested in shares of the same Class. Class A
total return figures include the maximum initial sales charge and
Class B total return figures include any applicable CDSC. These
figures also take into account any applicable service and
distribution fees. As a result, at any given time, the
performance of Class B should be expected to be lower than that
of Class A. Performance for each Class will be calculated
separately.
Current yield refers to the Fund's annualized net
investment income per share over a 30-day period, expressed as a
percentage of the maximum offering price per share in the case of
Class A or the net asset value per share in the case of Class B
at the end of the period. For purposes of calculating current
yield, the amount of net investment income per share during that
30-day period, computed in accordance with regulatory
requirements, is compounded by assuming that it is reinvested at
a constant rate over a six-month period. An identical result is
then assumed to have occurred during a second six-month period
which, when added to the result for the first six months,
provides an "annualized" yield for an entire one-year period.
Calculations of the Fund's current yield may reflect absorbed
expenses pursuant to any undertaking that may be in effect. See
"Management of the Fund."
Tax equivalent yield is calculated by determining the
pre-tax yield which, after being taxed at a stated rate, would be
equivalent to a stated current yield calculated as described
above.
Average annual total return is calculated pursuant to a
standardized formula which assumes that an investment in the Fund
was purchased with an initial payment of $1,000 and that the
investment was redeemed at the end of a stated period of time,
after giving effect to the reinvestment of dividends and
distributions during the period. The return is expressed as a
percentage rate which, if applied on a compounded annual basis,
would result in the redeemable value of the investment at the end
of the period. Advertisements of the Fund's performance will
include the Fund's average annual total return of Class A and
Class B for one, five and ten year periods, or for shorter
periods depending upon the length of time during which the Fund
has operated. Computations of average annual total return for
periods of less than one year represent an annualization of the
Fund's actual total return for the applicable period.
Total return is computed on a per share basis and
assumes the reinvestment of dividends and distributions. Total
return generally is expressed as a percentage rate which is
calculated by combining the income and principal changes for a
specified period and dividing by the maximum offering price per
share in the case of Class A or the net asset value per share in
the case of Class B at the beginning of the period.
Advertisements may include the percentage rate of total return or
may include the value of a hypothetical investment at the end of
the period which assumes the application of the percentage rate
of total return. Total return also may be calculated by using
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 shares or without giving effect to any
applicable CDSC at the end of the period for Class B shares.
Calculations based on the net asset value per share do not
reflect the deduction of the applicable sales charge which, if
reflected, would reduce the performance quoted.
Performance will vary from time to time and past
results are not necessarily representative of future results.
Investors should remember that performance is a function of
portfolio management in selecting the type and quality of
portfolio securities and is affected by operating expenses.
Performance information, such as that described above, may not
provide a basis for comparison with other investments or other
investment companies using a different method of calculating
performance.
Comparative performance information may be used from
time to time in advertising the Fund's shares, including data
from Lipper Analytical Services, Inc., Moody's Bond Survey Bond
Index, Lehman Brothers Municipal Bond Index, Morningstar, Inc.
and other industry publications.
GENERAL INFORMATION
The Fund was organized as an unincorporated business
trust under the laws of the Commonwealth of Massachusetts
pursuant to an Agreement and Declaration of Trust (the "Trust
Agreement") dated May 14, 1993, and has not engaged in active
business to the date of this Prospectus. The Fund is authorized
to issue an unlimited number of shares of beneficial interest,
par value $.001 per share. The Fund's shares are classified into
two classes--Class A and Class B. Each share has one vote and
shareholders will vote in the aggregate and not by class except
as otherwise required by law or when class voting is permitted by
the Board of Trustees. However, holders of Class A and Class B
shares will be entitled to vote on matters submitted to
shareholders pertaining to the Shareholder Services Plan and only
holders of Class B shares will be entitled to vote on matters
submitted to shareholders pertaining to the Distribution Plan.
Under Massachusetts law, shareholders could, under
certain circumstances, be held personally liable for the
obligations of the Fund. However, the Trust Agreement disclaims
shareholder liability for acts or obligations of the Fund and
requires that notice of such disclaimer be given in each
agreement, obligation or instrument entered into or executed by
the Fund or a Trustee. The Trust Agreement provides for
indemnification from the Fund's property for all losses and
expenses of any shareholder held personally liable for the
obligations of the Fund. Thus, the risk of a shareholder's
incurring financial loss on account of shareholder liability is
limited to circumstances in which the Fund itself would be unable
to meet its obligations, a possibility which management believes
is remote. Upon payment of any liability incurred by the Fund,
the shareholder paying such liability will be entitled to
reimbursement from the general assets of the Fund. The Trustees
intend to conduct the operations of the Fund in such a way so as
to avoid, as far as possible, ultimate liability of the
shareholders for liabilities of the Fund. As discussed under
"Management of the Fund" in the Statement of Additional
Information, the Fund ordinarily will not hold shareholder
meetings; however, shareholders under certain circumstances may
have the right to call a meeting of shareholders for the purpose
of voting to remove Trustees.
The Transfer Agent maintains a record of your ownership
and will send you confirmations and statements of account.
Shareholder inquiries may be made to your Service Agent
or by writing to the Fund at 144 Glenn Curtiss Boulevard,
Uniondale, New York 11556-0144.
No person has been authorized to give any information
or to make any representations other than those contained in this
Prospectus and in the Fund's official sales literature in connec-
tion with the offer of the Fund's shares, and, if given or made,
such other information or representations must not be relied upon
as having been authorized by the Fund. This Prospectus does not
constitute an offer in any State in which, or to any person to
whom, such offering may not lawfully be made.
<PAGE>
PREMIER LIMITED TERM MUNICIPAL BOND FUND
CLASS A AND CLASS B SHARES
PART B
(STATEMENT OF ADDITIONAL INFORMATION)
___________, 1994
This Statement of Additional Information, which is not
a
prospectus, supplements and should be read in conjunction with
the
current Prospectus of Premier Limited Term Municipal Bond Fund
(the
"Fund"), dated ___________, 1994, as it may be revised from time
to
time. To obtain a copy of the Fund's Prospectus, please write to
the Fund at 144 Glenn Curtiss Boulevard, Uniondale, New York
11556-0144.
The Dreyfus Corporation (the "Manager") serves as the
Fund's investment adviser.
Dreyfus Service Corporation (the "Distributor"), a
wholly-owned subsidiary of the Manager, is the distributor of the
Fund's shares.
TABLE OF CONTENTS
Page
Investment Objective and Management Policies. . . . . . . . B-2
Management of the Fund. . . . . . . . . . . . . . . . . . . B-9
Management Agreement. . . . . . . . . . . . . . . . . . . . B-13
Purchase of Fund Shares . . . . . . . . . . . . . . . . . . B-15
Distribution Plan and Shareholder Services Plan . . . . . . B-16
Redemption of Fund Shares . . . . . . . . . . . . . . . . . B-18
Shareholder Services. . . . . . . . . . . . . . . . . . . . B-19
Determination of Net Asset Value. . . . . . . . . . . . . . B-22
Dividends, Distributions and Taxes. . . . . . . . . . . . . B-23
Portfolio Transactions. . . . . . . . . . . . . . . . . . . B-25
Performance Information . . . . . . . . . . . . . . . . . . B-26
Information About the Fund. . . . . . . . . . . . . . . . . B-27
Custodian, Transfer and Dividend Disbursing Agent,
Counsel and Independent Auditors . . . . . . . . . . . B-27
Appendix . . . . . . . . . . . . . . . . . . . . . . . . . B-29
Financial Statement . . . . . . . . . . . . . . . . . . . . B-38
Report of Independent Auditors. . . . . . . . . . . . . . . B-39
<PAGE>
INVESTMENT OBJECTIVE AND MANAGEMENT POLICIES
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"DESCRIPTION OF THE FUND."
MUNICIPAL OBLIGATIONS. The term "Municipal Obligations"
generally includes debt obligations issued to obtain funds for
various public purposes, including the construction of a wide
range
of public facilities such as airports, bridges, highways,
housing,
hospitals, mass transportation, schools, streets and water and
sewer works. Other public purposes for which Municipal
Obligations
may be issued include refunding outstanding obligations,
obtaining
funds for general operating expenses and lending such funds to
other public institutions and facilities. In addition, certain
types of industrial development bonds are issued by or on behalf
of
public authorities to obtain funds to provide for the
construction,
equipment, repair or improvement of privately operated housing
facilities, sports facilities, convention or trade show
facilities,
airport, mass transit, industrial, port or parking facilities,
air
or water pollution control facilities and certain local
facilities
for water supply, gas, electricity or sewage or solid waste
disposal; the interest paid on such obligations may be exempt
from
Federal income tax, although current tax laws place substantial
limitations on the size of such issues. Such obligations are
considered to be Municipal Obligations if the interest paid
thereon
qualifies as exempt from Federal income tax in the opinion of
bond
counsel to the issuer. There are, of course, variations in the
security of Municipal Obligations, both within a particular
classification and between classifications.
Floating and variable rate demand notes and bonds are
tax
exempt obligations ordinarily having stated maturities in excess
of
one year, but which permit the holder to demand payment of
principal at any time or at specified intervals. The issuer of
such obligations ordinarily has a corresponding right, after a
given period, to prepay in its discretion the outstanding
principal
amount of the obligations plus accrued interest upon a specified
number of days' notice to the holders thereof. The interest rate
on a floating rate demand obligation is based on a known lending
rate, such as a bank's prime rate, and is adjusted automatically
each time such rate is adjusted. The interest rate on a variable
rate demand obligation is adjusted automatically at specified
intervals.
Municipal lease obligations or installment purchase
contract obligations (collectively, "lease obligations") have
special risks not ordinarily associated with Municipal
Obligations.
Although lease obligations do not constitute general obligations
of
the municipality for which the municipality's taxing power is
pledged, a lease obligation ordinarily is backed by the
municipality's covenant to budget for, appropriate and make the
payments due under the lease obligation. However, certain lease
obligations contain "non-appropriation" clauses which provide
that
the municipality has no obligation to make lease or installment
purchase payments in future years unless money is appropriated
for
such purpose on a yearly basis. Although "non-appropriation"
lease
obligations are secured by the leased property, disposition of
the
property in the event of foreclosure might prove difficult. The
Fund will seek to minimize these risks by not investing more than
15% of the value of its net assets in lease obligations that
contain "non-appropriation" clauses, and by investing only in
those
"non-appropriation" lease obligations where (1) the nature of the
leased equipment or property is such that its ownership or use is
essential to a governmental function of the municipality, (2) the
lease payments will commence amortization of principal at an
early
date resulting in an average life of seven years or less for the
lease obligation, (3) appropriate covenants will be obtained from
the municipal obligor prohibiting the substitution or purchase of
similar equipment if lease payments are not appropriated, (4) the
lease obligor has maintained good market acceptability in the
past,
(5) the investment is of a size that will be attractive to
institutional investors, and (6) the underlying leased equipment
has elements of portability and/or use that enhance its
marketability in the event foreclosure on the underlying
equipment
is ever required. The staff of the Securities and Exchange
Commission currently considers certain lease obligations to be
illiquid. Accordingly, not more than 15% of the value of the
Fund's net assets will be invested in lease obligations that are
illiquid and in other illiquid securities. See "Investment
Restriction No. 11" below.
The Fund will purchase tender option bonds only when it
is satisfied that the custodial and tender option arrangements,
including the fee payment arrangements, will not adversely affect
the tax exempt status of the underlying Municipal Obligations and
that payment of any tender fees will not have the effect of
creating taxable income for the Fund. Based on the tender option
bond agreement, the Fund expects to be able to value the tender
option bond at par; however, the value of the instrument will be
monitored to assure that it is valued at fair value.
The yields on Municipal Obligations are dependent on a
variety of factors, including general economic and monetary
conditions, money market factors, conditions in the Municipal
Obligations market, size of a particular offering, maturity of
the
obligation, and rating of the issue. The imposition of the
Fund's
management fee, as well as other operating expenses, including
fees
paid under the Fund's Shareholder Services Plan with respect to
Class A and Class B shares and the Distribution Plan with respect
to Class B shares only, will have the effect of reducing the
yield
to investors.
RATINGS OF MUNICIPAL OBLIGATIONS. Subsequent to its
purchase by the Fund, an issue of rated Municipal Obligations may
cease to be rated or its rating may be reduced below the minimum
required for purchase by the Fund. Neither event will require
the
sale of such Municipal Obligations by the Fund, but the Manager
will consider such event in determining whether the Fund should
continue to hold the Municipal Obligations. To the extent that
the
ratings given by Moody's Investors Service, Inc. ("Moody's"),
Standard & Poor's Corporation ("S&P") or Fitch Investors Service,
Inc. ("Fitch") for Municipal Obligations may change as a result
of
changes in such organizations or their rating systems, the Fund
will attempt to use comparable ratings as standards for its
investments in accordance with the investment policies contained
in
the Fund's Prospectus and this Statement of Additional
Information.
The ratings of Moody's, S&P and Fitch represent their opinions as
to the quality of the Municipal Obligations which they undertake
to
rate. It should be emphasized, however, that ratings are
relative
and subjective and are not absolute standards of quality.
Although
these ratings may be an initial criterion for selection of
portfolio investments, the Manager also will evaluate these
securities.
FUTURES CONTRACTS AND OPTIONS ON FUTURES CONTRACTS.
Upon
exercise of an option on a futures contract, the writer of the
option delivers to the holder of the option the futures position
and the accumulated balance in the writer's futures margin
account,
which represents the amount by which the market price of the
futures contract exceeds, in the case of a call, or is less than,
in the case of a put, the exercise price of the option on the
futures contract. The potential loss related to the purchase of
options on futures contracts is limited to the premium paid for
the
option (plus transaction costs). Because the value of the option
is fixed at the time of sale, there are no daily cash payments to
reflect changes in the value of the underlying contract; however,
the value of the option does change daily and that change would
be
reflected in the net asset value of the Fund.
LENDING PORTFOLIO SECURITIES. To a limited extent, the
Fund may lend its portfolio securities to brokers, dealers and
other financial institutions, provided it receives cash
collateral
which at all times is maintained in an amount equal to at least
100% of the current market value of the securities loaned. By
lending its portfolio securities, the Fund can increase its
income
through the investment of the cash collateral. For purposes of
this policy, the Fund considers collateral consisting of U.S.
Government securities or irrevocable letters of credit issued by
banks whose securities meet the standards for investment by the
Fund to be the equivalent of cash. Such loans may not exceed
33/%
of the value of the Fund's total assets. From time to time, the
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.
The Securities and Exchange Commission currently
requires
that the following conditions must be met whenever portfolio
securities are loaned: (1) the Fund must receive at least 100%
cash collateral from the borrower; (2) the borrower must increase
such collateral whenever the market value of the securities rises
above the level of such collateral; (3) the Fund must be able to
terminate the loan at any time; (4) the Fund must receive
reasonable interest on the loan, as well as any interest or other
distributions payable on the loaned securities, and any increase
in
market value; and (5) the Fund may pay only reasonable custodian
fees in connection with the loan. These conditions may be
subject
to future modification.
TAXABLE INVESTMENTS. Securities issued or guaranteed by
the U.S. Government or its agencies or instrumentalities include
U.S. Treasury securities, which differ in their interest rates,
maturities and times of issuance. Treasury Bills have initial
maturities of one year or less; Treasury Notes have initial
maturities of one to ten years; and Treasury Bonds generally have
initial maturities of greater than ten years. Some obligations
issued or guaranteed by U.S. Government agencies and
instrumentalities, for example, Government National Mortgage
Association pass-through certificates, are supported by the full
faith and credit of the U.S. Treasury; others, such as those of
the
Federal Home Loan Banks, by the right of the issuer to borrow
from
the U.S. Treasury; others, such as those issued by the Federal
National Mortgage Association, by discretionary authority of the
U.S. Government to purchase certain obligations of the agency or
instrumentality; and others, such as those issued by the Student
Loan Marketing Association, only by the credit of the agency or
instrumentality. These securities bear fixed, floating or
variable
rates of interest. Principal and interest may fluctuate based on
generally recognized reference rates or the relationship of
rates.
While the U.S. Government provides financial support to such U.S.
Government sponsored agencies or instrumentalities, no assurance
can be given that it will always do so, since it is not so
obligated by law. The Fund will invest in such securities only
when it is satisfied that the credit risk with respect to the
issuer is minimal.
Commercial paper consists of short-term, unsecured
promissory notes issued to finance short-term credit needs.
Certificates of deposit are negotiable certificates
representing the obligation of a bank to repay funds deposited
with
it for a specified period of time.
Time deposits are non-negotiable deposits maintained in
a
banking institution for a specified period of time at a stated
interest rate. Investments in time deposits generally are
limited
to London branches of domestic banks that have total assets in
excess of one billion dollars. Time deposits which may be held
by
the Fund will not benefit from insurance from Bank Insurance Fund
or the Savings Association Insurance Fund administered by the
Federal Deposit Insurance Corporation.
Bankers' acceptances are credit instruments evidencing
the obligation of a bank to pay a draft drawn on it by a
customer.
These instruments reflect the obligation both of the bank and of
the drawer to pay the face amount of the instrument upon
maturity.
Other short-term bank obligations may include uninsured, direct
obligations bearing fixed, floating and variable rates.
Repurchase agreements involve the acquisition by the
Fund
of an underlying debt instrument, subject to an obligation of the
seller to repurchase, and the Fund to resell, the instrument at a
fixed price, usually not more than one week after its purchase.
The Fund's custodian or sub-custodian will have custody of, and
will hold in a segregated account, securities acquired by the
Fund
under a repurchase agreement. Repurchase agreements are
considered
by the staff of the Securities and Exchange Commission to be
loans
by the Fund. In an attempt to reduce the risk of incurring a
loss
on a repurchase agreement, the Fund will enter into repurchase
agreements only with domestic banks with total assets in excess
of
one billion dollars or primary government securities dealers
reporting to the Federal Reserve Bank of New York, with respect
to
securities of the type in which the Fund may invest, and will
require that additional securities be deposited with it if the
value of the securities purchased should decrease below resale
price. The Manager will monitor on an ongoing basis the value of
the collateral to assure that it always equals or exceeds the
repurchase price. Certain costs may be incurred by the Fund in
connection with the sale of the securities if the seller does not
repurchase them in accordance with the repurchase agreement. In
addition, if bankruptcy proceedings are commenced with respect to
the seller of the securities, realization on the securities by
the
Fund may be delayed or limited. The Fund will consider on an
ongoing basis the creditworthiness of the institutions with which
it enters into repurchase agreements.
RISK FACTORS--LOWER RATED BONDS. The Fund is permitted to invest
in securities rated below Baa by Moody's and below BBB by S&P and
Fitch. Such bonds, though higher yielding, are characterized by
risk. See "Description of the Fund--Risk Factors--Lower Rated
Bonds" in the Prospectus for a discussion of certain risks and
"Appendix" for a general description of Moody's, S&P and Fitch
ratings of Municipal Obligations. Although ratings may be useful
in evaluating the safety of interest and principal payments, they
do not evaluate the market value risk of these bonds. The Fund
will rely on the Manager's judgment, analysis and experience in
evaluating the creditworthiness of an issuer. In this
evaluation,
the Manager will take into consideration, among other things, the
issuer's financial resources, its sensitivity to economic
conditions and trends, the quality of the issuer's management and
regulatory matters. It also is possible that a rating agency
might
not timely change the rating on a particular issue to reflect
subsequent events. As stated above, once the rating of a bond in
the Fund's portfolio has been changed, the Manager will consider
all circumstances deemed relevant in determining whether the Fund
should continue to hold the bond.
Investors should be aware that the market values of many of
these bonds tend to be more sensitive to economic conditions than
are higher rated securities. These bonds are considered by S&P,
Moody's and Fitch, on balance, as 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.
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
bonds 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, judgment may play a greater role in
valuation because less reliable objective data may be available.
These bonds may be particularly susceptible to economic
downturns. It is likely that any economic recession could
disrupt
severely the market for such securities and may have an adverse
impact on the value of such securities. In addition, it is
likely
that any such economic downturn could adversely affect the
ability
of the issuers of such securities to repay principal and pay
interest thereon and increase the incidence of default for such
securities.
The Fund may acquire these bonds during an initial offering.
Such securities may involve special risks because they are new
issues. The Fund has no arrangement with the Distributor or any
other persons concerning the acquisition of such securities, and
the Manager will review carefully the credit and other
characteristics pertinent to such new issues.
Lower rated zero coupon securities, in which the Fund may
invest up to 5% of its net assets, involve special
considerations.
The credit risk factors pertaining to lower rated securities also
apply to lower rated zero coupon bonds. Such zero coupon bonds
carry an additional risk in that, unlike bonds which pay interest
throughout the period to maturity, the Fund will realize no cash
until the cash payment date unless a portion of such securities
are
sold and, if the issuer defaults, the Fund may obtain no return
at
all on its investment. See "Dividends, Distributions and Taxes."
INVESTMENT RESTRICTIONS. The Fund has adopted
investment
restrictions numbered 1 through 7 as fundamental policies. These
restrictions cannot be changed without approval by the holders of
a
majority (as defined in the Investment Company Act of 1940, as
amended (the "Act")) of the Fund's outstanding voting shares.
Investment restrictions numbered 8 through 12 are not fundamental
policies and may be changed by vote of a majority of the Trustees
at any time. The Fund may not:
1. Invest more than 25% of the value of its assets in
the securities of issuers in any single industry; provided that
there shall be no limitation on the purchase of Municipal
Obligations and, for temporary defensive purposes, obligations
issued or guaranteed by the U.S. Government, its agencies or
instrumentalities.
2. Borrow money, except from banks for temporary or
emergency (not leveraging) purposes in an amount up to 15% of the
value of the Fund's total assets (including the amount borrowed)
based on the lesser of cost or market, less liabilities (not
including the amount borrowed) at the time the borrowing is made.
While borrowings exceed 5% of the value of the Fund's total
assets,
the Fund will not make any additional investments. For purposes
of
this Investment Restriction, the entry into options, forward
contracts, futures contracts, including those relating to
indexes,
and options on futures contracts or indexes shall not constitute
borrowing.
3. Purchase or sell real estate, commodities or
commodity contracts, or oil and gas interests, but this shall not
prevent the Fund from investing in Municipal Obligations secured
by
real estate or interests therein, or prevent the Fund from
purchasing and selling options, forward contracts, futures
contracts, including those relating to indexes, and options on
futures contracts or indexes.
4. Underwrite the securities of other issuers, except
that the Fund may bid separately or as part of a group for the
purchase of Municipal Obligations directly from an issuer for its
own portfolio to take advantage of the lower purchase price
available, and 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.
5. 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 Securities and Exchange Commission and the
Fund's Board of Trustees.
6. Issue any senior security (as such term is defined
in Section 18(f) of the Act), except to the extent that the
activities permitted in Investment Restrictions numbered 2, 3 and
10 may be deemed to give rise to a senior security.
7. 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
indexes,
and options on futures contracts or indexes.
8. Purchase securities other than Municipal
Obligations
and Taxable Investments and those arising out of transactions in
futures and options or as otherwise provided in the Fund's
Prospectus.
9. Invest in securities of other investment companies,
except to the extent permitted under the Act.
10. Pledge, hypothecate, mortgage or otherwise encumber
its assets, except to the extent necessary to secure permitted
borrowings and to the extent related to the deposit of assets in
escrow in connection with the purchase of securities on a when-
issued or delayed-delivery basis and collateral and initial or
variation margin arrangements with respect to options, forward
contracts, futures contracts, including those related to indexes,
and options on futures contracts or indexes.
11. Enter into repurchase agreements providing for
settlement in more than seven days after notice or purchase
securities which are illiquid (which securities could include, if
there is no secondary market, participation interests (including
municipal lease/purchase agreements) that are not subject to the
demand feature described in the Fund's Prospectus, and floating
and
variable rate demand obligations as to which the Fund cannot
exercise the demand feature described in the Fund's Prospectus on
less than seven days' notice), if, in the aggregate, more than
15%
of the value of the Fund's net assets would be so invested.
12. Invest in companies for the purpose of exercising
control.
For purposes of Investment Restriction No. 1, industrial
development bonds, where the payment of principal and interest is
the ultimate responsibility of companies within the same
industry,
are grouped together as an "industry."
As a fundamental policy, the Fund may invest,
notwithstanding any other investment restriction (whether or not
fundamental), all of the Fund's assets in the securities of a
single open-end management investment company with substantially
the same fundamental investment objective, policies and
restrictions as the Fund. The Fund will notify shareholders at
least 60 days prior to any implementation of such policy.
If a percentage restriction is adhered to at the time of
investment, a later increase in percentage resulting from a
change
in values or assets will not constitute a violation of such
restriction.
The Fund may make commitments more restrictive than the
restrictions listed above so as to permit the sale of Fund shares
in certain states. Should the Fund determine that a commitment
is
no longer in the best interests of the Fund and its shareholders,
the Fund reserves the right to revoke the commitment by
terminating
the sale of Fund shares in the state involved.
MANAGEMENT OF THE FUND
Trustees and officers of the Fund, together with
information as to their principal business occupations during at
least the last five years, are shown below. Each Trustee who is
deemed to be an "interested person" of the Fund (as defined in
the
Act) is indicated by an asterisk.
TRUSTEES AND OFFICERS OF THE FUND
CLIFFORD L. ALEXANDER, JR., TRUSTEE. President of Alexander &
Associates, Inc., a management consulting firm. From 1977
to
1981, Mr. Alexander served as Secretary of the Army and
Chairman of the Board of the Panama Canal Company, and from
1975 to 1977, he was a member of the Washington, D.C. law
firm
of Verner, Liipfert, Bernhard, McPherson and Alexander. He
is
a director of American Home Products Corporation, Dun &
Bradstreet Corporation, MCI Communications Corporation,
Mutual
of America Life Insurance Company and Equitable Resources,
Inc., a producer and distributor of natural gas and crude
petroleum, and serves on the Board of Governors of the
American Stock Exchange. His address is 400 C Street, N.E.,
Washington, D.C. 20002.
PEGGY C. DAVIS, TRUSTEE. Professor of Law, New York University
School of Law. Professor Davis has been a member of the New
York University law faculty since 1983. Prior to that time,
she served for three years as a judge in the courts of New
York State; was engaged for eight years in the practice of
law, working in both corporate and non-profit sectors; and
served for two years as a criminal justice administrator in
the government of the City of New York. She writes and
teaches in the fields of evidence, constitutional theory,
family law, social sciences and the law, legal process and
professional methodology and training. Her address is c/o
New
York University School of Law, 249 Sullivan Street, New
York,
New York 10011.
ERNEST KAFKA, TRUSTEE. A physician engaged in private practice
specializing in the psychoanalysis of adults and
adolescents.
Since 1981, he has served as an Instructor at the New York
Psychoanalytic Institute and, prior thereto, held other
teaching positions. For more than the past five years, Dr.
Kafka has held numerous administrative positions and has
published many articles on subjects in the field of
psychoanalysis. His address is 23 East 92nd Street, New
York,
New York 10021.
SAUL B. KLAMAN, TRUSTEE. Chairman and Chief Executive Officer
of SBK Associates, Inc., which provides research and
consulting services to financial institutions. Dr. Klaman
was
President of the National Association of Mutual Savings
Banks
until November 1983, President of the National Council of
Savings Institutions until June 1985, Vice Chairman of
Golembe
Associates and BEI Golembe, Inc. until 1989 and Chairman
Emeritus of B.E.I. Golembe, Inc. until 1992. He also served
as an Economist to the Board of Governors of the Federal
Reserve System and on several Presidential Commissions and
has
held numerous consulting and advisory positions in the
fields
of economics and housing finance. His address is 431-B
Dedham
Street, The Gables, Newton Center, Massachusetts 02159.
NATHAN LEVENTHAL, TRUSTEE. President of Lincoln Center for the
Performing Arts, Inc. Mr. Leventhal was Deputy Mayor for
Operations of New York City from September 1979 until March
1984 and Commissioner of the Department of Housing
Preservation and Development of New York City from February
1978 until September 1979. Mr. Leventhal was an associate
and then a member of the New York law firm of Poletti
Freidin
Prashker Feldman and Gartner from 1974 to 1978. He was
Commissioner of Rent and Housing Maintenance for New York
City
from 1972 to 1973. His address is 70 Lincoln Center Plaza,
New York, New York 10023-6583.
*RICHARD J. MOYNIHAN, TRUSTEE, PRESIDENT AND INVESTMENT OFFICER.
An employee of the Manager and an officer, director or
trustee
of other investment companies advised or administered by the
Manager. His address is 200 Park Avenue, New York, New York
10166.
Each of the "non-interested" Trustees is also a director of
Dreyfus Appreciation Fund, Inc., Dreyfus Investors Appreciation
Fund, Inc., General California Municipal Bond Fund, Inc., General
Government Securities Money Market Fund, Inc., General Money
Market
Fund, Inc., General Municipal Bond Fund, Inc., General Municipal
Money Market Fund, Inc. and General New York Municipal Bond Fund,
Inc. and a trustee of Dreyfus Master Appreciation Portfolio,
General California Municipal Money Market Fund, General New York
Municipal Money Market Fund, Premier California Municipal Bond
Fund, Premier GNMA Fund, Premier Growth Fund, Inc., Premier
Municipal Bond Fund, Premier New York Municipal Bond Fund and
Premier State Municipal Bond Fund. Mr. Alexander is also a
director of The Dreyfus Socially Responsible Growth Fund, Inc.
and
The Dreyfus Third Century Fund, Inc.
For so long as the Fund's plans described in the section
captioned "Distribution Plan and Shareholder Services Plan"
remain
in effect, the Trustees of the Fund who are not "interested
persons" of the Fund, as defined in the Act, will be selected and
nominated by the Trustees who are not "interested persons" of the
Fund.
Ordinarily meetings of shareholders for the purpose of
electing Trustees will not be held unless and until such time as
less than a majority of the Trustees holding office have been
elected by shareholders, at which time the Trustees then in
office
will call a shareholders' meeting for the election of Trustees.
Under the Act, shareholders of record of not less than two-thirds
of the outstanding shares of the Fund may remove a Trustee
through
a declaration in writing or by vote cast in person or by proxy at
a
meeting called for that purpose. Under the Fund's Agreement and
Declaration of Trust, the Trustees are required to call a meeting
of shareholders for the purpose of voting upon the question of
removal of any such Trustee when requested in writing to do so by
the shareholders of record of not less than 10% of the Fund's
outstanding shares.
The Fund does not pay any remuneration to its officers
and Trustees other than fees and expenses of Trustees who are not
officers, directors, employees or holders of 5% or more of the
outstanding voting securities of the Manager.
OFFICERS OF THE FUND NOT LISTED ABOVE
A. PAUL DISDIER, VICE PRESIDENT AND INVESTMENT OFFICER. An
employee of the Manager and an officer of other investment
companies advised and administered by the Manager.
KAREN M. HAND, VICE PRESIDENT AND INVESTMENT OFFICER. An
employee
of the Manager and an officer of other investment companies
advised and administered by the Manager.
STEPHEN C. KRIS, VICE PRESIDENT AND INVESTMENT OFFICER. An
employee of the Manager and an officer of other investment
companies advised and administered by the Manager.
JILL C. SHAFFRO, VICE PRESIDENT AND INVESTMENT OFFICER. An
employee of the Manager and an officer of other investment
companies advised and administered by the Manager.
L. LAWRENCE TROUTMAN, VICE PRESIDENT AND INVESTMENT OFFICER. An
employee of the Manager and an officer of other investment
companies advised and administered by the Manager.
SAMUEL J. WEINSTOCK, VICE PRESIDENT AND INVESTMENT OFFICER. An
employee of the Manager and an officer of other investment
companies advised and administered by the Manager.
MONICA S. WIEBOLDT, VICE PRESIDENT AND INVESTMENT OFFICER. An
employee of the Manager and an officer of other investment
companies advised and administered by the Manager.
ELIE M. GENADRY, VICE PRESIDENT. Vice President--Institutional
Sales of the Manager, Executive Vice President of the
Distributor and an officer of other investment companies
advised or administered by the Manager.
DANIEL C. MACLEAN, VICE PRESIDENT. Vice President and General
Counsel of the Manager, Secretary of the Distributor and an
officer or director of other investment companies advised or
administered by the Manager.
DONALD A. NANFELDT, VICE PRESIDENT. Executive Vice President of
the Distributor and an officer of other investment companies
advised or administered by the Manager.
JEFFREY N. NACHMAN, VICE PRESIDENT AND TREASURER. Vice
President--
Mutual Fund Accounting of the Manager and an officer of
other
investment companies advised or administered by the Manager.
MARK N. JACOBS, SECRETARY. Secretary and Deputy General Counsel
of
the Manager and an officer of other investment companies
advised or administered by the Manager.
GREGORY S. GRUBER, CONTROLLER. Senior Accounting Manager in the
Fund Accounting Department of the Manager and an officer of
other investment companies advised or administered by the
Manager.
ROBERT R. MULLERY, ASSISTANT SECRETARY. Assistant General
Counsel
of the Manager and an officer of other investment companies
advised or administered by the Manager.
CHRISTINE PAVALOS, ASSISTANT SECRETARY. Assistant Secretary of
the
Manager, the Distributor and other investment companies
advised or administered by the Manager.
The address of each officer of the Fund is 200 Park
Avenue, New York, New York 10166.
The following persons also are officers and/or directors
of The Dreyfus Corporation: Howard Stein, Chairman of the Board
and Chief Executive Officer; Julian M. Smerling, Vice Chairman of
the Board of Directors; Joseph S. DiMartino, President, Chief
Operating Officer and a director; Alan M. Eisner, Vice President
and Chief Financial Officer; David W. Burke, Vice President and
Chief Administrative Officer; Robert F. Dubuss, Vice President;
Elie M. Genadry, Vice President--Institutional Sales; Peter A.
Santoriello, Vice President; Robert H. Schmidt, Vice President;
Kirk V. Stumpp, Vice President--New Product Development; Philip
L.
Toia, Vice President--Fixed-Income Research; John J. Pyburn and
Katherine C. Wickham, Assistant Vice Presidents; Maurice
Bendrihem,
Controller; and Mandell L. Berman, Alvin E. Friedman, Lawrence M.
Greene, Abigail Q. McCarthy and David B. Truman, directors.
MANAGEMENT AGREEMENT
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"MANAGEMENT OF THE FUND."
The Manager provides management services pursuant to the
Management Agreement (the "Agreement") dated January 26, 1994
with
the Fund, which is subject to annual approval by (i) the Fund's
Board of Trustees or (ii) vote of a majority (as defined in the
Act) of the outstanding voting securities of the Fund, provided
that in either event the continuance also is approved by a
majority
of the Trustees who are not "interested persons" (as defined in
the
Act) of the Fund or the Manager, by vote cast in person at a
meeting called for the purpose of voting on such approval. The
Agreement is terminable without penalty, on 60 days' notice, by
the
Fund's Board of Trustees or by vote of the holders of a majority
of
the Fund's shares, or, on not less than 90 days' notice, by the
Manager. The Agreement will terminate automatically in the event
of its assignment (as defined in the Act).
The Manager manages the Fund's portfolio of investments
in accordance with the stated policies of the Fund, subject to
the
approval of the Fund's Board of Trustees. The Manager is
responsible for investment decisions, and provides the Fund with
Investment Officers who are authorized by the Board of Trustees
to
execute purchases and sales of securities. The Fund's Investment
Officers are A. Paul Disdier, Karen M. Hand, Stephen C. Kris,
Richard J. Moynihan, Jill C. Shaffro, L. Lawrence Troutman,
Samuel
J. Weinstock and Monica S. Wieboldt. The Manager also maintains
a
research department with a professional staff of portfolio
managers
and securities analysts who provide research services for the
Fund
as well as for other funds advised by the Manager. All purchases
and sales are reported for the Trustees' review at the meeting
subsequent to such transactions.
All expenses incurred in the operation of the Fund are
borne by the Fund, except to the extent specifically assumed by
the
Manager. The expenses borne by the Fund include: organizational
costs, taxes, interest, loan commitment fees, interest and
distributions paid on securities sold short, brokerage fees and
commissions, if any, fees of Trustees who are not officers,
directors, employees or holders of 5% or more of the outstanding
voting securities of the Manager, Securities and Exchange
Commission fees, state Blue Sky qualification fees, advisory
fees,
charges of custodians, transfer and dividend disbursing agents'
fees, certain insurance premiums, industry association fees,
outside auditing and legal expenses, costs of independent pricing
services, costs of maintaining the Fund's existence, costs
attributable to investor services (including, without limitation,
telephone and personnel expenses), costs of shareholders' reports
and meetings, and any extraordinary expenses. Class A and Class
B
shares are subject to an annual service fee for ongoing personal
services relating to shareholder accounts and services related to
the maintenance of shareholder accounts. In addition, Class B
shares are subject to an annual distribution fee for advertising,
marketing and distributing Class B shares pursuant to a
distribution plan adopted in accordance with Rule 12b-1 under the
Act. See "Distribution Plan and Shareholder Services Plan."
The Manager pays the salaries of all officers and em-
ployees employed by both it and the Fund, maintains office fa-
cilities and furnishes statistical and research data, clerical
help, accounting, data processing, bookkeeping and internal
auditing and certain other required services. The Manager also
may
make such advertising and promotional expenditures, using its own
resources, as it from time to time deems appropriate.
The Manager has agreed that if in any fiscal year the
aggregate expenses of the Fund, exclusive of taxes, brokerage
fees,
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 the Fund's net assets
increases.
PURCHASE OF FUND SHARES
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"HOW TO BUY FUND SHARES."
THE DISTRIBUTOR. The Distributor serves as the Fund's
distributor pursuant to an agreement which is renewable annually.
The Distributor also acts as distributor for the other funds in
the
Premier Family of Funds, the Dreyfus Family of Funds and for
certain other investment companies.
USING FEDERAL FUNDS. The Shareholder Services Group,
Inc., the Fund's transfer and dividend disbursing agent (the
"Transfer Agent"), or the Fund may attempt to notify the investor
upon receipt of checks drawn on banks that are not members of the
Federal Reserve System as to the possible delay in conversion
into
Federal Funds and may attempt to arrange for a better means of
transmitting the money. If the investor is a customer of a
securities dealer ("Selected Dealer") and his order to purchase
Fund shares is paid for other than in Federal Funds, the Selected
Dealer, acting on behalf of its customer, will complete the
conversion into, or itself advance, Federal Funds generally on
the
business day following receipt of the customer order. The order
is
effective only when so converted and received by the Transfer
Agent. An order for the purchase of Fund shares placed by an
investor with sufficient Federal Funds or a cash balance in his
brokerage account with a Selected Dealer will become effective on
the day that the order, including Federal Funds, is received by
the
Transfer Agent.
SALES LOADS--CLASS A. 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 (including a pension,
profit-sharing or other employee benefit trust created pursuant
to
a plan qualified under Section 401 of the Internal Revenue Code
of
1986, as amended (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 the Class A shares. The example assumes a
purchase of Class A shares aggregating less than $50,000 subject
to
the schedule of sales charges set forth in the Prospectus at a
price based upon the net asset value of Class A shares.
Net Asset Value per Share $12.50
Per Share Sales Charge - 3.00%
of offering price (3.10% of
net asset value per share) $ .39
Per Share Offering Price to
the Public $12.89
TELETRANSFER PRIVILEGE. TELETRANSFER purchase orders
may
be made between the hours of 8:00 a.m. and 4:00 p.m., New York
time, on any business day that The Shareholder Services Group,
Inc., the Fund's transfer and dividend disbursing agent (the
"Transfer Agent"), and the New York Stock Exchange are open.
Such
purchases will be credited to the shareholder's Fund account on
the
next bank business day. To qualify to use the TELETRANSFER
Privilege, the initial payment for purchase of Fund 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 "Redemption of Fund
Shares--TELETRANSFER Privilege."
REOPENING AN ACCOUNT. An investor 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
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"DISTRIBUTION PLAN AND SHAREHOLDER SERVICES PLAN."
The Class A and Class B shares are subject to a
Shareholder Services Plan and the Class B shares only are subject
to a Distribution Plan.
DISTRIBUTION PLAN. Rule l2b-1 (the "Rule") adopted by
the Securities and Exchange Commission under the 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 Fund's Board of Trustees has
adopted
such a plan (the "Distribution Plan") with respect to Class B
shares pursuant to which the Fund pays the Distributor for
advertising, marketing and distributing Class B shares. Under
the
Distribution Plan, the Distributor may make payments to certain
securities dealers, financial institutions and other financial
industry professionals (collectively, "Service Agents") in
respect
of these services. The Fund's Board of Trustees believes that
there is a reasonable likelihood that the Distribution Plan will
benefit the Fund and holders of its Class B shares. In some
states, certain financial institutions effecting transactions in
Fund shares may be required to register as dealers pursuant to
state law.
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 Trustees for their review. In
addition, the Distribution Plan provides that it may not be
amended
to increase materially the costs which holders of Class B shares
may bear for distribution pursuant to the Distribution Plan
without
the approval of the holders of Class B shares and that other
material amendments of the Distribution Plan must be approved by
the Board of Trustees, and by the Trustees who are not
"interested
persons" (as defined in the Act) of the Fund or the Manager 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
Trustees cast in person at a meeting called for the purpose of
voting on the Distribution Plan. The Distribution Plan was
approved by the Fund's Board of Trustees, including a majority of
the Trustees who are not "interested persons," at a meeting held
on
January 26, 1994. The Distribution Plan is terminable at any
time
by vote of a majority of the Trustees 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 Class B shares.
SHAREHOLDER SERVICES PLAN. The Fund has adopted a
Shareholder Services Plan, pursuant to which the Fund pays the
Distributor for the provision of certain services to the holders
of
Class A and Class B shares.
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 Trustees for
their
review. In addition, the Shareholder Services Plan provides that
it may not be amended without approval of the Board of Trustees,
and by the Trustees who are not "interested persons" (as defined
in
the Act) of the Fund and have no direct or indirect financial
interest in the operation of the 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. The Shareholder Services
Plan is subject to annual approval by such vote of the Trustees
cast in person at a meeting called for the purpose of voting on
the
Shareholder Services Plan. The Shareholder Services Plan was so
approved on January 26, 1994. The Shareholder Services Plan is
terminable at any time by vote of a majority of the Trustees 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.
REDEMPTION OF FUND SHARES
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"HOW TO REDEEM FUND SHARES."
CHECK REDEMPTION PRIVILEGE -- CLASS A. An investor may
indicate on the Account Application or by later written request
that the Fund provide Redemption Checks ("Checks") drawn on the
Fund's account. Checks will be sent only to the registered
owner(s) of the account and only to the address of record. The
Account Application or later written request must be manually
signed by the registered owner(s). Checks may be made payable to
the order of any person in an amount of $500 or more. When a
check
is presented to the Transfer Agent for payment, the Transfer
Agent,
as the investor's agent, will cause the Fund to redeem a
sufficient
number of full and fractional Class A shares in the investor's
account to cover the amount of the Check. Dividends are earned
until the Check clears. After clearance, a copy of the Check
will
be returned to the investor. Investors generally will be subject
to the same rules and regulations that apply to checking
accounts,
although election of this Privilege creates only a
shareholder-transfer agent relationship with the Transfer Agent.
If the amount of the Check is greater than the value of
the shares in an investor's account, the Check will be returned
marked insufficient funds. Checks should not be used to close an
account.
TELETRANSFER PRIVILEGE. Investors should be aware that
if they have selected the TELETRANSFER Privilege, any request for
a
TELETRANSFER transaction will be effected through the Automated
Clearing House ("ACH") system unless more prompt transmittal
specifically is requested. Redemption proceeds will be on
deposit
in the investor's account at an ACH member bank ordinarily two
business days after receipt of the redemption request. See
"Purchase of Fund Shares--TELETRANSFER Privilege."
SHARE CERTIFICATES; SIGNATURES. Any certificates
representing Fund shares to be redeemed must be submitted with
the
redemption request. Written redemption requests must be signed
by
each shareholder, including each owner 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.
REDEMPTION COMMITMENT. The Fund has committed itself to
pay in cash all redemption requests by any shareholder of record,
limited in amount during any 90-day period to the lesser of
$250,000 or 1% of the value of the Fund's net assets at the
beginning of such period. Such commitment is irrevocable without
the prior approval of the Securities and Exchange Commission. In
the case of requests for redemption in excess of such amount, the
Board of Trustees 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. The right of redemption may
be suspended or the date of payment postponed (a) during any
period
when the New York Stock Exchange is closed (other than customary
weekend and holiday closings), (b) when trading in the markets
the
Fund ordinarily utilizes is restricted, or when an emergency
exists
as determined by the Securities and Exchange Commission so that
disposal of the Fund's investments or determination of its net
asset value is not reasonably practicable, or (c) for such other
periods as the Securities and Exchange Commission by order may
permit to protect the Fund's shareholders.
SHAREHOLDER SERVICES
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"SHAREHOLDER SERVICES."
EXCHANGE PRIVILEGE. Class A and Class B shares of the
Fund may be exchanged for shares of the respective Class of
certain
other funds advised or administered by the Manager. Shares of
the
same Class of such funds purchased by exchange will be purchased
on
the basis of relative net asset value per share as follows:
A. Class A shares of funds purchased without a sales
load may be exchanged for Class A shares of other
funds sold with a sales load, and the applicable
sales load will be deducted.
B. Class A shares of funds purchased with or without a
sales load may be exchanged without a sales load
for
Class A shares of other funds sold without a sales
load.
C. Class A shares of funds purchased with a sales
load,
Class A shares of funds acquired by a previous
exchange from Class A shares purchased with a sales
load, and additional Class A shares acquired
through
reinvestment of dividends or distributions of any
such funds (collectively referred to herein as
"Purchased Shares") may be exchanged for Class A
shares of other funds sold with a sales load
(referred to herein as "Offered Shares"), provided
that, if the sales load applicable to the Offered
Shares exceeds the maximum sales load that could
have been imposed in connection with the Purchased
Shares (at the time the Purchased Shares were
acquired), without giving effect to any reduced
loads, the difference will be deducted.
D. Class B shares of any fund may be exchanged for
Class B shares of other funds without a sales load.
Class B shares of any fund exchanged for Class B
shares of another fund will be subject to the
higher
applicable contingent deferred sales charge
("CDSC")
of the two funds and, for purposes of calculating
CDSC rates and conversion periods, will be deemed
to
have been held since the date the Class B shares
being exchanged were initially purchased.
To accomplish an exchange under item C above, an
investor's Service Agent must notify the Transfer Agent of the
investor's prior ownership of such Class A shares and the
investor's account number.
To use this Privilege, the investor's Service Agent
acting on the investor's behalf must give exchange instructions
to
the Transfer Agent in writing, by wire or by telephone.
Telephone
exchanges may be made only if the appropriate "YES" box has been
checked on the Account Application or a separate signed
Shareholder
Services Form is on file with the Transfer Agent. By using this
Privilege, the investor authorizes the Transfer Agent to act on
telephonic, telegraphic or written exchange instructions from any
person representing himself or herself to be the investor or a
representative of the investor's 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.
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 being required for the shares of
the
same class of the fund into which the exchange is being made.
For
Dreyfus-sponsored Keogh Plans, IRAs and Simplified Employee
Pension
Plans ("SEP-IRAs") with only one participant, the minimum initial
investment is $750. To exchange shares held in Corporate Plans,
403(b)(7) Plans and SEP-IRAs with more than one participant, the
minimum initial investment is $100 if the plan has at least
$2,500
invested among shares of the same class of the funds in the
Dreyfus
Family of Funds. To exchange shares held in Personal Retirement
Plans, the shares exchanged must have a current value of at least
$100.
AUTO-EXCHANGE PRIVILEGE. Auto-Exchange permits an
investor to purchase, in exchange for Class A or Class B shares
of
the Fund, shares of the same Class of another fund in the Premier
Family of Funds or the Dreyfus Family of Funds. This Privilege
is
available only for existing accounts. Shares will be exchanged
on
the basis of relative net asset value as described above under
"Exchange Privilege." Enrollment in or modification or
cancellation of this Privilege is effective three business days
following notification by the investor. An investor will be
notified if his account falls below the amount designated to be
exchanged under this Privilege. In this case, an investor's
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.
The Exchange Privilege and Auto-Exchange Privilege are
available to shareholders resident in any state in which shares
of
the fund being acquired may legally be sold. Shares may be
exchanged only between accounts having identical names and other
identifying designations.
Shareholder Services Forms and prospectuses of the other
funds may be obtained from the Distributor, 144 Glenn Curtiss
Boulevard, Uniondale, New York 11556-0144. The Fund reserves the
right to reject any exchange request in whole or in part. The
Exchange Privilege or Auto-Exchange Privilege may be modified or
terminated at any time upon notice to shareholders.
AUTOMATIC WITHDRAWAL PLAN. Automatic Withdrawal permits
an investor with a $5,000 minimum account to request withdrawal
of
a specified dollar amount (minimum of $50) on either a monthly or
quarterly basis. Withdrawal payments are the proceeds from sales
of Fund shares, not the yield on the shares. If withdrawal
payments exceed reinvested dividends and distributions, the
investor's shares will be reduced and eventually may be depleted.
An Automatic Withdrawal Plan may be established by completing the
appropriate application available from the Distributor. There is
a
service charge of $.50 for each withdrawal check. Automatic
Withdrawal may be terminated at any time by the investor, the
Fund
or the Transfer Agent. Shares for which certificates have been
issued may not be redeemed through the Automatic Withdrawal Plan.
Class B shares withdrawn pursuant to the Automatic Withdrawal
Plan
will be subject to any applicable CDSC.
DIVIDEND SWEEP PRIVILEGE. Dividend Sweep Privilege
allows investors to invest on the payment date their dividends or
dividends and capital gain distributions, if any, from the Fund
in
shares of the same Class of another fund in the Premier Family of
Funds or the Dreyfus Family of Funds of which the investor is a
shareholder. Shares of the same Class 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 with respect to
Class A shares by a fund may be invested without
imposition of a sales load in Class A shares of
other funds that are offered without a sales load.
B. Dividends and distributions paid with respect to
Class A shares by a fund which does not charge a
sales load may be invested in Class A shares of
other funds sold with a sales load, and the
applicable sales load will be deducted.
C. Dividends and distributions paid with respect to
Class A shares by a fund which charges a sales load
may be invested in Class A shares of other funds
sold with a sales load (referred to herein as
"Offered Shares"), provided that, if the sales load
applicable to the Offered Shares exceeds the
maximum
sales load 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 with respect to
Class B shares by a fund may be invested without
imposition of any applicable CDSC in Class B shares
of other funds and the Class B shares of such other
funds will be subject on redemption to any
applicable CDSC.
DETERMINATION OF NET ASSET VALUE
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"HOW TO BUY FUND SHARES."
VALUATION OF PORTFOLIO SECURITIES. The Fund's invest-
ments are valued each business day by an independent pricing ser-
vice (the "Service") approved by the Board of Trustees. When, in
the judgment of the Service, quoted bid prices for investments
are
readily available and are representative of the bid side of the
market, these investments are valued at the mean between the
quoted
bid prices (as obtained by the Service from dealers in such
securities) and asked prices (as calculated by the Service based
upon its evaluation of the market for such securities). Other
investments (which constitute a majority of the portfolio
securities) are carried at fair value as determined by the
Service,
based on methods which include consideration of: yields or
prices
of municipal bonds of comparable quality, coupon, maturity and
type; indications as to values from dealers; and general market
conditions. The Service may employ electronic data processing
techniques and/or a matrix system to determine valuations. The
Service's procedures are reviewed by the Fund's officers under
the
general supervision of the Board of Trustees. Expenses and fees,
including the management fee (reduced by the expense limitation,
if
any) and fees pursuant to the Shareholder Services Plan, with
respect to the Class A and Class B shares, and fees pursuant to
the
Distribution Plan, with respect to the Class B shares only, are
accrued daily and are taken into account for the purpose of
determining the net asset value of the relevant Class of shares.
Because of the difference in operating expenses incurred by each
Class, the per share net asset value of each Class will differ.
NEW YORK STOCK EXCHANGE CLOSINGS. The holidays (as
observed) on which the New York Stock Exchange is closed
currently
are: New Year's Day, Presidents' Day, Good Friday, Memorial Day,
Independence Day, Labor Day, Thanksgiving and Christmas.
DIVIDENDS, DISTRIBUTIONS AND TAXES
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"DIVIDENDS, DISTRIBUTIONS AND TAXES."
It is expected that the Fund will qualify as a
"regulated
investment company" under the Code, so long as 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 capital gains to the extent
that
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 pay out to its shareholders at
least 90% of its net income (consisting of net investment income
from tax exempt obligations and taxable obligations, if any, and
net short-term capital gains), must derive less than 30% of its
annual gross income from gain on the sale of securities held for
less than three months, and must meet certain asset
diversification
and other requirements. Accordingly, the Fund may be restricted
in
the selling of securities held for less than three months, and in
the utilization of certain of the investment techniques described
in the Prospectus under "Description of the Fund--Investment
Techniques." The Code, however, allows the Fund to net certain
offsetting positions making it easier for the Fund to satisfy the
30% test. The term "regulated investment company" does not imply
the supervision of management or investment practices or policies
by any government agency.
Any dividend or distribution paid shortly after an
investor's purchase may have the effect of reducing the net asset
value of his shares below the cost of his investment. Such a
distribution would be a return on the investment in an economic
sense although taxable as stated in "Dividends, Distributions and
Taxes" in the Prospectus. In addition, the Code provides that if
a
shareholder has not held his Fund shares for more than six months
(or such shorter period as the Internal Revenue Service may
prescribe by regulation) and has received an exempt-interest
dividend with respect to such shares, any loss incurred on the
sale
of such shares will be disallowed to the extent of the exempt-
interest dividend received.
Ordinarily, gains and losses realized from portfolio
transactions will be treated as capital gain or loss. However,
all
or a portion of the gain realized from the disposition of market
discount bonds will be treated as ordinary income under Section
1276 of the Code. A market discount bond is defined as any bond
purchased by the Fund after April 30, 1993, and after its
original
issuance, at a price below its face or accreted value.
Under Section 1256 of the Code, gain or loss the Fund
realizes from certain financial futures and options transactions
will be treated as 60% long-term capital gain or loss and 40%
short-term capital gain or loss. Gain or loss will arise upon
exercise or lapse of such futures and options as well as from
closing transactions. In addition, such futures and options
remaining unexercised at the end of the Fund's taxable year will
be
treated as sold for their then fair market value, resulting in
additional gain or loss to the Fund characterized in the manner
described above.
Offsetting positions held by the Fund involving
financial
futures and options transactions may be considered, for tax
purposes, to constitute "straddles." "Straddles" are defined to
include "offsetting positions" in actively traded personal
property. The tax treatment of "straddles" is governed by
Sections
1092 and 1258 of the Code, which, in certain circumstances,
overrides or modifies the provisions of Section 1256. As such,
all
or a portion of any short or long-term capital gain from certain
"straddle" or conversion transactions may be recharacterized to
ordinary income.
If the Fund were treated as entering into "straddles" by
reason of its engaging in certain futures or options
transactions,
such "straddles" would be characterized as "mixed straddles" if
the
futures or options transactions comprising a part of such
"straddles" were governed by Section 1256 of the Code. The Fund
may make one or more elections with respect to "mixed straddles."
Depending on which election is made, if any, the results to the
Fund may differ. If no election is made to the extent the
"straddle" rules apply to positions established by the Fund,
losses
realized by the Fund will be deferred to the extent of unrealized
gain in the offsetting position. Moreover, as a result of the
"straddle" and conversion transaction rules, short-term capital
losses on "straddle" positions may be recharacterized as
long-term
capital losses, and long-term capital gains may be treated as
short-term capital gains or ordinary income.
Investment by the Fund in securities issued at a
discount
or providing for deferred interest or for payment of interest in
the form of additional obligations could, under special tax
rules,
affect the amount, timing and character of distributions to
shareholders. For example, the Fund could be required to take
into
account annually a portion of the discount (or deemed discount)
at
which such securities were issued and to distribute such portion
in
order to maintain its qualification as a regulated investment
company. In such case, the Fund may have to dispose of
securities
which it might otherwise have continued to hold in order to
generate cash to satisfy these distribution requirements.
PORTFOLIO TRANSACTIONS
Portfolio securities ordinarily are purchased from and
sold to parties acting as either principal or agent.
Newly-issued
securities ordinarily are purchased directly from the issuer or
from an underwriter; other purchases and sales usually are placed
with those dealers from which it appears that the best price or
execution will be obtained. Usually no brokerage commissions, as
such, are paid by the Fund for such purchases and sales, although
the price paid usually includes an undisclosed compensation to
the
dealer acting as agent. The prices paid to underwriters of
newly-issued securities usually include a concession paid by the
issuer to the underwriter, and purchases of after-market
securities
from dealers ordinarily are executed at a price between the bid
and
asked price.
Transactions are allocated to various dealers by the
Fund's Investment Officers in their best judgment. The primary
consideration is prompt and effective execution of orders at the
most favorable price. Subject to that primary consideration,
dealers may be selected for research, statistical or other
services
to enable the Manager to supplement its own research and analysis
with the views and information of other securities firms.
Research services furnished by brokers through which the
Fund effects securities transactions may be used by the Manager
in
advising other funds it advises and, conversely, research
services
furnished to the Manager by brokers in connection with other
funds
the Manager advises may be used by the Manager in advising the
Fund. Although it is not possible to place a dollar value on
these
services, it is the opinion of the Manager that the receipt and
study of such services should not reduce the overall expenses of
its research department.
PERFORMANCE INFORMATION
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"PERFORMANCE INFORMATION."
Current yield is computed pursuant to a formula which
operates as follows: The amount of the Fund's expenses accrued
for
the 30-day period (net of reimbursements) is subtracted from the
amount of the dividends and interest earned computed in
accordance
with regulatory requirements by the Fund during the period. That
result is then divided by the product of: (a) the average daily
number of shares outstanding during the period that were entitled
to receive dividends, and (b) the maximum offering price per
share
in the case of Class A or the net asset value per share in the
case
of Class B on the last day of the period less any undistributed
earned income per share reasonably expected to be declared as a
dividend shortly thereafter. The quotient is then added to 1,
and
that sum is raised to the 6th power, after which 1 is subtracted.
The current yield is then arrived at by multiplying the result by
2.
Tax equivalent yield is computed by dividing that
portion
of the current yield (calculated as described above) which is tax
exempt by 1 minus a stated tax rate and adding the quotient to
that
portion, if any, of the yield of the Fund that is not tax exempt.
Average annual total return is calculated by determining
the ending redeemable value of an investment purchased with a
hypothetical $1,000 payment made at the beginning of the period
(assuming the reinvestment of dividends and distributions),
dividing by the amount of the initial investment, taking the
"n"th
root of the quotient (where "n" is the number of years in the
period) and subtracting 1 from the result. A Class's average
annual total return figures calculated in accordance with such
formula assume that in the case of Class A the maximum sales load
had been deducted from the hypothetical initial investment at the
time of purchase or in the case of Class B the maximum applicable
CDSC has been paid upon redemption at the end of the period.
Total return is calculated by subtracting the amount of
the Fund's maximum offering price per share in the case of Class
A
or the net asset value per share in the case of Class B 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, in the case of
Class B, any applicable CDSC), and dividing the result by the
maximum offering price per share in the case of Class A or the
net
asset value per share in the case of Class B at the beginning of
the period. Total return also may be calculated based on 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 shares or without giving effect to any applicable CDSC at
the end of the period for Class B shares. In such cases, the
calculation would not reflect the deduction of the sales load
with
respect to Class A shares or any applicable CDSC with respect to
Class B shares, which, if reflected, would reduce the performance
quoted.
From time to time, the Fund may use hypothetical tax
equivalent yields or charts in its advertising. These
hypothetical
yields or charts will be used for illustrative purposes only and
are not indicative of the Fund's past or future performance.
From time to time, advertising materials for the Fund
may
refer to or discuss then-current or past economic conditions,
developments and/or events, including those relating to or
arising
from actual or proposed tax legislation, or statistical or other
information concerning trends relating to investment companies,
as
compiled by industry associations such as the Investment Company
Institute.
INFORMATION ABOUT THE FUND
THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ
IN CONJUNCTION WITH THE SECTION IN THE FUND'S PROSPECTUS ENTITLED
"GENERAL INFORMATION."
Each 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. Shares have no preemptive or subscription rights
and are freely transferable.
The Fund sends annual and semi-annual financial
statements to all its shareholders.
The Manager's legislative efforts led to the 1976
Congressional amendment to the Code permitting an incorporated
mutual fund to pass through tax exempt income to its
shareholders.
The Manager offered to the public the first incorporated tax
exempt
fund and currently manages or administers over $24 billion in tax
exempt assets.
CUSTODIAN, TRANSFER AND DIVIDEND DISBURSING AGENT,
COUNSEL AND INDEPENDENT AUDITORS
The Bank of New York, 110 Washington Street, New York,
New York 10286, is the Fund's custodian. The Shareholder
Services
Group, Inc., a subsidiary of First Data Corporation, P.O. Box
9671,
Providence, Rhode Island 02940-9671, is the Fund's transfer and
dividend disbursing agent. Neither The Bank of New York nor The
Shareholder Services Group, Inc. has any part in determining the
investment policies of the Fund or which securities are to be
purchased or sold by the Fund.
Stroock & Stroock & Lavan, 7 Hanover Square, New York,
New York 10004-2696, as counsel for the Fund, has rendered its
opinion as to certain legal matters regarding the due
authorization
and valid issuance of the shares of beneficial interest being
sold
pursuant to the Fund's Prospectus.
Ernst & Young, 787 Seventh Avenue, New York, New York
10019, independent auditors, have been selected as auditors of
the
Fund.
<PAGE>
APPENDIX
Description of Standard & Poor's Corporation ("S&P"),
Moody's Investors Service, Inc. ("Moody's") and Fitch Investors
Service, Inc. ("Fitch") ratings:
S&P
MUNICIPAL BOND RATINGS
An S&P municipal bond rating is a current assessment of
the creditworthiness of an obligor with respect to a specific
obligation.
The ratings are based on current information furnished
by
the issuer or obtained by S&P from other sources it considers
reliable, and will include: (1) likelihood of default-capacity
and
willingness of the obligor as to the timely payment of interest
and
repayment of principal in accordance with the terms of the
obligation; (2) nature and provisions of the obligation; and
(3) protection afforded by, and relative position of, the
obligation in the event of bankruptcy, reorganization or other
arrangement under the laws of bankruptcy and other laws affecting
creditors' rights.
AAA
Debt rated AAA has the highest rating assigned by S&P.
Capacity to pay interest and repay principal is extremely strong.
AA
Debt rated AA has a very strong capacity to pay
interest
and repay principal and differs from the highest rated issues
only
in a small degree.
A
Principal and interest payments on bonds in this
category
are regarded as safe. This rating describes the third strongest
capacity for payment of debt service. It differs from the two
higher ratings because:
General Obligation Bonds -- There is some weakness in
the
local economic base, in debt burden, in the balance between
revenues and expenditures, or in quality of management. Under
certain adverse circumstances, any one such weakness might impair
the ability of the issuer to meet debt obligations at some future
date.
Revenue Bonds -- Debt service coverage is good, but not
exceptional. Stability of the pledged revenues could show some
variations because of increased competition or economic
influences
on revenues. Basic security provisions, while satisfactory, are
less stringent. Management performance appears adequate.
BBB
Of the investment grade, this is the lowest.
General Obligation Bonds -- Under certain adverse
conditions, several of the above factors could contribute to a
lesser capacity for payment of debt service. The difference
between "A" and "BBB" rating is that the latter shows more than
one
fundamental weakness, or one very substantial fundamental
weakness,
whereas the former shows only one deficiency among the factors
considered.
Revenue Bonds -- Debt coverage is only fair.
Stability
of the pledged revenues could show substantial variations, with
the
revenue flow possibly being subject to erosion over time. Basic
security provisions are no more than adequate. Management
performance could be stronger.
BB, B, CCC, CC, C
Debt rated BB, B, CCC, CC and C is regarded as having
predominantly speculative characteristics with respect to
capacity
to pay interest and repay principal. BB indicates the least
degree
of speculation and C the highest degree of speculation. While
such
debt will likely have some quality and protective
characteristics,
these are outweighed by large uncertainties or major risk
exposures
to adverse conditions.
BB
Debt rated BB has less near-term vulnerability to
default
than other speculative grade debt. However, it faces major
ongoing
uncertainties or exposure to adverse business, financial or
economic conditions which could lead to inadequate capacity to
meet
timely interest and principal payment.
B
Debt rated B has a greater vulnerability to default but
presently has the capacity to meet interest payments and
principal
repayments. Adverse business, financial or economic conditions
would likely impair capacity or willingness to pay interest and
repay principal.
CCC
Debt rated CCC has a current identifiable vulnerability
to default, and is dependent upon favorable business, financial
and
economic conditions to meet timely payments of principal. In the
event of adverse business, financial or economic conditions, it
is
not likely to have the capacity to pay interest and repay
principal.
CC
The rating CC is typically applied to debt subordinated
to senior debt which is assigned an actual or implied CCC rating.
C
The rating C is typically applied to debt subordinated
to
senior debt which is assigned an actual or implied CCC- debt
rating.
D
Bonds rated D are in default, and payment of interest
and/or repayment of principal is in arrears.
Plus (+) or minus (-): The ratings from AA to CCC may
be
modified by the addition of a plus or minus sign to show relative
standing within the major ratings categories.
MUNICIPAL NOTE RATINGS
SP-1
The issuers of these municipal notes exhibit very
strong
or strong capacity to pay principal and interest. Those issues
determined to possess overwhelming safety characteristics are
given
a plus sign (+) designation.
SP-2
The issuers of these municipal notes exhibit
satisfactory
capacity to pay principal and interest.
COMMERCIAL PAPER RATINGS
An S&P commercial paper rating is a current assessment
of
the likelihood of timely payment of debt having an original
maturity of no more than 365 days.
A
Issues assigned this rating are regarded as having the
greatest capacity for timely payment. Issues in this category
are
delineated with the numbers 1, 2 and 3 to indicate the relative
degree of safety.
A-1
This designation indicates that the degree of safety
regarding timely payment is either overwhelming or very strong.
Those issues determined to possess overwhelming safety
characteristics are denoted with a plus sign (+) designation.
A-2
Capacity for timely payment on issues with this desig-
nation is strong. However, the relative degree of safety is not
as
high as for issues designated A-1.
Moody's
MUNICIPAL BOND RATINGS
Aaa
Bonds which are 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 edge." 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 which are rated Aa are judged to be of high
quality
by all standards. Together with the Aaa group they comprise what
generally are 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 risks appear somewhat larger than in Aaa
securities.
A
Bonds which are 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 which are 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 which are 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 therefore not well safeguarded during both good and
bad times over the future. Uncertainty of position characterizes
bonds in this class.
B
Bonds which are 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 which are 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 which are rated Ca present obligations which are
speculative in a high degree. Such issues are often in default
or
have other marked shortcomings.
C
Bonds which are 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.
Moody's applies the numerical modifiers 1, 2 and 3 to
show relative standing within the major rating categories, except
in the Aaa category and in categories below B. The modifier 1
indicates a ranking for the security in the higher end of a
rating
category; the modifier 2 indicates a mid-range ranking; and the
modifier 3 indicates a ranking in the lower end of a rating
category.
MUNICIPAL NOTE RATINGS
Moody's ratings for state and municipal notes and other
short-term loans are designated Moody's Investment Grade (MIG).
Such ratings recognize the differences between short-term credit
risk and long-term risk. Factors affecting the liquidity of the
borrower and short-term cyclical elements are critical in short-
term ratings, while other factors of major importance in bond
risk,
long-term secular trends for example, may be less important over
the short run.
A short-term rating may also be assigned on an issue
having a demand feature. Such ratings will be designated as VMIG
or, if the demand feature is not rated, as NR. Short-term
ratings
on issues with demand features are differentiated by the use of
the
VMIG symbol to reflect such characteristics as payment upon
periodic demand rather than fixed maturity dates and payment
relying on external liquidity. Additionally, investors should be
alert to the fact that the source of payment may be limited to
the
external liquidity with no or limited legal recourse to the
issuer
in the event the demand is not met.
Moody's short-term ratings are designated Moody's
Investment Grade as MIG 1 or VMIG 1 through MIG 4 or VMIG 4. As
the name implies, when Moody's assigns a MIG or VMIG rating, all
categories define an investment grade situation.
MIG 1/VMIG 1
This designation denotes best quality. There is
present
strong protection by established cash flows, superior liquidity
support or demonstrated broad-based access to the market for
refinancing.
MIG 2/VMIG 2
This designation denotes high quality. Margins of
protection are ample although not so large as in the preceding
group.
COMMERCIAL PAPER RATINGS
The rating Prime-1 (P-1) is the highest commercial
paper
rating assigned by Moody's. Issuers of P-1 paper must have a
superior capacity for repayment of short-term promissory
obligations, and will normally be evidenced by leading market
positions in well established industries, high rates of return on
funds employed, conservative capitalization structures with
moderate reliance on debt and ample asset protection, broad
margins
in earnings coverage of fixed financial charges and high internal
cash generation, and well established access to a range of
financial markets and assured sources of alternate liquidity.
Issuers (or related supporting institutions) rated
Prime-2 (P-2) have a strong capacity for repayment of short-term
promissory 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, will be more subject to
variation. Capitalization characteristics, while still
appropriate, may be more affected by external conditions. Ample
alternate liquidity is maintained.
Fitch
MUNICIPAL BOND RATINGS
The ratings represent Fitch's assessment of the
issuer's
ability to meet the obligations of a specific debt issue or class
of debt. The ratings take into consideration special features of
the issue, its relationship to other obligations of the issuer,
the
current financial condition and operative performance of the
issuer
and of any guarantor, as well as the political and economic
environment that might affect the issuer's future financial
strength and credit quality.
AAA
Bonds rated AAA are considered to be investment grade
and
of the highest credit quality. The obligor has an exceptionally
strong ability to pay interest and repay principal, which is
unlikely to be affected by reasonably foreseeable events.
AA
Bonds rated AA are considered to be investment grade
and
of very high credit quality. The obligor's ability to pay
interest
and repay principal is very strong, although not quite as strong
as
bonds rated AAA. Because bonds rated in the AAA and AA
categories
are not significantly vulnerable to foreseeable future
developments, short-term debt of these issuers is generally rated
F-1+.
A
Bonds rated A are considered to be investment grade and
of high credit quality. The obligor's ability to pay interest
and
repay principal is considered to be strong, but may be more
vulnerable to adverse changes in economic conditions and
circumstances than bonds with higher ratings.
BBB
Bonds rated BBB are considered to be investment grade
and
of satisfactory credit quality. The obligor's ability to pay
interest and repay principal is considered to be adequate.
Adverse
changes in economic conditions and circumstances, however, are
more
likely to have an adverse impact on these bonds and, therefore,
impair timely payment. The likelihood that the ratings of these
bonds will fall below investment grade is higher than for bonds
with higher ratings.
BB
Bonds rated BB are considered speculative. The
obligor's
ability to pay interest and repay principal may be affected over
time by adverse economic changes. However, business and
financial
alternatives can be identified which could assist the obligor in
satisfying its debt service requirements.
B
Bonds rated B are considered highly speculative. While
bonds in this class are currently meeting debt service
requirements, the probability of continued timely payment of
principal and interest reflects the obligor's limited margin of
safety and the need for reasonable business and economic activity
throughout the life of the issue.
CCC
Bonds rated CCC have certain identifiable
characteristics, which, if not remedied, may lead to default.
The
ability to meet obligations requires an advantageous business and
economic environment.
CC
Bonds rated CC are minimally protected. Default
payment
of interest and/or principal seems probable over time.
C
Bonds rated C are in imminent default in payment of
interest or principal.
DDD, DD and D
Bonds rated DDD, DD and D are in actual or imminent
default of interest and/or principal payments. Such bonds are
extremely speculative and should be valued on the basis of their
ultimate recovery value in liquidation or reorganization of the
obligor. DDD represents the highest potential for recovery on
these bonds and D represents the lowest potential for recovery.
Plus (+) and minus (-) signs are used with a rating
symbol to indicate the relative position of a credit within the
rating category. Plus and minus signs, however, are not used in
the AAA category covering 12-36 months or the DDD, DD or D
categories.
SHORT-TERM RATINGS
Fitch's short-term ratings apply to debt obligations
that
are payable on demand or have original maturities of up to three
years, including commercial paper, certificates of deposit,
medium-
term notes, and municipal and investment notes.
Although the credit analysis is similar to Fitch's bond
rating analysis, the short-term rating places greater emphasis
than
bond ratings on the existence of liquidity necessary to meet the
issuer's obligations in a timely manner.
F-1+
EXCEPTIONALLY STRONG CREDIT QUALITY. Issues assigned
this rating are regarded as having the strongest degree of
assurance for timely payment.
F-1
VERY STRONG CREDIT QUALITY. Issues assigned this
rating
reflect an assurance of timely payment only slightly less in
degree
than issues rated F-1+.
F-2
GOOD CREDIT QUALITY. Issues carrying this rating have
a
satisfactory degree of assurance for timely payments, but the
margin of safety is not as great as the F-1+ and F-1 categories.
<PAGE>
PREMIER LIMITED TERM MUNICIPAL BOND FUND
Statement of Assets and Liabilities
April 5, 1994
ASSETS
Cash $100,000
Deferred organization expenses 71,000
Total Assets $171,000
==========
LIABILITIES
Accrued organization expenses $ 71,000
NET ASSETS applicable to 4,000 shares of
Class A shares of beneficial interest
and 4,000 shares of Class B
shares of beneficial interest
($.001 par value) issued and
outstanding (an unlimited number of
Class A and Class B shares authorized). . . . . . $100,000
==========
CALCULATION OF MAXIMUM OFFERING PRICE
Class A shares
NET ASSET VALUE and redemption price per
share ($50,000/4,000 shares of beneficial
interest issued and outstanding) $ 12.50
Sales Charge--.39% of public offering price
Maximum offering price $ 12.89
==========
Class B Shares
NET ASSET VALUE and redemption price per
share ($50,000/4,000 shares of beneficial
interest issued and outstanding) $ 12.50
==========
NOTE - Premier Limited Term Municipal Bond Fund (the "Fund") was
organized as an unincorporated business trust under the laws of
the
Commonwealth of Massachusetts on May 14, 1993 and has had no
operations since that date other than matters relating to its
organization and registration as a non-diversified, open-end
investment company under the Investment Company Act of 1940 and
the
Securities Act of 1933. Any organization expenses payable by the
Fund have been deferred and will be amortized from the date
operations commence over a period which it is expected that a
benefit will be realized, not to exceed five years.
<PAGE>
REPORT OF INDEPENDENT AUDITORS
Shareholder and Board of Trustees
Premier Limited Term Municipal Bond Fund
We have audited the accompanying statement of assets and liabil-
ities of Premier Limited Term Municipal Bond Fund as of April 5,
1994. This statement of assets and liabilities is the
responsibil-
ity of the Fund's management. Our responsibility is to express
an
opinion on this statement of assets and liabilities based on our
audit.
We conducted our audit in accordance with generally accepted
audit-
ing standards. Those standards require that we plan and perform
the audit to obtain reasonable assurance about whether this
statement of assets and liabilities is free of material
misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the statement
of
assets and liabilities. An audit also includes assessing the
accounting principles used and significant estimates made by
management, as well as evaluating the overall statement of assets
and liabilities presentation. We believe that our audit provides
a
reasonable basis for our opinion.
In our opinion, the statement of assets and liabilities referred
to
above presents fairly, in all material respects, the financial
position of Premier Limited Term Municipal Bond Fund at April 5,
1994, in conformity with generally accepted accounting
principles.
New York, New York
April 6, 1994
Ernst & Young
<PAGE>
PREMIER LIMITED TERM MUNICIPAL BOND FUND
PART C. OTHER INFORMATION
ITEM 24. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial Statements:
(1) Statement of Assets and Liabilities as of
April 5, 1994.
(2) Report of Ernst & Young, Independent Auditors,
dated
April 6, 1994.
(b) Exhibits:
(1)(a) Amended and Restated Agreement and
Declaration
of Trust*
(1)(b) Articles of Amendment
(2) By-Laws*
(5) Management Agreement
(6) Distribution Agreement
(8)(a) Custody Agreement
(b) Sub-Custodian Agreements
(9) Shareholder Services Plan
(10) Opinion (including consent) of Stroock &
Stroock & Lavan
(11) Consent of Independent Auditors
(15) Distribution Plan
Other
Exhibits: (1) Secretary's Certificate
(2) Notification of Election Pursuant to
Rule 18f-1
* Previously filed.
<PAGE>
ITEM 25. PERSONS CONTROLLED BY OR UNDER COMMON CONTROL
WITH REGISTRANT
Not applicable.
ITEM 26. NUMBER OF SECURITIES HOLDERS
(1) (2)
TITLE OF CLASS NUMBER OF RECORD
Shares of beneficial interest,
par value $.001 per share
Class A 1
Class B 1
ITEM 27. INDEMNIFICATION
Reference is made to Article EIGHTH of the Registrant's
Amended and Restated Agreement and Declaration of Trust filed as
Exhibit 1(a) hereto. The application of these provisions is
limited by Article 10 of the Registrant's By-Laws filed as
Exhibit
2 hereto and by the following undertaking set forth in the rules
promulgated by the Securities and Exchange Commission:
Insofar as indemnification for liabilities arising
under the Securities Act of 1933 may be permitted to
trustees, officers and controlling persons of the
registrant pursuant to the foregoing provisions, or
otherwise, the registrant has been advised that in the
opinion of the Securities and Exchange Commission such
indemnification is against public policy as expressed
in such Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such
liabilities (other than the payment by the registrant
of expenses incurred or paid by a trustee, officer or
controlling person of the registrant in the successful
defense of any action, suit or proceeding) is asserted
by such trustee, officer or controlling person in
connection with the securities being registered, the
registrant will, unless in the opinion of its counsel
the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the
question whether such indemnification by it is against
public policy as expressed in such Act and will be
governed by the final adjudication of such issue.
Reference also is made to the Distribution Agreement filed
as
Exhibit 6 hereto.
<PAGE>
ITEM 28. BUSINESS AND OTHER CONNECTIONS OF INVESTMENT
ADVISER.
(a) INVESTMENT ADVISER - THE DREYFUS CORPORATION
The Dreyfus Corporation ("Dreyfus") and subsidiary companies
comprise a
financial service organization whose business consists primarily
of
providing investment management services as the investment
adviser, manager
and distributor for sponsored investment companies registered
under the
Investment Company Act of 1940 and as an investment adviser to
institutional and individual accounts. Dreyfus also serves as
sub-
investment adviser to and/or administrator of other investment
companies.
Dreyfus Service Corporation, a wholly-owned subsidiary of
Dreyfus, serves
primarily as distributor of shares of investment companies
sponsored by
Dreyfus and of investment companies for which Dreyfus acts as
sub-
investment adviser and administrator. Dreyfus Management, Inc.,
another
wholly-owned subsidiary, provides investment management services
to various
pension plans, institutions and individuals.
OFFICERS AND DIRECTORS OF DREYFUS
Name and Position with
DREYFUS OTHER BUSINESSES
MANDELL L. BERMAN Real estate consultant and private investor
Director 29100 Northwestern Highway - Suite 370
Southfield, Michigan 48034;
Past Chairman of the Board of
Trustees of
Skillman Foundation;
Member of the Board of Vintners International
ALVIN E. FRIEDMAN Senior Adviser to Dillon, Read & Co. Inc.
Director 535 Madison Avenue
New York, New York 10022;
Director and member of the Executive
Committee of Avnet, Inc.
ABIGAIL Q. McCARTHY Author, lecturer, columnist and educational
Director consultant
2126 Connecticut Avenue
Washington, D.C. 20008
DAVID B. TRUMAN Educational consultant;
Director Past President of the Russell Sage
Foundation
230 Park Avenue
New York, New York 10017;
Past President of Mount Holyoke College
South Hadley, Massachusetts 01075;
Former Director:
Student Loan Marketing Association
1055 Thomas Jefferson Street, N.W.
Washington, D.C. 20006;
Former Trustee:
College Retirement Equities Fund
730 Third Avenue
New York, New York 10017
HOWARD STEIN Chairman of the Board, President
Chairman of the Board and Investment Officer:
and Chief Executive Dreyfus Capital Growth Fund (A Premier
Officer Fund)++;
Chairman of the Board and Investment
Officer:
The Dreyfus Fund Incorporated++;
Dreyfus New Leaders Fund, Inc.++;
The Dreyfus Socially Responsible Growth Fund,
Inc.++;
The Dreyfus Third Century Fund, Inc.++;
Chairman of the Board:
Dreyfus Acquisition Corporation*;
Dreyfus America Fund++++;
The Dreyfus Consumer Credit Corporation*;
Dreyfus Land Development Corporation*;
Dreyfus Management, Inc.*;
Dreyfus Service Corporation*;
Chairman of the Board and Chief Executive
Officer:
Major Trading Corporation*;
President, Managing General Partner and
Investment Officer:
Dreyfus Global Growth, L.P. (A Strategic
Fund)++;
Dreyfus Strategic Growth, L.P.++;
Director, President and Investment Officer:
Dreyfus Appreciation Fund, Inc.++;
Dreyfus Asset Allocation Fund, Inc.++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Focus Funds, Inc.++;
Dreyfus Growth Opportunity Fund, Inc.++;
The 401(k) Fund++;
Premier Growth Fund, Inc.++;
Director and Investment Officer:
Dreyfus Growth and Income Fund, Inc.++;
President:
Dreyfus Consumer Life Insurance Company*;
Director:
Avnet, Inc.**;
Comstock Partners Strategy Fund, Inc.***;
Dreyfus A Bonds Plus, Inc.++;
Dreyfus BASIC Money Market Fund, Inc.++;
The Dreyfus Fund International Limited++++++;
Dreyfus Global Bond Fund, Inc.++;
Dreyfus Insured Municipal Bond
Fund, Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund, Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Municipal Bond
Fund, Inc.++;
Dreyfus Partnership Management, Inc.*;
Dreyfus Personal Management, Inc.*;
Dreyfus Precious Metals, Inc.*;
Dreyfus Realty Advisors, Inc.+++;
Dreyfus Service Organization, Inc.*;
Dreyfus Strategic Governments
Income, Inc.++;
The Dreyfus Trust Company++;
General Government Securities Money
Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Money Market
Fund, Inc.++;
FN Network Tax Free Money Market
Fund, Inc.++;
Seven Six Seven Agency, Inc.*;
World Balanced Fund++++;
Trustee and Investment Officer:
Dreyfus Short-Intermediate Government
Fund++;
Dreyfus Strategic Investing++;
Dreyfus Variable Investment Fund++;
Trustee:
Corporate Property Investors
New York, New York;
Dreyfus BASIC U.S. Government Money Market
Fund++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Institutional Short Term Treasury
Fund++;
Dreyfus Investors GNMA Fund++;
Dreyfus 100% U.S. Treasury Intermediate Term
Fund++;
Dreyfus 100% U.S. Treasury Long Term Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term Fund++;
Dreyfus Strategic Income++
JULIAN M. SMERLING Director and Executive Vice President:
Vice Chairman of the Dreyfus Service Corporation*;
Board of Directors Director and Vice President:
Dreyfus Consumer Life Insurance Company*;
Dreyfus Service Organization, Inc.*;
Director and Vice Chairman:
The Dreyfus Trust Company++;
The Dreyfus Trust Company (N.J.)++;
Director:
The Dreyfus Consumer Credit Corporation*;
Dreyfus Partnership Management, Inc.*;
Seven Six Seven Agency, Inc.*
JOSEPH S. DiMARTINO Director and Chairman of the Board:
President, Chief The Dreyfus Trust Company++;
Operating Officer Director, President and
and Director Investment Officer:
Dreyfus Cash Management Plus, Inc.++;
Dreyfus Global Bond Fund, Inc.++;
Dreyfus International Equity Fund, Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Money Market Instruments, Inc.++;
Dreyfus Worldwide Dollar
Money Market Fund, Inc.++;
General Government Securities
Money Market Fund, Inc.++;
General Money Market Fund, Inc.++;
Director and President:
Dreyfus Acquisition Corporation*;
The Dreyfus Consumer Credit Corporation*;
Dreyfus Edison Electric Index Fund, Inc.++;
Dreyfus Life and Annuity Index Fund, Inc.++;
Dreyfus Partnership Management, Inc.*;
The Dreyfus Trust Company (N.J.)++;
Dreyfus-Wilshire Target Funds, Inc.++;
First Prairie Municipal Bond Fund++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund, Inc.++;
Trustee, President and Investment
Officer:
Dreyfus Cash Management++;
Dreyfus Government Cash Management++;
Dreyfus Institutional Money Market Fund++;
Dreyfus Short-Intermediate Government Fund++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Premier GNMA Fund++;
Trustee and President:
First Prairie Cash Management++;
First Prairie Diversified Asset Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Money Market Fund++;
First Prairie U.S. Government Income Fund++;
First Prairie U.S. Treasury Securities Cash
Management++;
Trustee, Vice President and
Investment Officer:
Dreyfus Institutional Short Term Treasury
Fund++;
Trustee and Investment Officer:
Premier GNMA Fund++;
Director and Executive Vice
President:
Dreyfus Service Corporation*;
Director, Vice President and Investment
Officer:
Dreyfus Balanced Fund, Inc.++;
Dreyfus International Equity Fund, Inc.++;
Director and Vice President:
Dreyfus Service Organization, Inc.*;
General Municipal Bond Fund, Inc.++;
General Municipal Money Market Fund, Inc.++;
Director and Investment Officer:
Dreyfus A Bonds Plus, Inc.++;
Dreyfus Appreciation Fund, Inc.++;
Dreyfus Short-Term Income Fund, Inc.++;
Premier Growth Fund, Inc.++;
Director and Corporate Member:
Muscular Dystrophy Association
810 Seventh Avenue
New York, New York 10019;
Director:
Dreyfus Management, Inc.*;
Dreyfus Personal Management, Inc.*;
Noel Group, Inc.
667 Madison Avenue
New York, New York 10021;
Trustee:
Bucknell University
Lewisburg, Pennsylvania 17837;
President and Investment Officer:
Dreyfus BASIC Money Market Fund, Inc.++;
Dreyfus BASIC U.S. Government Money Market
Fund++;
Vice President:
Dreyfus Consumer Life Insurance Company*;
Investment Officer:
The Dreyfus Fund Incorporated++;
Dreyfus Investors GNMA Fund++;
Dreyfus 100% U.S. Treasury Intermediate Term
Fund++;
Dreyfus 100% U.S. Treasury Long Term Fund++;
Dreyfus 100% U.S. Treasury Money Market
Fund++;
Dreyfus 100% U.S. Treasury Short Term Fund++;
Director, President and Chief Operating
Officer:
Major Trading Corporation*
LAWRENCE M. GREENE Chairman of the Board:
Legal Consultant The Dreyfus Security Savings Bank, F.S.B.+;
and Director Director and Executive Vice President:
Dreyfus Service Corporation*;
Director and Vice President:
Dreyfus Acquisition Corporation*;
Dreyfus Consumer Life Insurance Company*;
Dreyfus Service Organization, Inc.*;
Director:
Dreyfus America Fund++++;
Dreyfus BASIC Municipal Fund++;
Dreyfus California Tax Exempt Bond Fund,
Inc.++;
Dreyfus Capital Value Fund (A Premier
Fund)++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Intermediate Municipal
Bond Fund, Inc.++;
Dreyfus-Lincoln, Inc.*;
Dreyfus Management, Inc.*;
Dreyfus Michigan Municipal Money
Market Fund, Inc.++;
Dreyfus New Jersey Municipal
Money Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Tax Exempt
Bond Fund, Inc.++;
Dreyfus Ohio Municipal
Money Market Fund, Inc.++;
Dreyfus Precious Metals, Inc.*;
Dreyfus Thrift & Commerce+++;
The Dreyfus Trust Company (N.J.)++;
Seven Six Seven Agency, Inc.*;
Vice President:
Dreyfus Growth Opportunity Fund, Inc.++;
Trustee:
Dreyfus Massachusetts Municipal
Money Market Fund++;
Dreyfus Massachusetts Tax Exempt Bond Fund++;
Dreyfus New York Tax Exempt Intermediate
Bond Fund++;
Dreyfus New York Tax Exempt Money Market
Fund++;
Dreyfus Pennsylvania Municipal
Money Market Fund++;
Investment Officer:
The Dreyfus Fund Incorporated++
ROBERT F. DUBUSS Director and Treasurer:
Vice President Major Trading Corporation*;
Director and Vice President:
The Dreyfus Consumer Credit Corporation*;
The Truepenny Corporation*;
Vice President:
Dreyfus Consumer Life Insurance
Company*;
Treasurer:
Dreyfus Management, Inc.*;
Dreyfus Precious Metals, Inc.*;
Dreyfus Service Corporation*;
Assistant Treasurer:
The Dreyfus Fund Incorporated++;
Director:
The Dreyfus Trust Company++;
The Dreyfus Trust Company (N.J.)++;
Dreyfus Thrift & Commerce****
ALAN M. EISNER Director and President:
Vice President and The Truepenny Corporation*;
Chief Financial Officer Vice President and Chief Financial
Officer:
Dreyfus Acquisition Corporation*;
Dreyfus Consumer Life Insurance
Company*;
Treasurer:
Dreyfus Realty Advisors, Inc.+++;
Director, Treasurer and Financial
Officer:
The Dreyfus Trust Company++;
The Dreyfus Trust Company (N.J.)++;
Director:
Dreyfus Thrift & Commerce****;
Director and Vice President:
The Dreyfus Consumer Credit
Corporation*
DAVID W. BURKE Director and Vice President:
Vice President and The Dreyfus Trust Company++;
Chief Administrative Formerly, President:
Officer CBS News, a division of CBS, Inc.
524 West 57th Street
New York, New York 10019;
Director:
Dreyfus Asset Allocation Fund,
Inc.++;
Dreyfus BASIC Money Market Fund,
Inc.++;
Dreyfus BASIC Municipal Fund++;
Dreyfus California Municipal
Income, Inc.++;
Dreyfus California Tax Exempt Bond
Fund,
Inc.++;
Dreyfus Capital Value Fund (A
Premier
Fund)++;
Dreyfus Cash Management Plus,
Inc.++;
Dreyfus Connecticut Municipal Money
Market
Fund, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Insured Municipal Bond
Fund, Inc.++;
Dreyfus Intermediate Municipal Bond
Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Michigan Municipal Money
Market Fund,
Inc.++;
Dreyfus Municipal Bond Fund,
Inc.++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Municipal Money
Market
Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond
Fund,
Inc.++;
Dreyfus Ohio Municipal Money Market
Fund,
Inc.++;
Dreyfus Short-Term Income Fund,
Inc.++;
Dreyfus Strategic Governments
Income, Inc.++;
Dreyfus Strategic Municipals,
Inc.++;
Dreyfus Strategic Municipal Bond
Fund,
Inc.++;
Dreyfus Worldwide Dollar Money
Market Fund,
Inc.++;
The 401(k) Fund++;
Trustee:
Dreyfus BASIC U.S. Government Money
Market
Fund++;
Dreyfus California Intermediate
Municipal
Bond Fund++;
Dreyfus California Tax Exempt Money
Market
Fund++;
Dreyfus Cash Management++;
Dreyfus Connecticut Intermediate
Municipal
Bond Fund++;
Dreyfus Government Cash
Management++;
Dreyfus Institutional Short Term
Treasury
Fund++;
Dreyfus Massachusetts Intermediate
Municipal
Bond Fund++;
Dreyfus Massachusetts Municipal
Money Market
Fund++;
Dreyfus Massachusetts Tax Exempt
Bond Fund++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus New Jersey Intermediate
Municipal
Bond Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus New York Tax Exempt
Intermediate Bond
Fund++;
Dreyfus Pennsylvania Intermediate
Municipal
Bond Fund++;
Dreyfus Pennsylvania Municipal
Money Market
Fund++;
Dreyfus Short-Intermediate
Government Fund++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Tax Exempt Cash
Management++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++
ELIE M. GENADRY President:
Vice President- Institutional Services Division of
Institutional Sales Dreyfus Service Corporation*;
Broker-Dealer Division of Dreyfus
Service
Corporation*;
Group Retirement Plans Division of
Dreyfus
Service Corporation;
Executive Vice President:
Dreyfus Service Corporation*;
Dreyfus Service Organization,
Inc.*;
Senior Vice President:
Dreyfus Cash Management++;
Dreyfus Cash Management Plus,
Inc.++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Government Cash
Management++;
Dreyfus Institutional Short Term
Treasury
Fund++;
Dreyfus Life and Annuity Index
Fund,
Inc.++;
Dreyfus Municipal Cash
Management Plus++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus Tax Exempt Cash
Management++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus-Wilshire Target Funds,
Inc.++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund,
Inc.++;
Vice President:
The Dreyfus Trust Company++;
Premier California Municipal Bond
Fund++;
Premier Insured Municipal Bond
Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond
Fund++;
Vice President-Sales:
The Dreyfus Trust Company (N.J.)++;
Treasurer:
Pacific American Fund+++++
DANIEL C. MACLEAN Director, Vice President and
Secretary:
Vice President and Dreyfus Precious Metals, Inc.*;
General Counsel Director and Vice President:
The Dreyfus Consumer Credit
Corporation*;
The Dreyfus Trust Company (N.J.)++;
Director and Secretary:
Dreyfus Partnership Management,
Inc.*;
Major Trading Corporation*;
The Truepenny Corporation+;
Director:
Dreyfus America Fund++++;
Dreyfus Consumer Life Insurance
Company*;
The Dreyfus Trust Company++;
Vice President:
Dreyfus Appreciation Fund, Inc.++;
Dreyfus BASIC Municipal Fund++;
Dreyfus California Tax Exempt Bond
Fund,
Inc.++;
Dreyfus California Tax Exempt Money
Market Fund++;
Dreyfus Capital Value Fund (A
Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus,
Inc.++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Florida Intermediate
Municipal Bond
Fund++;
Dreyfus Focus Funds, Inc.++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash
Management++;
Dreyfus Growth and Income Fund,
Inc.++;
Dreyfus Growth Opportunity Fund,
Inc.++;
Dreyfus Institutional Short Term
Treasury
Fund++;
Dreyfus Insured Municipal Bond
Fund, Inc.++;
Dreyfus Intermediate Municipal
Bond Fund, Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index
Fund,
Inc.++;
Dreyfus Massachusetts Municipal
Money Market Fund++;
Dreyfus Massachusetts Tax Exempt
Bond Fund++;
Dreyfus Michigan Municipal Money
Market Fund,
Inc.++;
Dreyfus Municipal Cash
Management Plus++;
Dreyfus New Jersey Municipal
Money Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt
Bond
Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus New York Tax Exempt Bond
Fund,
Inc.++;
Dreyfus New York Tax Exempt
Intermediate Bond
Fund++;
Dreyfus New York Tax Exempt Money
Market
Fund++;
Dreyfus Ohio Municipal Money
Market Fund, Inc.++;
Dreyfus Pennsylvania Municipal
Money Market
Fund++;
Dreyfus Short-Intermediate
Government Fund++;
Dreyfus Short-Intermediate
Municipal Bond
Fund++;
The Dreyfus Socially Responsible
Growth Fund,
Inc.++;
Dreyfus Tax Exempt Cash
Management++;
The Dreyfus Third Century Fund,
Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus-Wilshire Target Funds,
Inc.++;
First Prairie Cash Management++;
First Prairie Diversified Asset
Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Bond
Fund++;
First Prairie Municipal Money
Market Fund++;
First Prairie U.S. Government
Income Fund++;
First Prairie U.S. Treasury
Securities Cash
Management++;
FN Network Tax Free Money Market
Fund,
Inc.++;
General California Municipal Money
Market
Fund++;
General Government Securities
Money Market Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund,
Inc.++;
General Municipal Money Market
Fund, Inc.++;
General New York Municipal Bond
Fund, Inc.++;
General New York Municipal Money
Market Fund++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund,
Inc.++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Growth Fund, Inc.++;
Premier Insured Municipal Bond
Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond
Fund++;
Premier State Municipal Bond
Fund++;
Secretary:
Dreyfus A Bonds Plus, Inc.++;
Dreyfus Acquisition Corporation*;
Dreyfus Asset Allocation Fund,
Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund,
Inc.++;
Dreyfus BASIC U.S. Government Money
Market
Fund++;
Dreyfus California Intermediate
Municipal
Bond Fund++;
Dreyfus California Municipal
Income, Inc.++;
Dreyfus Capital Growth Fund (A
Premier
Fund)++;
Dreyfus Connecticut Intermediate
Municipal
Bond Fund++;
Dreyfus Florida Municipal Money
Market
Fund++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Bond Fund, Inc.++;
Dreyfus Global Growth, L.P. (A
Strategic
Fund)++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Massachusetts Intermediate
Municipal
Bond Fund++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund,
Inc.++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Intermediate
Municipal
Bond Fund++;
Dreyfus New Jersey Municipal
Bond Fund, Inc.++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus 100% U.S. Treasury
Intermediate Term
Fund++;
Dreyfus 100% U.S. Treasury Long
Term Fund++;
Dreyfus 100% U.S. Treasury Money
Market
Fund++;
Dreyfus 100% U.S. Treasury Short
Term Fund++;
Dreyfus Pennsylvania Intermediate
Municipal
Bond Fund++;
Dreyfus Service Corporation*;
Dreyfus Service Organization,
Inc.*;
Dreyfus Short-Term Income Fund,
Inc.++;
Dreyfus Strategic Governments
Income, Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond
Fund,
Inc.++;
Dreyfus Strategic Municipals,
Inc.++;
Dreyfus Variable Investment Fund++;
Dreyfus Worldwide Dollar Money
Market
Fund, Inc.++;
The 401(k) Fund++;
General California Municipal Bond
Fund,
Inc.++;
Premier Global Investing++;
Seven Six Seven Agency, Inc.*;
Director and Assistant Secretary:
The Dreyfus Fund International
Limited++++++
JEFFREY N. NACHMAN Vice President-Financial:
Vice President-Mutual Dreyfus A Bonds Plus, Inc.++;
Fund Accounting Dreyfus Appreciation Fund, Inc.++;
Dreyfus California Municipal
Income, Inc.++;
Dreyfus California Tax Exempt Bond
Fund, Inc.++;
Dreyfus California Tax Exempt Money
Market
Fund++;
Dreyfus Capital Growth Fund (A
Premier
Fund)++;
Dreyfus Capital Value Fund (A
Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus,
Inc.++;
Dreyfus Connecticut Municipal Money
Market
Fund, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Growth, L.P. (A
Strategic
Fund)++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash
Management++;
Dreyfus Growth Opportunity Fund,
Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Insured Municipal Bond
Fund,
Inc.++;
Dreyfus Intermediate Municipal Bond
Fund,
Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index
Fund, Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Massachusetts Municipal
Money Market
Fund++;
Dreyfus Massachusetts Tax Exempt
Bond Fund++;
Dreyfus Michigan Municipal Money
Market Fund,
Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund,
Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Municipal Bond
Fund,
Inc.++;
Dreyfus New Jersey Municipal Money
Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt
Bond
Fund++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond
Fund,
Inc.++;
Dreyfus New York Tax Exempt
Intermediate
Bond Fund++;
Dreyfus New York Tax Exempt Money
Market
Fund++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus 100% U.S. Treasury
Intermediate Term
Fund++;
Dreyfus 100% U.S. Treasury Long
Term Fund++;
Dreyfus 100% U.S. Treasury Money
Market
Fund++;
Dreyfus 100% U.S. Treasury Short
Term Fund++;
Dreyfus Pennsylvania Municipal
Money Market
Fund++;
Dreyfus Short-Intermediate
Government Fund++;
Dreyfus Short-Intermediate
Municipal Bond
Fund++;
Dreyfus Strategic Governments
Income, Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond
Fund,
Inc.++;
Dreyfus Strategic Municipals,
Inc.++;
Dreyfus Tax Exempt Cash
Management++;
The Dreyfus Third Century Fund,
Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Dreyfus Worldwide Dollar Money
Market Fund,
Inc.++;
First Prairie Diversified Asset
Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Bond
Fund++;
First Prairie Municipal Money
Market Fund++;
FN Network Tax Free Money Market
Fund,
Inc.++;
General California Municipal Bond
Fund,
Inc.++;
General California Municipal Money
Market
Fund++;
General Government Securities Money
Market
Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund,
Inc.++;
General Municipal Money Market
Fund, Inc.++;
General New York Municipal Bond
Fund,
Inc.++;
General New York Municipal Money
Market Fund++;
Peoples Index Fund, Inc.++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond
Fund++;
Premier State Municipal Bond
Fund++;
Vice President and Treasurer:
Dreyfus Asset Allocation Fund,
Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund,
Inc.++;
Dreyfus BASIC Municipal Fund++;
Dreyfus BASIC U.S. Government Money
Market
Fund++;
Dreyfus California Intermediate
Municipal
Bond Fund++;
Dreyfus Connecticut Intermediate
Municipal
Bond Fund++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Florida Intermediate
Municipal Bond
Fund++;
Dreyfus Florida Municipal Money
Market
Fund++;
Dreyfus Focus Funds, Inc.++;
Dreyfus Global Bond Fund, Inc.++;
Dreyfus Growth and Income Fund,
Inc.++;
Dreyfus Institutional Short Term
Treasury
Fund++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Massachusetts Intermediate
Municipal
Bond Fund++;
Dreyfus New Jersey Intermediate
Municipal
Bond Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus Pennsylvania Intermediate
Municipal
Bond Fund++;
Dreyfus Short-Term Income Fund,
Inc.++;
The Dreyfus Socially Responsible
Growth Fund,
Inc.++;
Dreyfus-Wilshire Target Funds,
Inc.++;
First Prairie Cash Management++;
First Prairie U.S. Government
Income Fund++;
First Prairie U.S. Treasury
Securities Cash
Management++;
The 401(k) Fund++;
Peoples S&P MidCap Index Fund,
Inc.++;
Premier Global Investing++;
Premier Growth Fund, Inc.++;
Premier Insured Municipal Bond
Fund++;
Assistant Treasurer:
Pacific American Fund+++++
PETER A. SANTORIELLO Director, President and Investment
Officer:
Vice President Dreyfus Balanced Fund, Inc.++;
Director and President:
Dreyfus Management, Inc.*;
Vice President:
Dreyfus Personal Management, Inc.*
ROBERT H. SCHMIDT Director and President:
Vice President Dreyfus Service Corporation*;
Seven Six Seven Agency, Inc.*;
Formerly, Chairman and Chief
Executive
Officer:
Levine, Huntley, Schmidt & Beaver
250 Park Avenue
New York, New York 10017
KIRK V. STUMPP Senior Vice President and Director of
Vice President--New Marketing:
Product Development Dreyfus Service Corporation*
PHILIP L. TOIA Chairman of the Board and Vice
President:
Vice President and Dreyfus Thrift and Commerce****;
Director of Fixed- Director:
Income Research The Dreyfus Security Savings Bank,
F.S.B.+;
Senior Loan Officer and Director:
The Dreyfus Trust Company++;
Vice President:
The Dreyfus Consumer Credit
Corporation*;
Director and President:
Dreyfus Personal Management, Inc.*;
Director:
Dreyfus Realty Advisors, Inc.+++;
Formerly, Senior Vice President:
The Chase Manhattan Bank, N.A. and
The Chase Manhattan Capital Markets
Corporation
One Chase Manhattan Plaza
New York, New York l008l
KATHERINE C. WICKHAM Vice President:
Assistant Vice President- Dreyfus Consumer Life Insurance
Company++;
Human Resources Formerly, Assistant Commissioner:
Department of Parks and Recreation
of the
City of New York
830 Fifth Avenue
New York, New York l0022
JOHN J. PYBURN Treasurer and Assistant Secretary:
Assistant Vice President The Dreyfus Fund International
Limited++++++;
Treasurer:
Dreyfus A Bonds Plus, Inc.++;
Dreyfus Appreciation Fund, Inc.++;
Dreyfus California Municipal
Income, Inc.++;
Dreyfus California Tax Exempt
Bond Fund, Inc.++;
Dreyfus California Tax Exempt
Money Market Fund++;
Dreyfus Capital Growth Fund (A
Premier
Fund)++;
Dreyfus Capital Value Fund (A
Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus,
Inc.++;
Dreyfus Connecticut Municipal Money
Market
Fund, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Growth, L.P. (A
Strategic
Fund)++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash
Management++;
Dreyfus Growth Opportunity Fund,
Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Insured Municipal Bond
Fund, Inc.++;
Dreyfus Intermediate Municipal Bond
Fund,
Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index
Fund, Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Massachusetts Municipal
Money Market
Fund++;
Dreyfus Massachusetts Tax Exempt
Bond Fund++;
Dreyfus Michigan Municipal Money
Market Fund,
Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund,
Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Municipal Bond
Fund,
Inc.++;
Dreyfus New Jersey Municipal Money
Market
Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt
Bond
Fund++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond
Fund,
Inc.++;
Dreyfus New York Tax Exempt
Intermediate Bond
Fund++;
Dreyfus New York Tax Exempt Money
Market
Fund++;
Dreyfus Ohio Municipal Money Market
Fund,
Inc.++;
Dreyfus 100% U.S. Treasury
Intermediate
Term Fund++;
Dreyfus 100% U.S. Treasury Long
Term Fund++;
Dreyfus 100% U.S. Treasury Money
Market
Fund++;
Dreyfus 100% U.S. Treasury Short
Term Fund++;
Dreyfus Pennsylvania Municipal
Money Market
Fund++;
Dreyfus Short-Intermediate
Government Fund++;
Dreyfus Short-Intermediate
Municipal Bond
Fund++;
Dreyfus Strategic Governments
Income, Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond
Fund,
Inc.++;
Dreyfus Strategic Municipals,
Inc.++;
Dreyfus Tax Exempt Cash
Management++;
The Dreyfus Third Century Fund,
Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Dreyfus Worldwide Dollar Money
Market Fund,
Inc.++;
First Prairie Diversified Asset
Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Bond
Fund++;
First Prairie Municipal Money
Market Fund++;
FN Network Tax Free Money Market
Fund,
Inc.++;
General California Municipal Bond
Fund,
Inc.++;
General California Municipal Money
Market
Fund++;
General Government Securities Money
Market
Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund,
Inc.++;
General Municipal Money Market
Fund, Inc.++;
General New York Municipal Bond
Fund, Inc.++;
General New York Municipal Money
Market Fund++;
Peoples Index Fund, Inc.++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond
Fund++;
Premier State Municipal Bond Fund++
MAURICE BENDRIHEM Treasurer:
Controller Dreyfus Consumer Life Insurance
Company*;
Dreyfus Partnership Management,
Inc.*;
Dreyfus Service Organization,
Inc.*;
Seven Six Seven Agency, Inc.*;
The Truepenny Corporation*;
Controller:
Dreyfus Acquisition Corporation*;
The Dreyfus Trust Company++;
The Dreyfus Trust Company (N.J.)++;
The Dreyfus Consumer Credit
Corporation*;
Assistant Treasurer:
Dreyfus Precious Metals*;
Formerly, Vice President-Financial
Planning, Administration and Tax:
Showtime/The Movie Channel, Inc.
1633 Broadway
New York, New York 10019
MARK N. JACOBS Vice President:
Secretary and Deputy Dreyfus A Bonds Plus, Inc.++;
General Counsel Dreyfus Asset Allocation Fund,
Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund,
Inc.++;
Dreyfus BASIC U.S. Government Money
Market
Fund++;
Dreyfus California Intermediate
Municipal
Bond Fund++;
Dreyfus Capital Growth Fund (A
Premier
Fund)++;
Dreyfus Connecticut Intermediate
Municipal
Bond Fund++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Florida Municipal Money
Market
Fund++;
Dreyfus Focus Funds, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Bond Fund, Inc.++;
Dreyfus Global Growth, L.P. (A
Strategic
Fund)++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Life and Annuity Index
Fund,
Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Massachusetts Intermediate
Municipal
Bond Fund++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund,
Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Intermediate
Municipal
Bond Fund++;
Dreyfus New Jersey Municipal Bond
Fund,
Inc.++;
Dreyfus 100% U.S. Treasury
Intermediate Term
Fund++;
Dreyfus 100% U.S. Treasury Long
Term Fund++;
Dreyfus 100% U.S. Treasury Money
Market
Fund++;
Dreyfus 100% U.S. Treasury Short
Term Fund++;
Dreyfus Pennsylvania Intermediate
Municipal
Bond Fund++;
Dreyfus Short-Term Income Fund,
Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond
Fund, Inc.++;
Dreyfus Strategic Municipals,
Inc.++;
Dreyfus Variable Investment Fund++;
Dreyfus-Wilshire Target Funds,
Inc.++;
Dreyfus Worldwide Dollar Money
Market Fund,
Inc.++;
The 401(k) Fund++;
General California Municipal Bond
Fund,
Inc.++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund,
Inc.++;
Premier Global Investing++;
Director:
World Balanced Fund++++;
Secretary:
Dreyfus Appreciation Fund, Inc.++;
Dreyfus BASIC Municipal Fund++;
Dreyfus California Tax Exempt Bond
Fund,
Inc.++;
Dreyfus California Tax Exempt
Money Market Fund++;
Dreyfus Capital Value Fund (A
Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus,
Inc.++;
Dreyfus Connecticut Municipal Money
Market
Fund, Inc.++;
The Dreyfus Consumer Credit
Corporation*;
Dreyfus Consumer Life Insurance
Company*;
Dreyfus Florida Intermediate
Municipal Bond
Fund++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash
Management++;
Dreyfus Growth and Income Fund,
Inc.++;
Dreyfus Growth Opportunity Fund,
Inc.++;
Dreyfus Institutional Short Term
Treasury
Fund++;
Dreyfus Insured Municipal Bond
Fund, Inc.++;
Dreyfus Intermediate Municipal Bond
Fund,
Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Management, Inc.*;
Dreyfus Massachusetts Municipal
Money Market Fund++;
Dreyfus Massachusetts Tax Exempt
Bond Fund++;
Dreyfus Michigan Municipal Money
Market Fund,
Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus New Jersey Municipal
Money Market Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt
Bond Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus New York Tax Exempt
Bond Fund, Inc.++;
Dreyfus New York Tax Exempt
Intermediate Bond Fund++;
Dreyfus New York Tax Exempt
Money Market Fund++;
Dreyfus Ohio Municipal Money Market
Fund, Inc.++;
Dreyfus Pennsylvania Municipal
Money
Market Fund++;
Dreyfus Short-Intermediate
Government Fund++;
Dreyfus Short-Intermediate
Municipal Bond
Fund++;
The Dreyfus Socially Responsible
Growth Fund,
Inc.++;
Dreyfus Tax Exempt Cash
Management++;
The Dreyfus Third Century Fund,
Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
First Prairie Cash Management++;
First Prairie Diversified Asset
Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Bond
Fund++;
First Prairie Municipal Money
Market Fund++;
First Prairie U.S. Government
Income Fund++;
First Prairie U.S. Treasury
Securities Cash
Management++;
FN Network Tax Free Money Market
Fund,
Inc.++;
General California Municipal Money
Market
Fund++;
General Government Securities Money
Market
Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund,
Inc.++;
General Municipal Money Market
Fund, Inc.++;
General New York Municipal Bond
Fund,
Inc.++;
General New York Municipal Money
Market Fund++;
Pacific American Fund+++++;
Premier California Municipal Bond
Fund++;
Premier GNMA Fund++;
Premier Growth Fund, Inc.++;
Premier Insured Municipal Bond
Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal Bond
Fund++;
Premier State Municipal Bond
Fund++;
Assistant Secretary:
Dreyfus Service Organization,
Inc.*;
Major Trading Corporation*;
The Truepenny Corporation*
CHRISTINE PAVALOS Assistant Secretary:
Assistant Secretary Dreyfus A Bonds Plus, Inc.++;
Dreyfus Acquisition Corporation*;
Dreyfus Appreciation Fund, Inc.++;
Dreyfus Asset Allocation Fund,
Inc.++;
Dreyfus Balanced Fund, Inc.++;
Dreyfus BASIC Money Market Fund,
Inc.++;
Dreyfus BASIC Municipal Fund++;
Dreyfus BASIC U.S. Government Money
Market
Fund++;
Dreyfus California Intermediate
Municipal
Bond Fund++;
Dreyfus California Municipal
Income, Inc.++;
Dreyfus California Tax Exempt Bond
Fund,
Inc.++;
Dreyfus California Tax Exempt
Money Market Fund++;
Dreyfus Capital Growth Fund (A
Premier
Fund)++;
Dreyfus Capital Value Fund (A
Premier
Fund)++;
Dreyfus Cash Management++;
Dreyfus Cash Management Plus,
Inc.++;
Dreyfus Connecticut Intermediate
Municipal
Bond Fund++;
Dreyfus Connecticut Municipal Money
Market Fund, Inc.++;
Dreyfus Edison Electric Index Fund,
Inc.++;
Dreyfus Florida Intermediate
Municipal Bond
Fund++;
Dreyfus Florida Municipal Money
Market
Fund++;
Dreyfus Focus Funds, Inc.++;
The Dreyfus Fund Incorporated++;
Dreyfus Global Bond Fund, Inc.++;
Dreyfus Global Growth, L.P. (A
Strategic
Fund)++;
Dreyfus GNMA Fund, Inc.++;
Dreyfus Government Cash
Management++;
Dreyfus Growth and Income, Inc.++;
Dreyfus Growth Opportunity Fund,
Inc.++;
Dreyfus Institutional Money Market
Fund++;
Dreyfus Institutional Short Term
Treasury
Fund++;
Dreyfus Insured Municipal Bond
Fund, Inc.++;
Dreyfus Intermediate Municipal Bond
Fund,
Inc.++;
Dreyfus International Equity Fund,
Inc.++;
Dreyfus Investors GNMA Fund++;
Dreyfus Life and Annuity Index
Fund, Inc.++;
Dreyfus Liquid Assets, Inc.++;
Dreyfus Management, Inc.*;
Dreyfus Massachusetts Intermediate
Municipal
Bond Fund++;
Dreyfus Massachusetts Municipal
Money Market
Fund++;
Dreyfus Massachusetts Tax Exempt
Bond Fund++;
Dreyfus Michigan Municipal Money
Market Fund,
Inc.++;
Dreyfus Money Market Instruments,
Inc.++;
Dreyfus Municipal Bond Fund,
Inc.++;
Dreyfus Municipal Cash Management
Plus++;
Dreyfus Municipal Income, Inc.++;
Dreyfus Municipal Money Market
Fund, Inc.++;
Dreyfus New Jersey Intermediate
Municipal
Bond Fund++;
Dreyfus New Jersey Municipal Bond
Fund,
Inc.++;
Dreyfus New Jersey Municipal Money
Market
Fund, Inc.++;
Dreyfus New Leaders Fund, Inc.++;
Dreyfus New York Insured Tax Exempt
Bond
Fund++;
Dreyfus New York Municipal Cash
Management++;
Dreyfus New York Municipal Income,
Inc.++;
Dreyfus New York Tax Exempt Bond
Fund,
Inc.++;
Dreyfus New York Tax Exempt
Intermediate Bond
Fund++;
Dreyfus New York Tax Exempt Money
Market
Fund++;
Dreyfus Ohio Municipal Money Market
Fund,
Inc.++;
Dreyfus 100% U.S. Treasury
Intermediate Term
Fund++;
Dreyfus 100% U.S. Treasury Long
Term Fund++;
Dreyfus 100% U.S. Treasury Money
Market
Fund++;
Dreyfus 100% U.S. Treasury Short
Term Fund++;
Dreyfus Pennsylvania Intermediate
Municipal
Bond Fund++;
Dreyfus Pennsylvania Municipal
Money
Market Fund++;
Dreyfus Service Corporation*;
Dreyfus Short-Intermediate
Government Fund++;
Dreyfus Short-Intermediate
Municipal Bond
Fund++;
Dreyfus Short-Term Income Fund,
Inc.++;
The Dreyfus Socially Responsible
Growth Fund,
Inc.++;
Dreyfus Strategic Governments
Income, Inc.++;
Dreyfus Strategic Growth, L.P.++;
Dreyfus Strategic Income++;
Dreyfus Strategic Investing++;
Dreyfus Strategic Municipal Bond
Fund,
Inc.++;
Dreyfus Strategic Municipals,
Inc.++;
Dreyfus Tax Exempt Cash
Management++;
The Dreyfus Third Century Fund,
Inc.++;
Dreyfus Treasury Cash Management++;
Dreyfus Treasury Prime Cash
Management++;
Dreyfus Variable Investment Fund++;
Dreyfus-Wilshire Target Funds,
Inc.++;
Dreyfus Worldwide Dollar Money
Market Fund,
Inc.++;
First Prairie Cash Management++;
First Prairie Diversified Asset
Fund++;
First Prairie Money Market Fund++;
First Prairie Municipal Bond
Fund++;
First Prairie Municipal Money
Market Fund++;
First Prairie U.S. Government
Income Fund++;
First Prairie U.S. Treasury
Securities Cash
Management++;
FN Network Tax Free Money Market
Fund,
Inc.++;
The 401(k) Fund++;
General California Municipal Bond
Fund,
Inc.++;
General California Municipal Money
Market
Fund++;
General Government Securities Money
Market
Fund, Inc.++;
General Money Market Fund, Inc.++;
General Municipal Bond Fund,
Inc.++;
General Municipal Money Market
Fund, Inc.++;
General New York Municipal Bond
Fund,
Inc.++;
General New York Municipal Money
Market Fund++;
Peoples Index Fund, Inc.++;
Peoples S&P MidCap Index Fund,
Inc.++;
Premier California Municipal
Bond Fund++;
Premier Global Investing++;
Premier GNMA Fund++;
Premier Growth Fund, Inc.++;
Premier Insured Municipal Bond
Fund++;
Premier Municipal Bond Fund++;
Premier New York Municipal
Bond Fund++;
Premier State Municipal Bond
Fund++;
The Truepenny Corporation*
* The address of the business so indicated is 200 Park
Avenue,
New York, New York 10166.
** The address of the business so indicated is 80 Cutter
Mill
Road, Great Neck, New York 11021.
*** The address of the business so indicated is 45
Broadway, New
York, New York 10006.
**** The address of the business so indicated is Five Triad
Center,
Salt Lake City, Utah 84180.
+ The address of the business so indicated is Atrium
Building,
80 Route 4 East, Paramus, New Jersey 07652.
++ The address of the business so indicated is 144 Glenn
Curtiss
Boulevard, Uniondale, New York 11556-0144.
+++ The address of the business so indicated is One
Rockefeller
Plaza, New York, New York 10020.
++++ The address of the business so indicated is 2
Boulevard Royal,
Luxembourg.
+++++ The address of the business so indicated is 800 West
Sixth
Street, Suite 1000, Los Angeles, California 90017.
++++++ The address of the business so indicated is Nassau,
Bahama
Islands.
<PAGE>
ITEM 29. PRINCIPAL UNDERWRITERS
(a) Other investment companies for which Registrant's
principal
underwriter (exclusive distributor) acts
as principal underwriter or exclusive distributor:
1. Comstock Partners Strategy Fund, Inc.
2. Dreyfus A Bonds Plus, Inc.
3. Dreyfus Appreciation Fund, Inc.
4. Dreyfus Asset Allocation Fund, Inc.
5. Dreyfus Balanced Fund, Inc.
6. Dreyfus BASIC Money Market Fund, Inc.
7. Dreyfus BASIC Municipal Money Market Fund,
Inc.
8. Dreyfus BASIC U.S. Government Money Market
Fund
9. Dreyfus California Intermediate Municipal
Bond Fund
10. Dreyfus California Tax Exempt Bond Fund, Inc.
11. Dreyfus California Tax Exempt Money Market
Fund
12. Dreyfus Capital Value Fund, Inc.
13. Dreyfus Cash Management
14. Dreyfus Cash Management Plus, Inc.
15. Dreyfus Connecticut Intermediate Municipal
Bond Fund
16. Dreyfus Connecticut Municipal Money Market
Fund, Inc.
17. Dreyfus Edison Electric Index Fund, Inc.
18. Dreyfus Florida Intermediate Municipal Bond
Fund
19. Dreyfus Florida Municipal Money Market Fund
20. Dreyfus Focus Funds, Inc.
21. The Dreyfus Fund Incorporated
22. Dreyfus Global Bond Fund, Inc.
23. Dreyfus Global Growth, L.P. (A Strategic
Fund)
24. Dreyfus Global Investing, Inc.
25. Dreyfus GNMA Fund, Inc.
26. Dreyfus Government Cash Management
27. Dreyfus Growth Allocation Fund, Inc.
28. Dreyfus Growth and Income Fund, Inc.
29. Dreyfus Growth Opportunity Fund, Inc.
30. Dreyfus Institutional Money Market Fund
31. Dreyfus Institutional Short Term Treasury
Fund
32. Dreyfus Insured Municipal Bond Fund, Inc.
33. Dreyfus Intermediate Municipal Bond Fund,
Inc.
34. Dreyfus International Equity Fund, Inc.
35. Dreyfus Investors GNMA Fund
36. The Dreyfus Leverage Fund, Inc.
37. Dreyfus Life and Annuity Index Fund, Inc.
38. Dreyfus Liquid Assets, Inc.
39. Dreyfus Massachusetts Intermediate Municipal
Bond Fund
40. Dreyfus Massachusetts Municipal Money Market
Fund
41. Dreyfus Massachusetts Tax Exempt Bond Fund
42. Dreyfus Michigan Municipal Money Market Fund,
Inc.
43. Dreyfus Money Market Instruments, Inc.
44. Dreyfus Municipal Bond Fund, Inc.
45. Dreyfus Municipal Cash Management Plus
46. Dreyfus Municipal Money Market Fund, Inc.
47. Dreyfus New Jersey Intermediate Municipal
Bond Fund
48. Dreyfus New Jersey Municipal Bond Fund, Inc.
49. Dreyfus New Jersey Municipal Money Market
Fund, Inc.
50. Dreyfus New Leaders Fund, Inc.
51. Dreyfus New York Insured Tax Exempt Bond Fund
52. Dreyfus New York Municipal Cash Management
53. Dreyfus New York Tax Exempt Bond Fund, Inc.
54. Dreyfus New York Tax Exempt Intermediate Bond
Fund
55. Dreyfus New York Tax Exempt Money Market Fund
56. Dreyfus Ohio Municipal Money Market Fund,
Inc.
57. Dreyfus 100% U.S. Treasury Intermediate Term
Fund
58. Dreyfus 100% U.S. Treasury Long Term Fund
59. Dreyfus 100% U.S. Treasury Money Market Fund
60. Dreyfus 100% U.S. Treasury Short Term Fund
61. Dreyfus Pennsylvania Intermediate Municipal
Bond Fund
62. Dreyfus Pennsylvania Municipal Money Market
Fund
63. Dreyfus Short-Intermediate Government Fund
64. Dreyfus Short-Intermediate Municipal Bond
Fund
65. Dreyfus Short-Term Income Fund, Inc.
66. The Dreyfus Socially Responsible Growth Fund,
Inc.
67. Dreyfus Strategic Growth, L.P.
68. Dreyfus Strategic Income
69. Dreyfus Strategic Investing
70. Dreyfus Tax Exempt Cash Management
71. The Dreyfus Third Century Fund, Inc.
72. Dreyfus Treasury Cash Management
73. Dreyfus Treasury Prime Cash Management
74. Dreyfus Variable Investment Fund
75. Dreyfus-Wilshire Target Funds, Inc.
76. Dreyfus Worldwide Dollar Money Market Fund,
Inc.
77. First Prairie Cash Management
78. First Prairie Diversified Asset Fund
79. First Prairie Money Market Fund
80. First Prairie Municipal Money Market Fund
81. First Prairie Tax Exempt Bond Fund, Inc.
82. First Prairie U.S. Government Income Fund
83. First Prairie U.S. Treasury Securities Cash
Management
84. FN Network Tax Free Money Market Fund, Inc.
85. General California Municipal Bond Fund, Inc.
86. General California Municipal Money Market
Fund
87. General Government Securities Money Market
Fund, Inc.
88. General Money Market Fund, Inc.
89. General Municipal Bond Fund, Inc.
90. General Municipal Money Market Fund, Inc.
91. General New York Municipal Bond Fund, Inc.
92. General New York Municipal Money Market Fund
93. Pacific American Fund
94. Peoples Index Fund, Inc.
95. Peoples S&P MidCap Index Fund, Inc.
96. Premier California Municipal Bond Fund
97. Premier GNMA Fund
98. Premier Growth Fund, Inc.
99. Premier Insured Municipal Bond Fund
100. Premier Municipal Bond Fund
101. Premier New York Municipal Bond Fund
102. Premier State Municipal Bond Fund
(b)
Positions and offices Positions and
Name and principal with Dreyfus offices with
BUSINESS ADDRESS SERVICE CORPORATION REGISTRANT
Howard Stein* Chairman of the Board None
Robert H. Schmidt* President and Director None
Joseph S. DiMartino* Executive Vice President None
and Director
Lawrence M. Greene* Executive Vice President None
and Director
Julian M. Smerling* Executive Vice President None
and Director
Elie M. Genadry* Executive Vice President None
Henry D. Gottmann* Executive Vice President None
Donald A. Nanfeldt* Executive Vice President None
Kevin Flood* Senior Vice President None
Roy Gross* Senior Vice President None
Irene Papadoulis** Senior Vice President None
Kirk Stumpp* Senior Vice President/ None
Director of Marketing
Diane M. Coffey* Vice President None
Walter T. Harris* Vice President None
William Harvey* Vice President None
Adwick Pinnock** Vice President None
George Pirrone* Vice President/Trading None
Karen Rubin Waldmann* Vice President None
Peter D. Schwab* Vice President/New Products None
Michael Anderson* Assistant Vice President None
Carolyn Sobering* Assistant Vice President- None
Trading
Daniel C. Maclean* Secretary Vice
President
Robert F. Dubuss* Treasurer None
Maurice Bendrihem* Controller None
Michael J. Dolitsky* Assistant Controller None
Susan Verbil Goldgraben* Assistant Treasurer None
Christine Pavalos* Assistant Secretary Assistant
Secretary
Broker-Dealer Division of Dreyfus Service Corporation
=====================================================
Positions and offices
with Broker-Dealer Positions and
Name and principal Division of Dreyfus offices with
BUSINESS ADDRESS SERVICE CORPORATION REGISTRANT
Elie M. Genadry* President None
Craig E. Smith* Executive Vice President None
Peter Moeller* Vice President and Sales None
Manager
Kristina Williams Vice President-- None
Pompano Beach, FL Administration
James Barr Regional Vice President None
Newton, MA
Mary B. Brundage Regional Vice President None
Pasadena, CA
Edward Donley Regional Vice President None
Latham, NY
Thomas Ellis Regional Vice President None
Ranchero Murietta, CA
Glenn Farinacci* Regional Vice President None
Peter S. Ferrentino Regional Vice President None
San Francisco, CA
William Frey Regional Vice President None
Hoffman Estates, IL
Suzanne Haley Regional Vice President None
Tampa, FL
Philip Jochem Regional Vice President None
Warrington, PA
Richard P. Kundracik Regional Vice President None
Waterford, MI
Michael Lane Regional Vice President None
Beaver Falls, PA
Fred Lanier Regional Vice President None
Atlanta, GA
Beth Presson Regional Vice President None
Colchester, VT
Joseph Reaves Regional Vice President None
New Orleans, LA
Christian Renninger Regional Vice President None
Germantown, MD
Robert J. Richardson Regional Vice President None
Houston, TX
Kurt Wiessner Regional Vice President None
Minneapolis, MN
Institutional Services Division of Dreyfus Service Corporation
==============================================================
Positions and offices
with Institutional Services Positions and
Name and principal Division of Dreyfus offices with
BUSINESS ADDRESS SERVICE CORPORATION REGISTRANT
Elie M. Genadry* President None
Donald A. Nanfeldt* Executive Vice President None
Charles Cardona** Senior Vice President-- None
Institutional Services
Stacy Alexander* Vice President--Bank None
Wholesale
Eric Almquist* Vice President--Eastern None
Regional Sales Manager
James E. Baskin+++++++ Vice President-- None
Institutional Sales
Kenneth Bernstein Vice President--Bank None
Boca Raton, FL Wholesale
Stephen Burke* Vice President--Bank None
Wholesaler Sales Manager
Laurel A. Diedrick Burrows*** Vice President--Bank None
Wholesale
Gary F. Callahan Vice President--Bank None
Somerville, NJ Wholesale
Daniel L. Clawson++++ Vice President-- None
Institutional Sales
Anthony T. Corallo Vice President-- None
San Francisco, CA Institutional Sales
Bonnie M. Cymbryla Vice President--Bank None
Brewerton, NY Wholesale
William Davis Vice President None
Bellevue, WA
Steven Faticone***** Vice President--Bank None
Wholesale
William E. Findley**** Vice President None
Mary Genet***** Vice President None
Melinda Miller Gordon* Vice President None
Christina Haydt++ Vice President- None
Institutional Sales
Carol Anne Kelty* Vice President- None
Institutional Sales
Gwenn Kessler***** Vice President--Bank None
Wholesale
Nancy Knee++++ Vice President--Bank None
Wholesale
Bradford Lange* Vice President--Bank None
Wholesale
Kathleen McIntyre Lewis++ Vice President--Western None
Regional Sales Manager
Eva Machek***** Vice President-- None
Institutional Sales
Bradley R. Maybury Vice President--Bank None
Seattle, WA Wholesale
Mary McCabe*** Vice President--Bank None
Wholesale
James McNamara***** Vice President-- None
Institutional Sales
James Neiland* Vice President--Bank None
Wholesale--National
Accounts Manager
Susan M. O'Connor* Vice President-- None
Institutional Seminars
Andrew Pearson+++ Vice President- None
Institutional Sales
Jean Heitzman Penny***** Vice President- None
Institutional Sales
Dwight Pierce+ Vice President--Bank None
Wholesale
Lorianne Pinto* Vice President--Bank None
Wholesale
Douglas Rentschler Vice President--Bank None
Grosse Point Park, MI Wholesale
Leah Ryan**** Vice President-- None
Institutional Sales
Emil Samman* Vice President- None
Institutional Marketing
Edward Sands* Vice President- None
Institutional Administration
William Schalda* Vice President-- None
Institutional Administration
Sue Ann Seefeld++++ Vice President- None
Institutional Sales
Brant Snavely Vice President--Bank None
Charlotte, NC Wholesale
Thomas Stallings Vice President-- None
Richmond, VA Institutional Sales
Elizabeth Biordi Wieland* Vice President- None
Institutional Administration
Thomas Winnick Vice President--Bank None
Malverne, PA Wholesale
Jeanne Butler* Assistant Vice President- None
Institutional Operations
Roberta Hall***** Assistant Vice President- None
Institutional Servicing
Tracy Hopkins** Assistant Vice President- None
Institutional Operations
Lois Paterson* Assistant Vice President- None
Institutional Operations
Mary Rogers** Assistant Vice President None
Karen Markovic Shpall++++++ Assistant Vice President None
Patrick Synan** Assistant Vice President-- None
Institutional Support
Emilie Tongalson** Assistant Vice President- None
Institutional Servicing
Carolyn Warren Stein++ Assistant Vice President-- None
Institutional Servicing
Tonda Watson**** Assistant Vice President- None
Institutional Sales
Group Retirement Plans Division of Dreyfus Service Corporation
==============================================================
Positions and offices
with Group Retirement Positions and
Name and principal Plans Division of offices with
BUSINESS ADDRESS DREYFUS SERVICE CORPORATION REGISTRANT
Elie M. Genadry* President None
Robert W. Stone* Executive Vice President None
Leonard Larrabee* Vice President and None
Senior Counsel
George Anastasakos* Vice President None
Bart Ballinger++ Vice President--Sales None
Paula Cleary* Vice President--Marketing None
Ellen S. Dinas* Vice President--Marketing/ None
Communications
William Gallagher* Vice President-Sales None
Brent Glading* Vice President-Sales None
Jeffrey Lejune Vice President-Sales None
Dallas, TX
Samuel Mancino** Vice President-Installation None
Joanna Morris* Vice President-Sales None
Joseph Pickert++ Vice President--Sales None
Alison Saunders** Vice President--Enrollment None
Scott Zeleznik* Vice President-Sales None
Alana Zion* Vice President-Sales None
Jeffrey Blake* Assistant Vice President-- None
Sales
_______________
* The address of the offices so indicated is 200 Park
Avenue, New York, New York 10166.
** The address of the offices so indicated is 144 Glenn
Curtiss Boulevard, Uniondale, New York 11556-0144.
*** The address of the offices so indicated is 580
California
Street, San Francisco, California 94104.
**** The address of the offices so indicated is 3384
Peachtree Road,
Suite 100, Atlanta, Georgia 30326-1106.
***** The address of the offices so indicated is 190 South
LaSalle
Street, Suite 2850, Chicago, Illinois 60603.
+ The address of the offices so indicated is P.O. Box
1657, Duxbury,
Massachusetts 02331.
++ The address of the offices so indicated is 800 West
Sixth Street,
Suite 1000, Los Angeles, California 90017.
+++ The address of the offices so indicated is 11 Berwick
Lane,
Edgewood, Rhode Island 02905.
++++ The address of the offices so indicated is 1700 Lincoln
Street,
Suite 3940, Denver, Colorado 80203.
+++++ The address of the offices so indicated is 6767 Forest
Hill Avenue,
Richmond, Virginia 23225.
++++++ The address of the offices so indicated is 2117 Diamond
Street, San
Diego, California 92109.
+++++++ The address of the offices so indicated is P.O. Box 757,
Holliston,
Massachusetts 01746.
ITEM 30. LOCATION OF ACCOUNTS AND RECORDS
1. The Shareholder Services Group, Inc.,
a subsidiary of First Data Corporation
P.O. Box 9671
Providence, Rhode Island 02940-9671
2. The Bank of New York
110 Washington Street
New York, New York 10286
3. The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
ITEM 31. MANAGEMENT SERVICES
Not Applicable
ITEM 32. UNDERTAKINGS
Registrant hereby undertakes
(b) (1) to file a post-effective amendment, using
financial
statements which need not be certified, within
four to
six months from the effective date of
Registrant's 1933
Act Registration Statement.
(2) to call a meeting of shareholders for the
purpose of
voting upon the question of removal of a
trustee or
trustees when requested in writing to do so by
the
holders of at least 10% of the Registrant's
outstanding
shares of beneficial interest and in
connection with such
meeting to comply with the provisions of
Section 16(c) of
the Investment Company Act of 1940 relating to
shareholder communications.
<PAGE>
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 8th day of April, 1994.
PREMIER LIMITED TERM MUNICIPAL
BOND FUND
(Registrant)
By:/S/ RICHARD J. MOYNIHAN
Richard J. Moynihan, President
POWER OF ATTORNEY
Each person whose signature appears below on this
Registration
Statement hereby constitutes and appoints Mark N. Jacobs, Steven
F. Newman
and Robert R. Mullery, and each of them, with full power to act
without the
other, his true and lawful attorney-in-fact and agent, with full
power of
substitution and resubstitution, for him and in his name, place
and stead,
in any and all capacities (until revoked in writing) to sign any
and all
amendments to this Registration Statement (including
post-effective
amendments and amendments thereto), and to file the same, with
all exhibits
thereto, and other documents in connection therewith, with the
Securities
and Exchange Commission, granting unto said attorneys-in-fact and
agents,
and each of them, full power and authority to do and perform each
and every
act and thing ratifying and confirming all that said
attorneys-in-fact and
agents or any of them, or their or his substitute or substitutes,
may
lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act
of 1933,
this Registration Statement has been signed below by the
following persons
in the capacities and on the dates indicated.
/S/ RICHARD J. MOYNIHAN President April 8, 1994
Richard J. Moynihan (Principal Executive
Officer) and Trustee
/S/ JEFFREY N. NACHMAN Treasurer April 8, 1994
Jeffrey N. Nachman (Principal Financial
and Accounting
Officer)
/S/ CLIFFORD L. ALEXANDER Trustee April 8, 1994
Clifford L. Alexander, Jr.
/S/ PEGGY C. DAVIS Trustee April 8, 1994
Peggy C. Davis
/S/ ERNST KAFKA Trustee April 8, 1994
Ernst Kafka
/S/ SAUL B. KLAMAN Trustee April 8, 1994
Saul B. Klaman
/S/ NATHAN LEVENTHAL Trustee Apirl 8, 1994
Nathan Leventhal
PREMIER LIMITED TERM MUNICIPAL BOND FUND
Pre-Effective Amendment No. 1 to
Registration Statement on Form N-1A under
the Securities Act of 1933 and
the Investment Company Act of 1940
____________________
EXHIBITS
____________________
<PAGE>
INDEX TO EXHIBITS
PAGE
(1) (b) Articles of Amendment . . . . . . . . . . . . . .
(5) Management Agreement . . . . . . . . . . . . . . . . .
(6) Distribution Agreement . . . . . . . . . . . . . . . .
(8) (a) Custody Agreement . . . . . . . . . . . . . . . .
(8) (b) Sub-Custodian Agreements. . . . . . . . . . . . .
(9) Shareholder Services Plan. . . . . . . . . . . . . . .
(10) Opinion (including consent) of
Stroock & Stroock & Lavan . . . . . . . . . . . .
(11) Consent of Independent Auditors. . . . . . . . . . . .
(15) Distribution Plan. . . . . . . . . . . . . . . . . . .
Other Exhibits:
Certificate of Assistant Secretary . . . . . . . . . .
Notification of Election Pursuant to Rule 18f-1. . . .
<PAGE>
EXHIBIT (1)(b)
PREMIER INTERMEDIATE MUNICIPAL BOND FUND
ARTICLES OF AMENDMENT
Premier Intermediate Municipal Bond Fund, a business
trust formed by an Agreement and Declaration of Trust dated
December 6, 1993, pursuant to the laws of the Commonwealth of
Massachusetts (the "Trust"), hereby certifies to the Secretary
of State of the Commonwealth of Massachusetts that:
FIRST: The Agreement and Declaration of Trust of the
Trust is hereby amended by striking out Article I, Section 1 and
inserting in lieu thereof the following:
"SECTION 1. Name. This Trust shall
be known as 'Premier Limited Term Municipal Bond
Fund.'"
SECOND: The amendment to the Agreement and Declaration
of Trust herein made was duly approved by a majority of the
Board of Trustees of the Trust as of March 21, 1994 pursuant to
Article IX, Section 8 of the Agreement and Declaration of Trust.
<PAGE>
IN WITNESS WHEREOF, Premier Intermediate Municipal Bond
Fund has caused these Articles to be signed in its name and on
its behalf by its Board of Trustees.
PREMIER INTERMEDIATE MUNICIPAL
BOND FUND
/S/ CLIFFORD L. ALEXANDER, JR.
Clifford L. Alexander, Jr., Trustee
/S/ PEGGY C. DAVIS
Peggy C. Davis, Trustee
/S/ ERNEST KAFKA
Ernest Kafka, Trustee
/S/ SAUL B. KLAMAN
Saul B. Klaman, Trustee
/S/ NATHAN LEVENTHAL
Nathan Leventhal, Trustee
/S/ RICHARD J. MOYNIHAN
Richard J. Moynihan, Trustee
<PAGE>
STATE OF NEW YORK )
: ss:
COUNTY OF NEW YORK )
On this day of March, 1994, before me personally
came Clifford L. Alexander, Jr., Peggy C. Davis, Ernest Kafka,
Saul B. Klaman, Nathan Leventhal and Richard J. Moynihan,
Trustees of the Fund, to me known, and known to me to be the
persons described in and who executed the foregoing instrument,
and who duly acknowledged to me that they had executed the same.
_______________________
Notary Public
<PAGE>
EXHIBIT
(5)
MANAGEMENT AGREEMENT
PREMIER LIMITED TERM MUNICIPAL BOND FUND
144 Glenn Curtiss Boulevard
Uniondale, New York 11556-0144
January 26,
1994
The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Dear Sirs:
Premier Limited Term Municipal Bond Fund, a
Massachusetts business trust (the "Fund"), herewith confirms its
agreement with you as follows:
The Fund desires to employ its capital by investing and
reinvesting the same in investments of the type and in accordance
with the limitations specified in its Declaration of Trust and in
its Prospectus and Statement of Additional Information as from
time to time in effect, copies of which have been or will be
submitted to you, and in such manner and to such extent as from
time to time may be approved by the Fund's Board of Trustees.
The
Fund desires to employ you to act as its investment adviser.
In this connection it is understood that from time to
time you will employ or associate with yourself such person or
persons as you may believe to be particularly fitted to assist
you
in the performance of this Agreement. Such person or persons may
be officers or employees who are employed by both you and the
Fund. The compensation of such person or persons shall be paid
by
you and no obligation may be incurred on the Fund's behalf in any
such respect.
Subject to the supervision and approval of the Fund's
Board of Trustees, you will provide investment management of the
Fund's portfolio in accordance with the Fund's investment
objectives and policies as stated in its Prospectus and Statement
of Additional Information as from time to time in effect. In
connection therewith, you will obtain and provide investment
research and will supervise the Fund's investments and conduct a
continuous program of investment, evaluation and, if appropriate,
sale and reinvestment of the Fund's assets. You will furnish to
the Fund such statistical information, with respect to the
investments which the Fund may hold or contemplate purchasing, as
the Fund may reasonably request. The Fund wishes to be informed
of important developments materially affecting its portfolio and
shall expect you, on your own initiative, to furnish to the Fund
from time to time such information as you may believe appropriate
for this purpose.
In addition, you will supply office facilities (which
may be in your own offices), data processing services, clerical,
accounting and bookkeeping services, internal auditing and legal
services, internal executive and administrative services, and
stationery and office supplies; prepare reports to the Fund's
shareholders, tax returns, reports to and filings with the
Securities and Exchange Commission and state Blue Sky
authorities;
calculate the net asset value of the Fund's shares; and generally
assist in all aspects of the Fund's operations.
You shall exercise your best judgment in rendering the
services to be provided to the Fund hereunder and the Fund agrees
as an inducement to your undertaking the same that you shall not
be liable hereunder for any error of judgment or mistake of law
or
for any loss suffered by the Fund, provided that nothing herein
shall be deemed to protect or purport to protect you against any
liability to the Fund or to its security holders to which you
would otherwise be subject by reason of willful misfeasance, bad
faith or gross negligence in the performance of your duties
hereunder, or by reason of your reckless disregard of your
obligations and duties hereunder.
In consideration of services rendered pursuant to this
Agreement, the Fund will pay you on the first business day of
each
month a fee at the annual rate of .55 of 1% of the value of the
Fund's average daily net assets. Net asset value shall be
computed on such days and at such time or times as described in
the Fund's then-current Prospectus and Statement of Additional
Information. The fee for the period from the date of the
commencement of the initial public sale of the Fund's shares to
the end of the month during which such sale shall have been
commenced shall be pro-rated according to the proportion which
such period bears to the full monthly period, and upon any
termination of this Agreement before the end of any month, the
fee
for such part of a month shall be pro-rated according to the
proportion which such period bears to the full monthly period and
shall be payable upon the date of termination of this Agreement.
For the purpose of determining fees payable to you, the
value of the Fund's net assets shall be computed in the manner
specified in the Fund's Declaration of Trust for the computation
of the value of the Fund's net assets.
You will bear all expenses in connection with the
performance of your services under this Agreement. All other
expenses to be incurred in the operation of the Fund will be
borne
by the Fund, except to the extent specifically assumed by you.
The expenses to be borne by the Fund include, without limitation,
the following: organizational costs, taxes, interest, loan
commitment fees, interest and distributions paid on securities
sold short, brokerage fees and commissions, if any, fees of
Trustees who are not your officers, directors or employees or
holders of 5% or more of your outstanding voting securities,
Secu-
rities and Exchange Commission fees and 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 independent pricing services, costs of maintaining the
Fund's existence, costs attributable to investor services
(including, without limitation, telephone and personnel
expenses),
costs of shareholders' reports and meetings, costs of preparing,
printing and distributing certain prospectuses and statements of
additional information, and any extraordinary expenses.
If in any fiscal year the aggregate expenses of the
Fund
(including fees pursuant to this Agreement, but excluding
interest, taxes, brokerage and, with the prior written consent of
the necessary state securities commissions, extraordinary
expenses) exceed the expense limitation of any state having
jurisdiction over the Fund, the Fund may deduct from the fees to
be paid hereunder, or you will bear, such excess expense to the
extent required by state law. Your obligation pursuant hereto
will be limited to the amount of your fees hereunder. 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 Fund understands that you now act, and that from
time to time hereafter you may act, as investment adviser to one
or more other investment companies and fiduciary or other managed
accounts, and the Fund has no objection to your so acting,
provided that when purchase or sale of securities of the same
issuer is suitable for the investment objectives of two or more
companies or accounts managed by you which have available funds
for investment, the available securities will be allocated in a
manner believed to be equitable to each company or account. It
is
recognized that in some cases this procedure may adversely affect
the price paid or received by the Fund or the size of the
position
obtainable for or disposed of by the Fund.
In addition, it is understood that the persons employed
by you to assist in the performance of your duties hereunder will
not devote their full time to such services and nothing contained
herein shall be deemed to limit or restrict your right or the
right of any of your affiliates to engage in and devote time and
attention to other businesses or to render services of whatever
kind or nature.
You shall not be liable for any error of judgment or
mistake of law or for any loss suffered by the Fund in connection
with the matters to which this Agreement relates, except for a
loss resulting from willful misfeasance, bad faith or gross
negligence on your part in the performance of your duties or from
reckless disregard by you of your obligations and duties under
this Agreement. Any person, even though also your officer,
director, partner, employee or agent, who may be or become an
officer, Trustee, employee or agent of the Fund, shall be deemed,
when rendering services to the Fund or acting on any business of
the Fund, to be rendering such services to or acting solely for
the Fund and not as your officer, director, partner, employee, or
agent or one under your control or direction even though paid by
you.
This Agreement shall continue until January 26, 1996,
and thereafter shall continue automatically for successive annual
periods ending on January 26th of each year, provided such
continuance is specifically approved at least annually by (i) the
Fund's Board of Trustees or (ii) vote of a majority (as defined
in
the Investment Company Act of 1940) of the Fund's outstanding
voting securities, provided that in either event its continuance
also is approved by a majority of the Fund's Trustees who are not
"interested persons" (as defined in said Act) of any party to
this
Agreement, by vote cast in person at a meeting called for the
purpose of voting on such approval. This Agreement is terminable
without penalty, on 60 days' notice, by the Fund's Board of
Trustees or by vote of holders of a majority of the Fund's shares
or, on not less than 90 days' notice, by you. This Agreement
also
will terminate automatically in the event of its assignment (as
defined in said Act).
This Agreement has been executed on behalf of the Fund
by the undersigned officer of the Fund in his capacity as an
officer of the Fund. The obligations of this Agreement shall
only
be binding upon the assets and property of the Fund and shall not
be binding upon any Trustee, officer or shareholder of the Fund
individually.
<PAGE>
If the foregoing is in accordance with your
understanding, will you kindly so indicate by signing and
returning to us the enclosed copy hereof.
Very truly yours,
PREMIER LIMITED TERM MUNICIPAL
BOND FUND
By:________________________________
Accepted:
THE DREYFUS CORPORATION
By:_______________________________
<PAGE>
EXHIBIT
(6)
DISTRIBUTION AGREEMENT
PREMIER LIMITED TERM MUNICIPAL BOND FUND
144 Glenn Curtiss Boulevard
Uniondale, New York 11556-0144
January 26, 1994
Dreyfus Service Corporation
200 Park Avenue
New York, New York 10166
Dear Sirs:
This is to confirm that, in consideration of the agree-
ments hereinafter contained, the undersigned, Premier Limited
Term
Municipal Bond Fund, a Massachusetts business trust (the "Fund"),
has agreed that you shall be, for the period of this Agreement,
the distributor of shares of beneficial interest of the Fund.
1. Services as Distributor
1.1. You will act as agent for the distribution of
shares of the Fund covered by, and in accordance with, the regis-
tration statement and prospectus then in effect under the Securi-
ties Act of 1933, as amended, and will transmit promptly any
orders received by you for purchase or redemption of shares of
the
Fund to the Transfer and Dividend Disbursing Agent for the Fund
of
which the Fund has notified you in writing.
1.2. You agree to use your best efforts to solicit
orders for the sale of shares of the Fund. It is contemplated
that you will enter into sales or servicing agreements with
securities dealers, financial institutions and other industry
professionals, such as investment advisers, accountants and
estate
planning firms, and in so doing you will act only on your own
behalf as principal.
1.3. You shall act as distributor of the Fund's shares
in compliance with all applicable laws, rules and regulations,
including, without limitation, all rules and regulations made or
adopted pursuant to the Investment Company Act of 1940, as
amended, by the Securities and Exchange Commission or any
securities association registered under the Securities Exchange
Act of 1934, as amended.
1.4. Whenever in their judgment such action is
warranted by market, economic or political conditions, or by
abnormal circumstances of any kind, the Fund's officers may
decline to accept any orders for, or make any sales of, any of
the
Fund's shares until such time as they deem it advisable to accept
such orders and to make such sales and the Fund shall advise you
promptly of such determination.
1.5. The Fund agrees to pay all costs and expenses in
connection with the registration of the Fund's shares under the
Securities Act of 1933, as amended, and all expenses in
connection
with maintaining facilities for the issue and transfer of the
Fund's shares and for supplying information, prices and other
data
to be furnished by the Fund hereunder, and expenses in connection
with preparing, printing and distributing the Fund's prospectuses
and statements of additional information for regulatory purposes
and for distribution to existing shareholders.
1.6. The Fund agrees to execute any and all documents
and to furnish any and all information and otherwise to take all
actions which may be reasonably necessary in the discretion of
the
Fund's officers in connection with the qualification of the
Fund's
shares for sale in such states as you may designate to the Fund
and the Fund may approve, and the Fund agrees to pay all expenses
which may be incurred in connection with such qualification. You
shall pay all expenses connected with your own qualification as a
dealer under state or Federal laws and, except as otherwise spe-
cifically provided in this agreement, all other expenses incurred
by you in connection with the sale of the Fund's shares as
contem-
plated in this agreement.
1.7. The Fund shall furnish you from time to time, for
use in connection with the sale of the Fund's shares, such infor-
mation with respect to the Fund and its shares as you may reason-
ably request, all of which shall be signed by one or more of the
Fund's duly authorized officers; and the Fund warrants that the
statements contained in any such information, when so signed by
the Fund's officers, shall be true and correct. The Fund also
shall furnish you upon request with: (a) semi-annual reports and
annual audited reports of the Fund's books and accounts made by
independent public accountants regularly retained by the Fund,
(b) quarterly earnings statements prepared by the Fund, (c) a
monthly itemized list of the securities in the Fund's portfolio,
(d) monthly balance sheets as soon as practicable after the end
of
each month, and (e) from time to time such additional information
regarding the Fund's financial condition as you may reasonably
request.
1.8. The Fund represents to you that all registration
statements and prospectuses filed by the Fund with the Securities
and Exchange Commission under the Securities Act of 1933, as
amended, with respect to the Fund's shares have been carefully
prepared in conformity with the requirements of said Act and
rules
and regulations of the Securities and Exchange Commission there-
under. As used in this agreement, the terms "registration state-
ment" and "prospectus" shall mean any registration statement and
prospectus, including the statement of additional information
incorporated by reference therein, filed with the Securities and
Exchange Commission and any amendments and supplements thereto
which at any time shall have been filed with said Commission.
The
Fund represents and warrants to you that any registration state-
ment and prospectus, when such registration statement becomes ef-
fective, will contain all statements required to be stated
therein
in conformity with said Act and the rules and regulations of said
Commission; that all statements of fact contained in any such
reg-
istration statement and prospectus will be true and correct when
such registration statement becomes effective; and that neither
any registration statement nor any prospectus when such registra-
tion statement becomes effective will include an untrue statement
of a material fact or omit to state a material fact required to
be
stated therein or necessary to make the statements therein not
misleading. The Fund may but shall not be obligated to propose
from time to time such amendment or amendments to any
registration
statement and such supplement or supplements to any prospectus
as,
in the light of future developments, may, in the opinion of the
Fund's counsel, be necessary or advisable. If the Fund shall not
propose such amendment or amendments and/or supplement or supple-
ments within fifteen days after receipt by the Fund of a written
request from you to do so, you may, at your option, terminate
this
agreement or decline to make offers of the Fund's securities
until
such amendments are made. The Fund shall not file any amendment
to any registration statement or supplement to any prospectus
without giving you reasonable notice thereof in advance;
provided,
however, that nothing contained in this agreement shall in any
way
limit the Fund's right to file at any time such amendments to any
registration statement and/or supplements to any prospectus, of
whatever character, as the Fund may deem advisable, such right
being in all respects absolute and unconditional.
1.9. The Fund authorizes you to use any prospectus in
the form furnished to you from time to time, in connection with
the sale of the Fund's shares. The Fund agrees to indemnify,
defend and hold you, your several officers and directors, and any
person who controls you within the meaning of Section 15 of the
Securities Act of 1933, as amended, free and harmless from and
against any and all claims, demands, liabilities and expenses
(including the cost of investigating or defending such claims,
demands or liabilities and any counsel fees incurred in
connection
therewith) which you, your officers and directors, or any such
controlling person, may incur under the Securities Act of 1933,
as
amended, or under common law or otherwise, arising out of or
based
upon any untrue statement, or alleged untrue statement, of a
material fact contained in any registration statement or any pro-
spectus or arising out of or based upon any omission, or alleged
omission, to state a material fact required to be stated in
either
any registration statement or any prospectus or necessary to make
the statements in either thereof not misleading; provided,
however, that the Fund's agreement to indemnify you, your
officers
or directors, and any such controlling person shall not be deemed
to cover any claims, demands, liabilities or expenses arising out
of any untrue statement or alleged untrue statement or omission
or
alleged omission made in any registration statement or prospectus
in reliance upon and in conformity with written information fur-
nished to the Fund by you specifically for use in the preparation
thereof. The Fund's agreement to indemnify you, your officers
and
directors, and any such controlling person, as aforesaid, is
expressly conditioned upon the Fund's being notified of any
action
brought against you, your officers or directors, or any such con-
trolling person, such notification to be given by letter or by
telegram addressed to the Fund at its office in Uniondale, New
York within ten days after the summons or other first legal
process shall have been served. The failure so to notify the
Fund
of any such action shall not relieve the Fund from any liability
which the Fund may have to the person against whom such action is
brought by reason of any such untrue, or alleged untrue,
statement
or omission, or alleged omission, otherwise than on account of
the
Fund's indemnity agreement contained in this paragraph 1.9. The
Fund will be entitled to assume the defense of any suit brought
to
enforce any such claim, demand or liability, but, in such case,
such defense shall be conducted by counsel of good standing
chosen
by the Fund and approved by you. In the event the Fund elects to
assume the defense of any such suit and retain counsel of good
standing approved by you, the defendant or defendants in such
suit
shall bear the fees and expenses of any additional counsel
retained by any of them; but in case the Fund does not elect to
assume the defense of any such suit, or in case you do not
approve
of counsel chosen by the Fund, the Fund will reimburse you, your
officers and directors, or the controlling person or persons
named
as defendant or defendants in such suit, for the fees and
expenses
of any counsel retained by you or them. The Fund's indemnifica-
tion agreement contained in this paragraph 1.9 and the Fund's
rep-
resentations and warranties in this agreement shall remain
operative and in full force and effect regardless of any investi-
gation made by or on behalf of you, your officers and directors,
or any controlling person, and shall survive the delivery of any
of the Fund's shares. This agreement of indemnity will inure ex-
clusively to your benefit, to the benefit of your several
officers
and directors, and their respective estates, and to the benefit
of
any controlling persons and their successors. The Fund agrees
promptly to notify you of the commencement of any litigation or
proceedings against the Fund or any of its officers or Trustees
in
connection with the issue and sale of any of the Fund's shares.
1.10. You agree to indemnify, defend and hold the
Fund,
its several officers and Trustees, and any person who controls
the
Fund within the meaning of Section 15 of the Securities Act of
1933, as amended, free and harmless from and against any and all
claims, demands, liabilities and expenses (including the cost of
investigating or defending such claims, demands or liabilities
and
any counsel fees incurred in connection therewith) which the
Fund,
its officers or Trustees, or any such controlling person, may
incur under the Securities Act of 1933, as amended, or under
common law or otherwise, but only to the extent that such liabil-
ity or expense incurred by the Fund, its officers or Trustees, or
such controlling person resulting from such claims or demands,
shall arise out of or be based upon any untrue, or alleged
untrue,
statement of a material fact contained in information furnished
in
writing by you to the Fund specifically for use in the Fund's
registration statement and used in the answers to any of the
items
of the registration statement or in the corresponding statements
made in the prospectus, or shall arise out of or be based upon
any
omission, or alleged omission, to state a material fact in
connec-
tion with such information furnished in writing by you to the
Fund
and required to be stated in such answers or necessary to make
such information not misleading. Your agreement to indemnify the
Fund, its officers and Trustees, and any such controlling person,
as aforesaid, is expressly conditioned upon your being notified
of
any action brought against the Fund, its officers or Trustees, or
any such controlling person, such notification to be given by
letter or telegram addressed to you at your principal office in
New York, New York within ten days after the summons or other
first legal process shall have been served. You shall have the
right to control the defense of such action, with counsel of your
own choosing, satisfactory to the Fund, if such action is based
solely upon such alleged misstatement or omission on your part,
and in any other event the Fund, its officers, Trustees or such
controlling person shall each have the right to participate in
the
defense or preparation of the defense of any such action. The
failure so to notify you of any such action shall not relieve you
from any liability which you may have to the Fund, its officers
or
Trustees, or to such controlling person by reason of any such
untrue, or alleged untrue, statement or omission, or alleged
omission, otherwise than on account of your indemnity agreement
contained in this paragraph 1.10.
1.11. None of the Fund's shares shall be offered by
either you or the Fund under any of the provisions of this agree-
ment and no orders for the purchase or sale of such shares here-
under shall be accepted by the Fund if and so long as the effec-
tiveness of the registration statement then in effect or any
necessary amendments thereto shall be suspended under any of the
provisions of the Securities Act of 1933, as amended, or if and
so
long as a current prospectus as required by Section 10 of said
Act, as amended, is not on file with the Securities and Exchange
Commission; provided, however, that nothing contained in this
paragraph 1.11 shall in any way restrict or have an application
to
or bearing upon the Fund's obligation to repurchase any of the
Fund's shares from any shareholder in accordance with the
provisions of the Fund's prospectus or Declaration of Trust.
1.12. The Fund agrees to advise you immediately in
writing:
(a) of any request by the Securities and Exchange
Commission for amendments to the registration statement
or prospectus then in effect or for additional informa-
tion;
(b) in the event of the issuance by the Securities
and Exchange Commission of any stop order suspending
the
effectiveness of the registration statement or prospec-
tus then in effect or the initiation of any proceeding
for that purpose;
(c) of the happening of any event which makes un-
true any statement of a material fact made in the
regis-
tration statement or prospectus then in effect or which
requires the making of a change in such registration
statement or prospectus in order to make the statements
therein not misleading; and
(d) of all actions of the Securities and Exchange
Commission with respect to any amendments to any regis-
tration statement or prospectus which may from time to
time be filed with the Securities and Exchange Commis-
sion.
2. Term
This agreement shall continue until January 26, 1996,
and thereafter shall continue automatically for successive annual
periods ending on January 26th of each year, provided such
continuance is specifically approved at least annually by (i) the
Fund's Board of Trustees or (ii) vote of a majority (as defined
in
the Investment Company Act of 1940) of the Fund's outstanding
voting securities, provided that in either event its continuance
also is approved by a majority of the Fund's Trustees who are not
"interested persons" (as defined in said Act) of any party to
this
agreement, by vote cast in person at a meeting called for the
purpose of voting on such approval. This agreement is terminable
without penalty, on 60 days' notice, by the Fund's Board of
Trustees, by vote of holders of a majority of the Fund's shares,
or by you. This agreement also will terminate automatically in
the event of its assignment (as defined in said Act).
3. Sales Load; CDSC
Class A shares of the Fund offered for sale by you
shall
be offered for sale at a price per share (the "offering price")
approximately equal to (a) their net asset value (determined in
the manner set forth in the Fund's Declaration of Trust) plus,
except to those persons set forth in the then current prospectus,
(b) a sales charge which shall be the percentage of the offering
price of such shares as set forth in the Fund's then current
prospectus. The offering price, if not an exact multiple of one
cent, shall be adjusted to the nearest cent. Class B shares of
the Fund offered for sale by you shall be offered for sale at the
price per share set forth in clause (a) above, subject to a
contingent deferred sales charge as set forth in the Fund's then
current prospectus.
4. Miscellaneous
This agreement has been executed on behalf of the Fund
by the undersigned officer of the Fund in his capacity as an
officer of the Fund. The obligations of this agreement shall
only
be binding upon the assets and property of the Fund and shall not
be binding upon any Trustee, officer or shareholder of the Fund
individually.
Please confirm that the foregoing is in accordance with
your understanding and indicate your acceptance hereof by signing
below, whereupon it shall become a binding agreement between us.
Very truly yours,
PREMIER LIMITED TERM MUNICIPAL
BOND FUND
By:
Accepted:
DREYFUS SERVICE CORPORATION
By:________________________
<PAGE>
EXHIBIT
(8)(a)
CUSTODY AGREEMENT
Custody Agreement made as of January 26, 1994 between
PREMIER LIMITED TERM MUNICIPAL BOND FUND, a business trust
organized and existing under the laws of the Commonwealth of
Massachusetts, having as an address 144 Glenn Curtiss Boulevard,
Uniondale, New York 11556-0144 (hereinafter called the "Fund"),
and THE BANK OF NEW YORK, a New York corporation authorized to do
a banking business, having its principal office and place of
business at 110 Washington Street, New York, New York 10286
(hereinafter called the "Custodian").
W I T N E S S E T H :
that for and in consideration of the mutual promises hereinafter
set forth the Fund and the Custodian agree as follows:
ARTICLE I
DEFINITIONS
Whenever used in this Agreement, the following words
and
phrases, unless the context otherwise requires, shall have the
following meanings:
1. "Authorized Person" shall be deemed to include the
Treasurer, the Controller or any other person, whether or not any
such person is an Officer or employee of the Fund, duly
authorized
by the Trustees of the Fund to give Oral Instructions and Written
Instructions on behalf of the Fund and listed in the Certificate
annexed hereto as Appendix A or such other Certificate as may be
received by the Custodian from time to time.
2. "Available Balance" shall mean for any given day
during a calendar year the aggregate amount of Federal Funds held
in the Fund's custody account(s) at The Bank of New York, or its
successors, as of the close of such day or, if such day is not a
business day, the close of the preceding business day.
3. "Bankruptcy" shall mean with respect to a party
such
party's making a general assignment, arrangement or composition
with or for the benefit of its creditors, or instituting or
having
instituted against it a proceeding seeking a judgment of
insolvency or bankruptcy or the entry of an order for relief
under
the Federal bankruptcy law or any other relief under any
bankruptcy or insolvency law or other similar law affecting
creditors' rights, or if a petition is presented for the winding
up or liquidation of the party or a resolution is passed for its
winding up or liquidation, or it seeks, or becomes subject to,
the
appointment of an administrator, receiver, trustee, custodian or
other similar official for it or for all or substantially all of
its assets or its taking any action in furtherance of, or
indicating its consent to approval of, or acquiescence in, any of
the foregoing.
4. "Book-Entry System" shall mean the Federal
Reserve/
Treasury book-entry system for United States and Federal agency
securities, its successor or successors and its nominee or
nominees.
5. "Call Option" shall mean an exchange traded option
with respect to Securities other than Stock Index Options,
Futures
Contracts and Futures Contract Options entitling the holder, upon
timely exercise and payment of the exercise price, as specified
therein, to purchase from the writer thereof the specified
underlying Securities.
6. "Certificate" shall mean any notice, instruction,
or
other instrument in writing, authorized or required by this
Agreement to be given to the Custodian, which is actually
received
by the Custodian and signed on behalf of the Fund by any two
Officers of the Fund.
7. "Clearing Member" shall mean a registered broker-
dealer which is a clearing member under the rules of O.C.C. and a
member of a national securities exchange qualified to act as a
custodian for an investment company, or any broker-dealer
reasonably believed by the Custodian to be such a clearing
member.
8. "Collateral Account" shall mean a segregated
account
so denominated and pledged to the Custodian as security for, and
in consideration of, the Custodian's issuance of (a) any Put
Option guarantee letter or similar document described in para-
graph 8 of Article V herein, or (b) any receipt described in
Article V or VIII herein.
9. "Consumer Price Index" shall mean the U.S. Consumer
Price Index, all items and all urban consumers, U.S. city average
l982-84 equals l00, as first published without seasonal
adjustment
by the Bureau of Labor Statistics, the Department of Labor,
without regard to subsequent revisions or corrections by such
Bureau.
10. "Covered Call Option" shall mean an exchange
traded
option entitling the holder, upon timely exercise and payment of
the exercise price, as specified therein, to purchase from the
writer thereof the specified Securities (excluding Futures
Contracts) which are owned by the writer thereof and subject to
appropriate restrictions.
11. "Depository" shall mean The Depository Trust
Company ("DTC"), a clearing agency registered with the Securities
and Exchange Commission, its successor or successors and its
nominee or nominees, provided the Custodian has received a
certified copy of a resolution of the Fund's Trustees
specifically
approving deposits in DTC. The term "Depository" shall further
mean and include any other person authorized to act as a
depository under the Investment Company Act of 1940, its
successor
or successors and its nominee or nominees, specifically
identified
in a certified copy of a resolution of the Fund's Trustees
specifically approving deposits therein by the Custodian.
12. "Earnings Credit" shall mean for any given day
during a calendar year the product of (a) the Federal Funds Rate
for such date minus .25%, and (b) 82% of the Available Balance.
13. "Federal Funds" shall mean immediately available
same day funds.
14. "Federal Funds Rate" shall mean, for any day, the
Federal Funds (Effective) interest rate so denominated as
published in Federal Reserve Statistical Release H.15 (519) and
applicable to such day and each succeeding day which is not a
business day.
15. "Financial Futures Contract" shall mean the firm
commitment to buy or sell fixed income securities, including,
without limitation, U.S. Treasury Bills, U.S. Treasury Notes,
U.S.
Treasury Bonds, domestic bank certificates of deposit, and
Eurodollar certificates of deposit, during a specified month at
an
agreed upon price.
16. "Futures Contract" shall mean a Financial Futures
Contract and/or Stock Index Futures Contracts.
17. "Futures Contract Option" shall mean an option
with
respect to a Futures Contract.
18. "Margin Account" shall mean a segregated account
in
the name of a broker, dealer, futures commission merchant or
Clearing Member, or in the name of the Fund for the benefit of a
broker, dealer, futures commission merchant or Clearing Member,
or
otherwise, in accordance with an agreement between the Fund, the
Custodian and a broker, dealer, futures commission merchant or
Clearing Member (a "Margin Account Agreement"), separate and
distinct from the custody account, in which certain Securities
and/or money of the Fund shall be deposited and withdrawn from
time to time in connection with such transactions as the Fund may
from time to time determine. Securities held in the Book-Entry
System or the Depository shall be deemed to have been deposited
in, or withdrawn from, a Margin Account upon the Custodian's
effecting an appropriate entry on its books and records.
19. "Merger" shall mean with respect to a party, the
consolidation or amalgamation with, merger into, or transfer of
all or substantially all of such party's assets to, another
entity, where such party is not the surviving entity.
20. "Money Market Security" shall be deemed to
include,
without limitation, debt obligations issued or guaranteed as to
principal and interest by the government of the United States or
agencies or instrumentalities thereof, commercial paper,
certificates of deposit and bankers' acceptances, repurchase and
reverse repurchase agreements with respect to the same and bank
time deposits, where the purchase and sale of such securities
normally requires settlement in Federal funds on the same date as
such purchase or sale.
21. "O.C.C." shall mean Options Clearing Corporation,
a
clearing agency registered under Section 17A of the Securities
Exchange Act of 1934, its successor or successors, and its
nominee
or nominees.
22. "Officers" shall be deemed to include the
President, any Vice President, the Secretary, the Treasurer, the
Controller, any Assistant Secretary, any Assistant Treasurer or
any other person or persons duly authorized by the Trustees of
the
Fund to execute any Certificate, instruction, notice or other
instrument on behalf of the Fund and listed in the Certificate
annexed hereto as Appendix B or such other Certificate as may be
received by the Custodian from time to time.
23. "Option" shall mean a Call Option, Covered Call
Option, Stock Index Option and/or a Put Option.
24. "Oral Instructions" shall mean verbal instructions
actually received by the Custodian from an Authorized Person or
from a person reasonably believed by the Custodian to be an
Authorized Person.
25. "Put Option" shall mean an exchange traded option
with respect to Securities other than Stock Index Options,
Futures
Contracts, and Futures Contract Options entitling the holder,
upon
timely exercise and tender of the specified underlying
Securities,
to sell such Securities to the writer thereof for the exercise
price.
26. "Reverse Repurchase Agreement" shall mean an
agreement pursuant to which the Fund sells Securities and agrees
to repurchase such Securities at a described or specified date
and
price.
27. "Security" shall be deemed to include, without
limitation, Money Market Securities, Call Options, Put Options,
Stock Index Options, Stock Index Futures Contracts, Stock Index
Futures Contract Options, Financial Futures Contracts, Financial
Futures Contract Options, Reverse Repurchase Agreements, common
stock and other instruments or rights having characteristics
similar to common stocks, preferred stocks, debt obligations
issued by state or municipal governments and by public
authorities
(including, without limitation, general obligation bonds, revenue
bonds and industrial bonds and industrial development bonds),
bonds, debentures, notes, mortgages or other obligations, and any
certificates, receipts, warrants or other instruments
representing
rights to receive, purchase, sell or subscribe for the same, or
evidencing or representing any other rights or interest therein,
or any property or assets.
28. "Segregated Security Account" shall mean an
account
maintained under the terms of this Agreement as a segregated
account, by recordation or otherwise, within the custody account
in which certain Securities and/or other assets of the Fund shall
be deposited and withdrawn from time to time in accordance with
Certificates received by the Custodian in connection with such
transactions as the Fund may from time to time determine.
29. "Shares" shall mean the shares of beneficial
interest of the Fund, each of which, in the case of a Fund having
Series, is allocated to a particular Series.
30. "Stock Index Futures Contract" shall mean a
bilateral agreement pursuant to which the parties agree to take
or
make delivery of an amount of cash equal to a specified dollar
amount times the difference between the value of a particular
stock index at the close of the last business day of the contract
and the price at which the futures contract is originally struck.
31. "Stock Index Option" shall mean an exchange traded
option entitling the holder, upon timely exercise, to receive an
amount of cash determined by reference to the difference between
the exercise price and the value of the index on the date of
exercise.
32. "Written Instructions" shall mean written
communications actually received by the Custodian from an
Authorized Person or from a person reasonably believed by the
Custodian to be an Authorized Person by telex or any other such
system whereby the receiver of such communications is able to
verify by codes or otherwise with a reasonable degree of
certainty
the authenticity of the sender of such communication.
ARTICLE II
APPOINTMENT OF CUSTODIAN
1. The Fund hereby constitutes and appoints the
Custodian as custodian of all the Securities and moneys at any
time owned by the Fund during the period of this Agreement,
except
that (a) if the Custodian fails to provide for the custody of any
of the Fund's Securities and moneys located or to be located
outside the United States in a manner satisfactory to the Fund,
the Fund shall be permitted to arrange for the custody of such
Securities and moneys located or to be located outside the United
States other than through the Custodian at rates to be negotiated
and borne by the Fund and (b) if the Custodian fails to continue
any existing sub-custodial or similar arrangements on
substantially the same terms as exist on the date of this
Agreement, the Fund shall be permitted to arrange for such or
similar services other than through the Custodian at rates to be
negotiated and borne by the Fund. The Custodian shall not charge
the Fund for any such terminated services after the date of such
termination.
2. The Custodian hereby accepts appointment as such
custodian and agrees to perform the duties thereof as hereinafter
set forth.
ARTICLE III
CUSTODY OF CASH AND SECURITIES
1. Except as otherwise provided in paragraph 7 of this
Article and in Article VIII, the Fund will deliver or cause to be
delivered to the Custodian all Securities and all moneys owned by
it, including cash received for the issuance of its shares, at
any
time during the period of this Agreement. The Custodian will not
be responsible for such Securities and such moneys until actually
received by it. The Custodian will be entitled to reverse any
credits made on the Fund's behalf where such credits have been
previously made and moneys are not finally collected. The Fund
shall deliver to the Custodian a certified resolution of the
Trustees of the Fund approving, authorizing and instructing the
Custodian on a continuous and on-going basis to deposit in the
Book-Entry System all Securities eligible for deposit therein and
to utilize the Book-Entry System to the extent possible in
connection with its performance hereunder, including, without
limitation, in connection with settlements of purchases and sales
of Securities, loans of Securities, and deliveries and returns of
Securities collateral. Prior to a deposit of Securities of the
Fund in the Depository the Fund shall deliver to the Custodian a
certified resolution of the Trustees of the Fund approving,
authorizing and instructing the Custodian on a continuous and on-
going basis until instructed to the contrary by a Certificate
actually received by the Custodian to deposit in the Depository
all Securities eligible for deposit therein and to utilize the
Depository to the extent possible in connection with its
performance hereunder, including, without limitation, in
connection with settlements of purchases and sales of Securities,
loans of Securities, and deliveries and returns of Securities
collateral. Securities and moneys of the Fund deposited in
either
the Book-Entry System or the Depository will be represented in
accounts which include only assets held by the Custodian for
customers, including, but not limited to, accounts in which the
Custodian acts in a fiduciary or representative capacity. Prior
to the Custodian's accepting, utilizing and acting with respect
to
Clearing Member confirmations for Options and transactions in
Options as provided in this Agreement, the Custodian shall have
received a certified resolution of the Fund's Board of Trustees
approving, authorizing and instructing the Custodian on a
continuous and on-going basis, until instructed to the contrary
by
a Certificate actually received by the Custodian, to accept,
utilize and act in accordance with such confirmations as provided
in this Agreement.
2. The Custodian shall credit to a separate account in
the name of the Fund all moneys received by it for the account of
the Fund, and shall disburse the same only:
(a) In payment for Securities purchased, as provided
in
Article IV hereof;
(b) In payment of dividends or distributions, as
provided in Article XI hereof;
(c) In payment of original issue or other taxes, as
provided in Article XII hereof;
(d) In payment for Shares redeemed by it, as provided
in Article XII hereof;
(e) Pursuant to Certificates setting forth the name
and
address of the person to whom the payment is to be made, and the
purpose for which payment is to be made; or
(f) In payment of the fees and in reimbursement of the
expenses and liabilities of the Custodian, as provided in Article
XV hereof.
3. Promptly after the close of business on each day,
the Custodian shall furnish the Fund with confirmations and a
summary of all transfers to or from the account of the Fund
during
said day. Where Securities are transferred to the account of the
Fund, the Custodian shall also by book-entry or otherwise
identify
as belonging to the Fund a quantity of Securities in a fungible
bulk of Securities registered in the name of the Custodian (or
its
nominee) or shown on the Custodian's account on the books of the
Book-Entry System or the Depository. At least monthly and from
time to time, the Custodian shall furnish the Fund with a
detailed
statement of the Securities and moneys held for the Fund under
this Agreement.
4. Except as otherwise provided in paragraph 7 of this
Article and in Article VIII, all Securities held for the Fund,
which are issued or issuable only in bearer form, except such
Securities as are held in the Book-Entry System, shall be held by
the Custodian in that form; all other Securities held for the
Fund
may be registered in the name of the Fund, in the name of any
duly
appointed registered nominee of the Custodian as the Custodian
may
from time to time determine, or in the name of the Book-Entry
System or the Depository or their successor or successors, or
their nominee or nominees. The Fund agrees to furnish to the
Custodian appropriate instruments to enable the Custodian to hold
or deliver in proper form for transfer, or to register in the
name
of its registered nominee or in the name of the Book-Entry System
or the Depository, any Securities which it may hold for the
account of the Fund and which may from time to time be registered
in the name of the Fund. The Custodian shall hold all such
Securities which are not held in the Book-Entry System or in the
Depository in a separate account in the name of the Fund
physically segregated at all times from those of any other person
or persons.
5. Except as otherwise provided in this Agreement and
unless otherwise instructed to the contrary by a Certificate, the
Custodian by itself, or through the use of the Book-Entry System
or the Depository with respect to Securities therein deposited,
shall with respect to all Securities held for the Fund in
accordance with this Agreement:
(a) Collect all income due or payable and, in any
event, if the Custodian receives a written notice from the Fund
specifying that an amount of income should have been received by
the Custodian within the last 90 days, the Custodian will provide
a conditional payment of income within 60 days from the date the
Custodian received such notice, unless the Custodian reasonably
concludes that such income was not due or payable to the Fund,
provided that the Custodian may reverse any such conditional
payment upon its reasonably concluding that all or any portion of
such income was not due or payable, and provided further that the
Custodian shall not be liable for failing to collect on a timely
basis the full amount of income due or payable in respect of a
"floating rate instrument" or "variable rate instrument" (as such
terms are defined under Rule 2a-7 under the Investment Company
Act
of l940, as amended) if it has acted in good faith, without
negligence or willful misconduct.
(b) Present for payment and collect the amount payable
upon such Securities which are called, but only if either (i) the
Custodian receives a written notice of such call, or (ii) notice
of such call appears in one or more of the publications listed in
Appendix C annexed hereto, which may be amended at any time by
the
Custodian upon five business days' prior notification to the
Fund;
(c) Present for payment and collect the amount payable
upon all Securities which may mature;
(d) Surrender Securities in temporary form for
definitive Securities;
(e) Execute, as Custodian, any necessary declarations
or certificates of ownership under the Federal Income Tax Laws or
the laws or regulations of any other taxing authority now or
hereafter in effect; and
(f) Hold directly, or through the Book-Entry System or
the Depository with respect to Securities therein deposited, for
the account of the Fund all rights and similar securities issued
with respect to any Securities held by the Custodian hereunder.
6. Upon receipt of a Certificate and not otherwise,
the
Custodian, directly or through the use of the Book-Entry System
or
the Depository, shall:
(a) Execute and deliver to such persons as may be
designated in such Certificate proxies, consents, authorizations,
and any other instruments whereby the authority of the Fund as
owner of any Securities may be exercised;
(b) Deliver any Securities held for the Fund in
exchange for other Securities or cash issued or paid in
connection
with the liquidation, reorganization, refinancing, merger,
consolidation or recapitalization of any corporation, or the
exercise of any conversion privilege;
(c) Deliver any Securities held for the Fund to any
protective committee, reorganization committee or other person in
connection with the reorganization, refinancing, merger,
consolidation, recapitalization or sale of assets of any
corporation, and receive and hold under the terms of this
Agreement such certificates of deposit, interim receipts or other
instruments or documents as may be issued to it to evidence such
delivery;
(d) Make such transfers or exchanges of the assets of
the Fund and take such other steps as shall be stated in said
order to be for the purpose of effectuating any duly authorized
plan of liquidation, reorganization, merger, consolidation or
recapitalization of the Fund; and
(e) Present for payment and collect the amount payable
upon Securities not described in preceding paragraph 5(b) of this
Article which may be called as specified in the Certificate.
7. Notwithstanding any provision elsewhere contained
herein, the Custodian shall not be required to obtain possession
of any instrument or certificate representing any Futures
Contract, Option or Futures Contract Option until after it shall
have determined, or shall have received a Certificate from the
Fund stating, that any such instruments or certificates are
available. The Fund shall deliver to the Custodian such a
Certificate no later than the business day preceding the
availability of any such instrument or certificate. Prior to
such
availability, the Custodian shall comply with Section 17(f) of
the
Investment Company Act of 1940, as amended, in connection with
the
purchase, sale, settlement, closing out or writing of Futures
Contracts, Options or Futures Contract Options by making payments
or deliveries specified in Certificates received by the Custodian
in connection with any such purchase, sale, writing, settlement
or
closing out upon its receipt from a broker, dealer or futures
commission merchant of a statement or confirmation reasonably
believed by the Custodian to be in the form customarily used by
brokers, dealers, or futures commission merchants with respect to
such Futures Contracts, Options or Futures Contract Options, as
the case may be, confirming that such Security is held by such
broker, dealer or futures commission merchant, in book-entry form
or otherwise, in the name of the Custodian (or any nominee of the
Custodian) as custodian for the Fund, provided, however, that
payments to or deliveries from the Margin Account shall be made
in
accordance with the terms and conditions of the Margin Account
Agreement. Whenever any such instruments or certificates are
available, the Custodian shall, notwithstanding any provision in
this Agreement to the contrary, make payment for any Futures
Contract, Option or Futures Contract Option for which such
instruments or such certificates are available only against the
delivery to the Custodian of such instrument or such certificate,
and deliver any Futures Contract, Option or Futures Contract
Option for which such instruments or such certificates are
available only against receipt by the Custodian of payment
therefor. Any such instrument or certificate delivered to the
Custodian shall be held by the Custodian hereunder in accordance
with, and subject to, the provisions of this Agreement.
ARTICLE IV
PURCHASE AND SALE OF INVESTMENTS OF THE FUND OTHER THAN OPTIONS,
FUTURES CONTRACTS, FUTURES CONTRACT OPTIONS AND REVERSE
REPURCHASE AGREEMENTS
1. Promptly after each purchase of Securities by the
Fund, other than a purchase of any Option, Futures Contract,
Futures Contract Option or Reverse Repurchase Agreement, the Fund
shall deliver to the Custodian (i) with respect to each purchase
of Securities which are not Money Market Securities, a
Certificate, and (ii) with respect to each purchase of Money
Market Securities, a Certificate, Oral Instructions or Written
Instructions, specifying with respect to each such purchase: (a)
the name of the issuer and the title of the Securities; (b) the
number of shares or the principal amount purchased and accrued
interest, if any; (c) the date of purchase and settlement; (d)
the
purchase price per unit; (e) the total amount payable upon such
purchase; (f) the name of the person from whom or the broker
through whom the purchase was made, and the name of the clearing
broker, if any; and (g) the name of the broker to which payment
is
to be made. The Custodian shall, upon receipt of Securities
purchased by or for the Fund, pay out of the moneys held for the
account of the Fund the total amount payable to the person from
whom, or the broker through whom, the purchase was made, provided
that the same conforms to the total amount payable as set forth
in
such Certificate, Oral Instructions or Written Instructions.
2. Promptly after each sale of Securities by the Fund,
other than a sale of any Option, Futures Contract, Futures
Contract Option or Reverse Repurchase Agreement, the Fund shall
deliver to the Custodian (i) with respect to each sale of
Securities which are not Money Market Securities, a Certificate,
and (ii) with respect to each sale of Money Market Securities, a
Certificate, Oral Instructions or Written Instructions,
specifying
with respect to each such sale: (a) the name of the issuer and
the title of the Security; (b) the number of shares or principal
amount sold, and accrued interest, if any; (c) the date of sale;
(d) the sale price per unit; (e) the total amount payable to the
Fund upon such sale; (f) the name of the broker through whom or
the person to whom the sale was made, and the name of the
clearing
broker, if any; and (g) the name of the broker to whom the
Securities are to be delivered. The Custodian shall deliver the
Securities upon receipt of the total amount payable to the Fund
upon such sale, provided that the same conforms to the total
amount payable as set forth in such Certificate, Oral
Instructions
or Written Instructions. Subject to the foregoing, the Custodian
may accept payment in such form as shall be satisfactory to it,
and may deliver Securities and arrange for payment in accordance
with the customs prevailing among dealers in Securities.
ARTICLE V
OPTIONS
1. Promptly after the purchase of any Option by the
Fund, the Fund shall deliver to the Custodian a Certificate
specifying with respect to each Option purchased: (a) the type
of
Option (put or call); (b) the name of the issuer and the title
and
number of shares subject to such Option or, in the case of a
Stock
Index Option, the stock index to which such Option relates and
the
number of Stock Index Options purchased; (c) the expiration date;
(d) the exercise price; (e) the dates of purchase and settlement;
(f) the total amount payable by the Fund in connection with such
purchase; (g) the name of the Clearing Member through which such
Option was purchased; and (h) the name of the broker to whom
payment is to be made. The Custodian shall pay, upon receipt of
a
Clearing Member's statement confirming the purchase of such
Option
held by such Clearing Member for the account of the Custodian (or
any duly appointed and registered nominee of the Custodian) as
custodian for the Fund, out of moneys held for the account of the
Fund, the total amount payable upon such purchase to the Clearing
Member through whom the purchase was made, provided that the same
conforms to the total amount payable as set forth in such
Certificate.
2. Promptly after the sale of any Option purchased by
the Fund pursuant to paragraph 1 hereof, the Fund shall deliver
to
the Custodian a Certificate specifying with respect to each such
sale: (a) the type of Option (put or call); (b) the name of the
issuer and the title and number of shares subject to such Option
or, in the case of a Stock Index Option, the stock index to which
such Option relates and the number of Stock Index Options sold;
(c) the date of sale; (d) the sale price; (e) the date of
settlement; (f) the total amount payable to the Fund upon such
sale; and (g) the name of the Clearing Member through which the
sale was made. The Custodian shall consent to the delivery of
the
Option sold by the Clearing Member which previously supplied the
confirmation described in preceding paragraph 1 of this Article
with respect to such Option against payment to the Custodian of
the total amount payable to the Fund, provided that the same
conforms to the total amount payable as set forth in such
Certificate.
3. Promptly after the exercise by the Fund of any Call
Option purchased by the Fund pursuant to paragraph 1 hereof, the
Fund shall deliver to the Custodian a Certificate specifying with
respect to such Call Option: (a) the name of the issuer and the
title and number of shares subject to the Call Option; (b) the
expiration date; (c) the date of exercise and settlement; (d) the
exercise price per share; (e) the total amount to be paid by the
Fund upon such exercise; and (f) the name of the Clearing Member
through which such Call Option was exercised. The Custodian
shall, upon receipt of the Securities underlying the Call Option
which was exercised, pay out of the moneys held for the account
of
the Fund the total amount payable to the Clearing Member through
whom the Call Option was exercised, provided that the same
conforms to the total amount payable as set forth in such
Certificate.
4. Promptly after the exercise by the Fund of any Put
Option purchased by the Fund pursuant to paragraph 1 hereof, the
Fund shall deliver to the Custodian a Certificate specifying with
respect to such Put Option: (a) the name of the issuer and the
title and number of shares subject to the Put Option; (b) the
expiration date; (c) the date of exercise and settlement; (d) the
exercise price per share; (e) the total amount to be paid to the
Fund upon such exercise; and (f) the name of the Clearing Member
through which such Put Option was exercised. The Custodian
shall,
upon receipt of the amount payable upon the exercise of the Put
Option, deliver or direct the Depository to deliver the
Securities, provided the same conforms to the amount payable to
the Fund as set forth in such Certificate.
5. Promptly after the exercise by the Fund of any
Stock
Index Option purchased by the Fund pursuant to paragraph 1
hereof,
the Fund shall deliver to the Custodian a Certificate specifying
with respect to such Stock Index Option: (a) the type of Stock
Index Option (put or call); (b) the number of Options being
exercised; (c) the stock index to which such Option relates;
(d) the expiration date; (e) the exercise price; (f) the total
amount to be received by the Fund in connection with such
exercise; and (g) the Clearing Member from which such payment is
to be received.
6. Whenever the Fund writes a Covered Call Option, the
Fund shall promptly deliver to the Custodian a Certificate
specifying with respect to such Covered Call Option: (a) the
name
of the issuer and the title and number of shares for which the
Covered Call Option was written and which underlie the same;
(b) the expiration date; (c) the exercise price; (d) the premium
to be received by the Fund; (e) the date such Covered Call Option
was written; and (f) the name of the Clearing Member through
which
the premium is to be received. The Custodian shall deliver or
cause to be delivered, in exchange for receipt of the premium
specified in the Certificate with respect to such Covered Call
Option, such receipts as are required in accordance with the
customs prevailing among Clearing Members dealing in Covered Call
Options and shall impose, or direct the Depository to impose,
upon
the underlying Securities specified in the Certificate such
restrictions as may be required by such receipts.
Notwithstanding
the foregoing, the Custodian has the right, upon prior written
notification to the Fund, at any time to refuse to issue any
receipts for Securities in the possession of the Custodian and
not
deposited with the Depository underlying a Covered Call Option.
7. Whenever a Covered Call Option written by the Fund
and described in the preceding paragraph of this Article is
exercised, the Fund shall promptly deliver to the Custodian a
Certificate instructing the Custodian to deliver, or to direct
the
Depository to deliver, the Securities subject to such Covered
Call
Option and specifying: (a) the name of the issuer and the title
and number of shares subject to the Covered Call Option; (b) the
Clearing Member to whom the underlying Securities are to be
delivered; and (c) the total amount payable to the Fund upon such
delivery. Upon the return and/or cancellation of any receipts
delivered pursuant to paragraph 6 of this Article, the Custodian
shall deliver, or direct the Depository to deliver, the
underlying
Securities as specified in the Certificate for the amount to be
received as set forth in such Certificate.
8. Whenever the Fund writes a Put Option, the Fund
shall promptly deliver to the Custodian a Certificate specifying
with respect to such Put Option: (a) the name of the issuer and
the title and number of shares for which the Put Option is
written
and which underlie the same; (b) the expiration date; (c) the
exercise price; (d) the premium to be received by the Fund;
(e) the date such Put Option is written; (f) the name of the
Clearing Member through which the premium is to be received and
to
whom a Put Option guarantee letter is to be delivered; (g) the
amount of cash, and/or the amount and kind of Securities, if any,
to be deposited in the Segregated Security Account; and (h) the
amount of cash and/or the amount and kind of Securities to be
deposited into the Collateral Account. The Custodian shall,
after
making the deposits into the Collateral Account specified in the
Certificate, issue a Put Option guarantee letter substantially in
the form utilized by the Custodian on the date hereof, and
deliver
the same to the Clearing Member specified in the Certificate
against receipt of the premium specified in said Certificate.
Notwithstanding the foregoing, the Custodian shall be under no
obligation to issue any Put Option guarantee letter or similar
document if it is unable to make any of the representations
contained therein.
9. Whenever a Put Option written by the Fund and
described in the preceding paragraph is exercised, the Fund shall
promptly deliver to the Custodian a Certificate specifying:
(a) the name of the issuer and title and number of shares subject
to the Put Option; (b) the Clearing Member from which the
underlying Securities are to be received; (c) the total amount
payable by the Fund upon such delivery; (d) the amount of cash
and/or the amount and kind of Securities to be withdrawn from the
Collateral Account; and (e) the amount of cash and/or the amount
and kind of Securities, if any, to be withdrawn from the
Segregated Security Account. Upon the return and/or cancellation
of any Put Option guarantee letter or similar document issued by
the Custodian in connection with such Put Option, the Custodian
shall pay out of the moneys held for the account of the Fund the
total amount payable to the Clearing Member specified in the
Certificate as set forth in such Certificate, and shall make the
withdrawals specified in such Certificate.
10. Whenever the Fund writes a Stock Index Option, the
Fund shall promptly deliver to the Custodian a Certificate
specifying with respect to such Stock Index Option: (a) whether
such Stock Index Option is a put or a call; (b) the number of
Options written; (c) the stock index to which such Option
relates;
(d) the expiration date; (e) the exercise price; (f) the Clearing
Member through which such Option was written; (g) the premium to
be received by the Fund; (h) the amount of cash and/or the amount
and kind of Securities, if any, to be deposited in the Segregated
Security Account; (i) the amount of cash and/or the amount and
kind of Securities, if any, to be deposited in the Collateral
Account; and (j) the amount of cash and/or the amount and kind of
Securities, if any, to be deposited in a Margin Account, and the
name in which such account is to be or has been established. The
Custodian shall, upon receipt of the premium specified in the
Certificate, make the deposits, if any, into the Segregated
Security Account specified in the Certificate, and either (1)
deliver such receipts, if any, which the Custodian has
specifically agreed to issue, which are in accordance with the
customs prevailing among Clearing Members in Stock Index Options
and make the deposits into the Collateral Account specified in
the
Certificate, or (2) make the deposits into the Margin Account
specified in the Certificate.
11. Whenever a Stock Index Option written by the Fund
and described in the preceding paragraph of this Article is
exercised, the Fund shall promptly deliver to the Custodian a
Certificate specifying with respect to such Stock Index Option:
(a) such information as may be necessary to identify the Stock
Index Option being exercised; (b) the Clearing Member through
which such Stock Index Option is being exercised; (c) the total
amount payable upon such exercise, and whether such amount is to
be paid by or to the Fund; (d) the amount of cash and/or amount
and kind of Securities, if any, to be withdrawn from the Margin
Account; and (e) the amount of cash and/or amount and kind of
Securities, if any, to be withdrawn from the Segregated Security
Account and the amount of cash and/or the amount and kind of
Securities, if any, to be withdrawn from the Collateral Account.
Upon the return and/or cancellation of the receipt, if any,
delivered pursuant to the preceding paragraph of this Article,
the
Custodian shall pay to the Clearing Member specified in the
Certificate the total amount payable, if any, as specified
therein.
12. Whenever the Fund purchases any Option identical
to
a previously written Option described in paragraphs 6, 8 or 10 of
this Article in a transaction expressly designated as a "Closing
Purchase Transaction" in order to liquidate its position as a
writer of an Option, the Fund shall promptly deliver to the
Custodian a Certificate specifying with respect to the Option
being purchased: (a) that the transaction is a Closing Purchase
Transaction; (b) the name of the issuer and the title and number
of shares subject to the Option, or, in the case of a Stock Index
Option, the stock index to which such Option relates and the
number of Options held; (c) the exercise price; (d) the premium
to
be paid by the Fund; (e) the expiration date; (f) the type of
Option (put or call); (g) the date of such purchase; (h) the name
of the Clearing Member to which the premium is to be paid; and
(i)
the amount of cash and/or the amount and kind of Securities, if
any, to be withdrawn from the Collateral Account, a specified
Margin Account or the Segregated Security Account. Upon the
Custodian's payment of the premium and the return and/or
cancellation of any receipt issued pursuant to paragraphs 6, 8 or
10 of this Article with respect to the Option being liquidated
through the Closing Purchase Transaction, the Custodian shall
remove, or direct the Depository to remove, the previously
imposed
restrictions on the Securities underlying the Call Option.
13. Upon the expiration or exercise of, or
consummation
of a Closing Purchase Transaction with respect to, any Option
purchased or written by the Fund and described in this Article,
the Custodian shall delete such Option from the statements
delivered to the Fund pursuant to paragraph 3 of Article III
herein, and upon the return and/or cancellation of any receipts
issued by the Custodian, shall make such withdrawals from the
Collateral Account, the Margin Account and/or the Segregated
Security Account as may be specified in a Certificate received in
connection with such expiration, exercise, or consummation.
ARTICLE VI
FUTURES CONTRACTS
1. Whenever the Fund shall enter into a Futures
Contract, the Fund shall deliver to the Custodian a Certificate
specifying with respect to such Futures Contract (or with respect
to any number of identical Futures Contract(s)): (a) the
category
of Futures Contract (the name of the underlying stock index or
financial instrument); (b) the number of identical Futures
Contracts entered into; (c) the delivery or settlement date of
the
Futures Contract(s); (d) the date the Futures Contract(s) was
(were) entered into and the maturity date; (e) whether the Fund
is
buying (going long) or selling (going short) on such Futures
Contract(s); (f) the amount of cash and/or the amount and kind of
Securities, if any, to be deposited in the Segregated Security
Account; (g) the name of the broker, dealer or futures commission
merchant through which the Futures Contract was entered into; and
(h) the amount of fee or commission, if any, to be paid and the
name of the broker, dealer or futures commission merchant to whom
such amount is to be paid. The Custodian shall make the
deposits,
if any, to the Margin Account in accordance with the terms and
conditions of the Margin Account Agreement. The Custodian shall
make payment of the fee or commission, if any, specified in the
Certificate and deposit in the Segregated Security Account the
amount of cash and/or the amount and kind of Securities specified
in said Certificate.
2. (a) Any variation margin payment or similar
payment
required to be made by the Fund to a broker, dealer or futures
commission merchant with respect to an outstanding Futures
Contract shall be made by the Custodian in accordance with the
terms and conditions of the Margin Account Agreement.
(b) Any variation margin payment or similar
payment
from a broker, dealer or futures commission merchant to the Fund
with respect to an outstanding Futures Contract shall be received
and dealt with by the Custodian in accordance with the terms and
conditions of the Margin Account Agreement.
3. Whenever a Futures Contract held by the Custodian
hereunder is retained by the Fund until delivery or settlement is
made on such Futures Contract, the Fund shall deliver to the
Custodian a Certificate specifying: (a) the Futures Contract;
(b)
with respect to a Stock Index Futures Contract, the total cash
settlement amount to be paid or received, and with respect to a
Financial Futures Contract, the Securities and/or amount of cash
to be delivered or received; the broker, dealer or futures
commission merchant to or from which payment or delivery is to be
made or received; and (d) the amount of cash and/or Securities to
be withdrawn from the Segregated Security Account. The Custodian
shall make the payment or delivery specified in the Certificate
and delete such Futures Contract from the statements delivered to
the Fund pursuant to paragraph 3 of Article III herein.
4. Whenever the Fund shall enter into a Futures
Contract to offset a Futures Contract held by the Custodian
hereunder, the Fund shall deliver to the Custodian a Certificate
specifying: (a) the items of information required in a
Certificate described in paragraph 1 of this Article, and (b) the
Futures Contract being offset. The Custodian shall make payment
of the fee or commission, if any, specified in the Certificate
and
delete the Futures Contract being offset from the statements
delivered to the Fund pursuant to paragraph 3 of Article III
herein, and make such withdrawals from the Segregated Security
Account as may be specified in such Certificate. The
withdrawals,
if any, to be made from the Margin Account shall be made by the
Custodian in accordance with the terms and conditions of the
Margin Account Agreement.
ARTICLE VII
FUTURES CONTRACT OPTIONS
1. Promptly after the purchase of any Futures Contract
Option by the Fund, the Fund shall deliver to the Custodian a
Certificate specifying with respect to such Futures Contract
Option: (a) the type of Futures Contract Option (put or call);
(b) the type of Futures Contract and such other information as
may
be necessary to identify the Futures Contract underlying the
Futures Contract Option purchased; (c) the expiration date; (d)
the exercise price; (e) the dates of purchase and settlement; (f)
the amount of premium to be paid by the Fund upon such purchase;
(g) the name of the broker or futures commission merchant through
which such option was purchased; and (h) the name of the broker
or
futures commission merchant to whom payment is to be made. The
Custodian shall pay the total amount to be paid upon such
purchase
to the broker or futures commission merchant through whom the
purchase was made, provided that the same conforms to the amount
set forth in such Certificate.
2. Promptly after the sale of any Futures Contract
Option purchased by the Fund pursuant to paragraph 1 hereof, the
Fund shall promptly deliver to the Custodian a Certificate
specifying with respect to each such sale: (a) the type of
Futures Contract Option (put or call); (b) the type of Futures
Contract and such other information as may be necessary to
identify the Futures Contract underlying the Futures Contract
Option; (c) the date of sale; (d) the sale price; (e) the date of
settlement; (f) the total amount payable to the Fund upon such
sale; and (g) the name of the broker or futures commission
merchant through which the sale was made. The Custodian shall
consent to the cancellation of the Futures Contract Option being
closed against payment to the Custodian of the total amount
payable to the Fund, provided the same conforms to the total
amount payable as set forth in such Certificate.
3. Whenever a Futures Contract Option purchased by the
Fund pursuant to paragraph 1 is exercised by the Fund, the Fund
shall promptly deliver to the Custodian a Certificate specifying:
(a) the particular Futures Contract Option (put or call) being
exercised; (b) the type of Futures Contract underlying the
Futures
Contract Option; (c) the date of exercise; (d) the name of the
broker or futures commission merchant through which the Futures
Contract Option is exercised; (e) the net total amount, if any,
payable by the Fund; (f) the amount, if any, to be received by
the
Fund; and (g) the amount of cash and/or the amount and kind of
Securities to be deposited in the Segregated Security Account.
The Custodian shall make the payments, if any, and the deposits,
if any, into the Segregated Security Account as specified in the
Certificate. The deposits, if any, to be made to the Margin
Account shall be made by the Custodian in accordance with the
terms and conditions of the Margin Account Agreement.
4. Whenever the Fund writes a Futures Contract Option,
the Fund shall promptly deliver to the Custodian a Certificate
specifying with respect to such Futures Contract Option: (a) the
type of Futures Contract Option (put or call); (b) the type of
Futures Contract and such other information as may be necessary
to
identify the Futures Contract underlying the Futures Contract
Option; (c) the expiration date; (d) the exercise price; (e) the
premium to be received by the Fund; (f) the name of the broker or
futures commission merchant through which the premium is to be
received; and (g) the amount of cash and/or the amount and kind
of
Securities, if any, to be deposited in the Segregated Security
Account. The Custodian shall, upon receipt of the premium
specified in the Certificate, make the deposits into the
Segregated Security Account, if any, as specified in the
Certificate. The deposits, if any, to be made to the Margin
Account shall be made by the Custodian in accordance with the
terms and conditions of the Margin Account Agreement.
5. Whenever a Futures Contract Option written by the
Fund which is a call is exercised, the Fund shall promptly
deliver
to the Custodian a Certificate specifying: (a) the particular
Futures Contract Option exercised; (b) the type of Futures
Contract underlying the Futures Contract Option; (c) the name of
the broker or futures commission merchant through which such
Futures Contract Option was exercised; (d) the net total amount,
if any, payable to the Fund upon such exercise; (e) the net total
amount, if any, payable by the Fund upon such exercise; and (f)
the amount of cash and/or the amount and kind of Securities to be
deposited in the Segregated Security Account. The Custodian
shall, upon its receipt of the net total amount payable to the
Fund, if any, specified in such Certificate make the payments, if
any, and the deposits, if any, into the Segregated Security
Account as specified in the Certificate. The deposits, if any,
to
be made to the Margin Account shall be made by the Custodian in
accordance with the terms and conditions of the Margin Account
Agreement.
6. Whenever a Futures Contract Option which is written
by the Fund and which is a Put Option is exercised, the Fund
shall
promptly deliver to the Custodian a Certificate specifying: (a)
the particular Futures Contract Option exercised; (b) the type of
Futures Contract underlying such Futures Contract Option; (c) the
name of the broker or futures commission merchant through which
such Futures Contract Option is exercised; (d) the net total
amount, if any, payable to the Fund upon such exercise; (e) the
net total amount, if any, payable by the Fund upon such exercise;
and (f) the amount and kind of Securities and/or cash to be
withdrawn from or deposited in the Segregated Security Account,
if
any. The Custodian shall, upon its receipt of the net total
amount payable to the Fund, if any, specified in the Certificate,
make the payments, if any, and the deposits, if any, into the
Segregated Security Account as specified in the Certificate. The
deposits to and/or withdrawals from the Margin Account, if any,
shall be made by the Custodian in accordance with the terms and
conditions of the Margin Account Agreement.
7. Whenever the Fund purchases any Futures Contract
Option identical to a previously written Futures Contract Option
described in this Article in order to liquidate its position as a
writer of such Futures Contract Option, the Fund shall promptly
deliver to the Custodian a Certificate specifying with respect to
the Futures Contract Option being purchased: (a) that the
transaction is a closing transaction; (b) the type of Futures
Contract and such other information as may be necessary to
identify the Futures Contract underlying the Futures Contract
Option; (c) the exercise price; (d) the premium to be paid by the
Fund; (e) the expiration date; (f) the name of the broker or
futures commission merchant to which the premium is to be paid;
and (g) the amount of cash and/or the amount and kind of
Securities, if any, to be withdrawn from the Segregated Security
Account. The Custodian shall effect the withdrawals from the
Segregated Security Account specified in the Certificate. The
withdrawals, if any, to be made from the Margin Account shall be
made by the Custodian in accordance with the terms and conditions
of the Margin Account Agreement.
8. Upon the expiration or exercise of, or consummation
of a closing transaction with respect to, any Futures Contract
Option written or purchased by the Fund and described in this
Article, the Custodian shall (a) delete such Futures Contract
Option from the statements delivered to the Fund pursuant to
para-
graph 3 of Article III herein, and (b) make such withdrawals
from,
and/or, in the case of an exercise, such deposits into, the
Segregated Security Account as may be specified in a Certificate.
The deposits to and/or withdrawals from the Margin Account, if
any, shall be made by the Custodian in accordance with the terms
and conditions of the Margin Account Agreement.
9. Futures Contracts acquired by the Fund through the
exercise of a Futures Contract Option described in this Article
shall be subject to Article VI hereof.
ARTICLE VIII
SHORT SALES
1. Promptly after any short sale, the Fund shall
deliver to the Custodian a Certificate specifying: (a) the name
of the issuer and the title of the Security; (b) the number of
shares or principal amount sold, and accrued interest or
dividends, if any; (c) the dates of the sale and settlement; (d)
the sale price per unit; (e) the total amount credited to the
Fund
upon such sales, if any; (f) the amount of cash and/or the amount
and kind of Securities, if any, which are to be deposited in a
Margin Account and the name in which such Margin Account has been
or is to be established; (g) the amount of cash and/or the amount
and kind of Securities, if any, to be deposited in a Segregated
Security Account; and (h) the name of the broker through which
such short sale was made. The Custodian shall upon its receipt
of
a statement from such broker confirming such sale and that the
total amount credited to the Fund upon such sale, if any, as
specified in the Certificate is held by such broker for the
account of the Custodian (or any nominee of the Custodian) as
custodian of the Fund, issue a receipt or make the deposits into
the Margin Account and the Segregated Security Account specified
in the Certificate.
2. In connection with the closing-out of any short
sale, the Fund shall promptly deliver to the Custodian a
Certificate specifying with respect to each such closing-out:
(a)
the name of the issuer and the title of the Security; (b) the
number of shares or the principal amount, and accrued interest or
dividends, if any, required to effect such closing-out to be
delivered to the broker; (c) the dates of the closing-out and
settlement; (d) the purchase price per unit; (e) the net total
amount payable to the Fund upon such closing-out; (f) the net
total amount payable to the broker upon such closing-out; (g) the
amount of cash and the amount and kind of Securities to be
withdrawn, if any, from the Margin Account; (h) the amount of
cash
and/or the amount and kind of Securities, if any, to be withdrawn
from the Segregated Security Account; and (i) the name of the
broker through which the Fund is effecting such closing-out. The
Custodian shall, upon receipt of the net total amount payable to
the Fund upon such closing-out and the return and/or cancellation
of the receipts, if any, issued by the custodian with respect to
the short sale being closed-out, pay out of the moneys held for
the account of the Fund to the broker the net total amount
payable
to the broker, and make the withdrawals from the Margin Account
and the Segregated Security Account, as the same are specified in
the Certificate.
ARTICLE IX
REVERSE REPURCHASE AGREEMENTS
1. Promptly after the Fund enters into a Reverse
Repurchase Agreement with respect to Securities and money held by
the Custodian hereunder, the Fund shall deliver to the Custodian
a
Certificate or in the event such Reverse Repurchase Agreement is
a
Money Market Security, a Certificate, Oral Instructions or
Written
Instructions specifying: (a) the total amount payable to the
Fund
in connection with such Reverse Repurchase Agreement; (b) the
broker or dealer through or with which the Reverse Repurchase
Agreement is entered; (c) the amount and kind of Securities to be
delivered by the Fund to such broker or dealer; (d) the date of
such Reverse Repurchase Agreement; and (e) the amount of cash
and/or the amount and kind of Securities, if any, to be deposited
in a Segregated Security Account in connection with such Reverse
Repurchase Agreement. The Custodian shall, upon receipt of the
total amount payable to the Fund specified in the Certificate,
Oral Instructions or Written Instructions make the delivery to
the
broker or dealer, and the deposits, if any, to the Segregated
Security Account, specified in such Certificate, Oral
Instructions
or Written Instructions.
2. Upon the termination of a Reverse Repurchase
Agreement described in paragraph 1 of this Article, the Fund
shall
promptly deliver a Certificate or, in the event such Reverse
Repurchase Agreement is a Money Market Security, a Certificate,
Oral Instructions or Written Instructions to the Custodian
specifying: (a) the Reverse Repurchase Agreement being
terminated; (b) the total amount payable by the Fund in
connection
with such termination; (c) the amount and kind of Securities to
be
received by the Fund in connection with such termination; (d) the
date of termination; (e) the name of the broker or dealer with or
through which the Reverse Repurchase Agreement is to be
terminated; and (f) the amount of cash and/or the amount and kind
of Securities to be withdrawn from the Segregated Security
Account. The Custodian shall, upon receipt of the amount and
kind
of Securities to be received by the Fund specified in the
Certificate, Oral Instructions or Written Instructions, make the
payment to the broker or dealer, and the withdrawals, if any,
from
the Segregated Security Account, specified in such Certificate,
Oral Instructions or Written Instructions.
ARTICLE X
CONCERNING MARGIN ACCOUNTS, SEGREGATED SECURITY
ACCOUNTS AND COLLATERAL ACCOUNTS
1. The Custodian shall, from time to time, make such
deposits to, or withdrawals from, a Segregated Security Account
as
specified in a Certificate received by the Custodian. Such
Certificate shall specify the amount of cash and/or the amount
and
kind of Securities to be deposited in, or withdrawn from, the
Segregated Security Account. In the event that the Fund fails to
specify in a Certificate the name of the issuer, the title and
the
number of shares or the principal amount of any particular
Securities to be deposited by the Custodian into, or withdrawn
from, a Segregated Securities Account, the Custodian shall be
under no obligation to make any such deposit or withdrawal and
shall so notify the Fund.
2. The Custodian shall make deliveries or payments
from
a Margin Account to the broker, dealer, futures commission
merchant or Clearing Member in whose name, or for whose benefit,
the account was established as specified in the Margin Account
Agreement.
3. Amounts received by the Custodian as payments or
distributions with respect to Securities deposited in any Margin
Account shall be dealt with in accordance with the terms and
conditions of the Margin Account Agreement.
4. The Custodian shall have a continuing lien and
security interest in and to any property at any time held by the
Custodian in any Collateral Account described herein. In
accordance with applicable law, the Custodian may enforce its
lien
and realize on any such property whenever the Custodian has made
payment or delivery pursuant to any Put Option guarantee letter
or
similar document or any receipt issued hereunder by the
Custodian.
In the event the Custodian should realize on any such property
net
proceeds which are less than the Custodian's obligations under
any
Put Option guarantee letter or similar document or any receipt,
such deficiency shall be a debt owed the Custodian by the Fund
within the scope of Article XIII herein.
5. On each business day, the Custodian shall furnish
the Fund with a statement with respect to each Margin Account in
which money or Securities are held specifying as of the close of
business on the previous business day: (a) the name of the
Margin
Account; (b) the amount and kind of Securities held therein; and
(c) the amount of money held therein. The Custodian shall make
available upon request to any broker, dealer or futures
commission
merchant specified in the name of a Margin Account a copy of the
statement furnished the Fund with respect to such Margin Account.
6. Promptly after the close of business on each
business day in which cash and/or Securities are maintained in a
Collateral Account, the Custodian shall furnish the Fund with a
Statement with respect to such Collateral Account specifying the
amount of cash and/or the amount and kind of Securities held
therein. No later than the close of business next succeeding the
delivery to the Fund of such statement, the Fund shall furnish to
the Custodian a Certificate or Written Instructions specifying
the
then market value of the securities described in such statement.
In the event such then market value is indicated to be less than
the Custodian's obligation with respect to any outstanding Put
Option, guarantee letter or similar document, the Fund shall
promptly specify in a Certificate the additional cash and/or
Securities to be deposited in such Collateral Account to
eliminate
such deficiency.
ARTICLE XI
PAYMENT OF DIVIDENDS OR DISTRIBUTIONS
1. The Fund shall furnish to the Custodian a copy of
the resolution of the Trustees, certified by the Secretary or any
Assistant Secretary, either (i) setting forth the date of the
declaration of a dividend or distribution, the date of payment
thereof, the record date as of which shareholders entitled to
payment shall be determined, the amount payable per share to the
shareholders of record as of that date and the total amount
payable to the Dividend Agent of the Fund on the payment date, or
(ii) authorizing the declaration of dividends and distributions
on
a daily basis and authorizing the Custodian to rely on Oral
Instructions, Written Instructions or a Certificate setting forth
the date of the declaration of such dividend or distribution, the
date of payment thereof, the record date as of which shareholders
entitled to payment shall be determined, the amount payable per
share to the shareholders of record as of that date and the total
amount payable to the Dividend Agent on the payment date.
2. Upon the payment date specified in such resolution,
Oral Instructions, Written Instructions or Certificate, as the
case may be, the Custodian shall pay out of the moneys held for
the account of the Fund the total amount payable to the Dividend
Agent of the Fund.
ARTICLE XII
SALE AND REDEMPTION OF SHARES OF BENEFICIAL INTEREST
1. Whenever the Fund shall sell any of its Shares, it
shall deliver to the Custodian a Certificate duly specifying:
(a) The number of Shares sold, trade date, and price;
and
(b) The amount of money to be received by the
Custodian
for the sale of such Shares.
2. Upon receipt of such money from the Transfer Agent,
the Custodian shall credit such money to the account of the Fund.
3. Upon issuance of any of the Fund's Shares in
accordance with the foregoing provisions of this Article, the
Custodian shall pay, out of the money held for the account of the
Fund, all original issue or other taxes required to be paid by
the
Fund in connection with such issuance upon the receipt of a
Certificate specifying the amount to be paid.
4. Except as provided hereinafter, whenever the Fund
shall hereafter redeem any of its Shares, it shall furnish to the
Custodian a Certificate specifying:
(a) The number of Shares redeemed; and
(b) The amount to be paid for the Shares redeemed.
5. Upon receipt from the Transfer Agent of an advice
setting forth the number of Shares received by the Transfer Agent
for redemption and that such Shares are valid and in good form
for
redemption, the Custodian shall make payment to the Transfer
Agent
out of the moneys held for the account of the Fund of the total
amount specified in the Certificate issued pursuant to the
foregoing paragraph 4 of this Article.
6. Notwithstanding the above provisions regarding the
redemption of any of the Fund's Shares, whenever its Shares are
redeemed pursuant to any check redemption privilege which may
from
time to time be offered by the Fund, the Custodian, unless
otherwise instructed by a Certificate, shall, upon receipt of an
advice from the Fund or its agent setting forth that the
redemption is in good form for redemption in accordance with the
check redemption procedure, honor the check presented as part of
such check redemption privilege out of the money held in the
account of the Fund for such purposes.
ARTICLE XIII
OVERDRAFTS OR INDEBTEDNESS
1. If the Custodian should in its sole discretion
advance funds on behalf of the Fund which results in an overdraft
because the moneys held by the Custodian for the account of the
Fund shall be insufficient to pay the total amount payable upon a
purchase of Securities as set forth in a Certificate or Oral
Instructions issued pursuant to Article IV, or which results in
an
overdraft for some other reason, or if the Fund is for any other
reason indebted to the Custodian (except a borrowing for
investment or for temporary or emergency purposes using
Securities
as collateral pursuant to a separate agreement and subject to the
provisions of paragraph 2 of this Article XIII), such overdraft
or
indebtedness shall be deemed to be a loan made by the Custodian
to
the Fund payable on demand and shall bear interest from the date
incurred at a rate per annum (based on a 360-day year for the
actual number of days involved) equal to the Federal Funds Rate
plus l/2%, such rate to be adjusted on the effective date of any
change in such Federal Funds Rate but in no event to be less than
6% per annum, except that any overdraft resulting from an error
by
the Custodian shall bear no interest. Any such overdraft or
indebtedness shall be reduced by an amount equal to the total of
all amounts due the Fund which have not been collected by the
Custodian on behalf of the Fund when due because of the failure
of
the Custodian to make timely demand or presentment for payment.
In addition, the Fund hereby agrees that the Custodian shall have
a continuing lien and security interest in and to any property at
any time held by it for the benefit of the Fund or in which the
Fund may have an interest which is then in the Custodian's
possession or control or in possession or control of any third
party acting in the Custodian's behalf. The Fund authorizes the
Custodian, in its sole discretion, at any time to charge any such
overdraft or indebtedness together with interest due thereon
against any balance of account standing to the Fund's credit on
the Custodian's books. For purposes of this Section 1 of
Article XIII, "overdraft" shall mean a negative Available
Balance.
2. The Fund will cause to be delivered to the
Custodian
by any bank (including, if the borrowing is pursuant to a
separate
agreement, the Custodian) from which it borrows money for
investment or for temporary or emergency purposes using
Securities
as collateral for such borrowings, a notice or undertaking in the
form currently employed by any such bank setting forth the amount
which such bank will loan to the Fund against delivery of a
stated
amount of collateral. The Fund shall promptly deliver to the
Custodian a Certificate specifying with respect to each such
borrowing: (a) the name of the bank; (b) the amount and terms of
the borrowing, which may be set forth by incorporating by
reference an attached promissory note, duly endorsed by the Fund,
or other loan agreement; (c) the time and date, if known, on
which
the loan is to be entered into; (d) the date on which the loan
becomes due and payable; (e) the total amount payable to the Fund
on the borrowing date; (f) the market value of Securities to be
delivered as collateral for such loan, including the name of the
issuer, the title and the number of shares or the principal
amount
of any particular Securities; and (g) a statement specifying
whether such loan is for investment purposes or for temporary or
emergency purposes and that such loan is in conformance with the
Investment Company Act of 1940 and the Fund's prospectus. The
Custodian shall deliver on the borrowing date specified in a
Certificate the specified collateral and the executed promissory
note, if any, against delivery by the lending bank of the total
amount of the loan payable, provided that the same conforms to
the
total amount payable as set forth in the Certificate. The
Custodian may, at the option of the lending bank, keep such
collateral in its possession, but such collateral shall be
subject
to all rights therein given the lending bank by virtue of any
promissory note or loan agreement. The Custodian shall deliver
such Securities as additional collateral as may be specified in a
Certificate to collateralize further any transaction described in
this paragraph. The Fund shall cause all Securities released
from
collateral status to be returned directly to the Custodian, and
the Custodian shall receive from time to time such return of
collateral as may be tendered to it. In the event that the Fund
fails to specify in a Certificate the name of the issuer, the
title and number of shares or the principal amount of any
particular Securities to be delivered as collateral by the
Custodian, the Custodian shall not be under any obligation to
deliver any Securities.
ARTICLE XIV
LOAN OF PORTFOLIO SECURITIES OF THE FUND
1. If the Fund is permitted by the terms of its
Declaration of Trust and as disclosed in its most recent and
currently effective prospectus to lend its portfolio Securities,
within 24 hours after each loan of portfolio Securities the Fund
shall deliver or cause to be delivered to the Custodian a
Certificate specifying with respect to each such loan: (a) the
name of the issuer and the title of the Securities; (b) the
number
of shares or the principal amount loaned; (c) the date of loan
and
delivery; (d) the total amount to be delivered to the Custodian
against the loan of the Securities, including the amount of cash
collateral and the premium, if any, separately identified; and
(e)
the name of the broker, dealer or financial institution to which
the loan was made. The Custodian shall deliver the Securities
thus designated to the broker, dealer or financial institution to
which the loan was made upon receipt of the total amount
designated as to be delivered against the loan of Securities.
The
Custodian may accept payment in connection with a delivery
otherwise than through the Book-Entry System or Depository only
in
the form of a certified or bank cashier's check payable to the
order of the Fund or the Custodian drawn on New York Clearing
House funds and may deliver Securities in accordance with the
customs prevailing among dealers in securities.
2. Promptly after each termination of the loan of
Securities by the Fund, the Fund shall deliver or cause to be
delivered to the Custodian a Certificate specifying with respect
to each such loan termination and return of Securities: (a) the
name of the issuer and the title of the Securities to be
returned;
(b) the number of shares or the principal amount to be returned;
(c) the date of termination; (d) the total amount to be delivered
by the Custodian (including the cash collateral for such
Securities minus any offsetting credits as described in said
Certificate); and (e) the name of the broker, dealer or financial
institution from which the Securities will be returned. The
Custodian shall receive all Securities returned from the broker,
dealer, or financial institution to which such Securities were
loaned and upon receipt thereof shall pay, out of the moneys held
for the account of the Fund, the total amount payable upon such
return of Securities as set forth in the Certificate.
ARTICLE XV
CONCERNING THE CUSTODIAN
1. Except as hereinafter provided, neither the
Custodian nor its nominee shall be liable for any loss or damage,
including counsel fees, resulting from its action or omission to
act or otherwise, either hereunder or under any Margin Account
Agreement, except for any such loss or damage arising out of its
own negligence or willful misconduct. The Custodian may, with
respect to questions of law arising hereunder or under any Margin
Account Agreement, apply for and obtain the advice and opinion of
counsel to the Fund or of its own counsel, at the expense of the
Fund, and shall be fully protected with respect to anything done
or omitted by it in good faith in conformity with such advice or
opinion. The Custodian shall be liable to the Fund for any loss
or damage resulting from the use of the Book-Entry System or any
Depository arising by reason of any negligence, misfeasance or
willful misconduct on the part of the Custodian or any of its
employees or agents.
2. Without limiting the generality of the foregoing,
the Custodian shall be under no obligation to inquire into, and
shall not be liable for:
(a) The validity of the issue of any Securities
purchased, sold or written by or for the Fund, the legality of
the
purchase, sale or writing thereof, or the propriety of the amount
paid or received therefor;
(b) The legality of the issue or sale of any of the
Fund's Shares, or the sufficiency of the amount to be received
therefor;
(c) The legality of the redemption of any of the
Fund's
Shares, or the propriety of the amount to be paid therefor;
(d) The legality of the declaration or payment of any
dividend by the Fund;
(e) The legality of any borrowing by the Fund using
Securities as collateral;
(f) The legality of any loan of portfolio Securities
pursuant to Article XIV of this Agreement, nor shall the
Custodian
be under any duty or obligation to see to it that any cash
collateral delivered to it by a broker, dealer or financial
institution or held by it at any time as a result of such loan of
portfolio Securities of the Fund is adequate collateral for the
Fund against any loss it might sustain as a result of such loan.
The Custodian specifically, but not by way of limitation, shall
not be under any duty or obligation periodically to check or
notify the Fund that the amount of such cash collateral held by
it
for the Fund is sufficient collateral for the Fund, but such duty
or obligation shall be the sole responsibility of the Fund. In
addition, the Custodian shall be under no duty or obligation to
see that any broker, dealer or financial institution to which
portfolio Securities of the Fund are lent pursuant to Article XIV
of this Agreement makes payment to it of any dividends or
interest
which are payable to or for the account of the Fund during the
period of such loan or at the termination of such loan, provided,
however, that the Custodian shall promptly notify the Fund in the
event that such dividends or interest are not paid and received
when due; or
(g) The sufficiency or value of any amounts of money
and/or Securities held in any Margin Account, Segregated Security
Account or Collateral Account in connection with transactions by
the Fund. In addition, the Custodian shall be under no duty or
obligation to see that any broker, dealer, futures commission
merchant or Clearing Member makes payment to the Fund of any
variation margin payment or similar payment which the Fund may be
entitled to receive from such broker, dealer, futures commission
merchant or Clearing Member, to see that any payment received by
the Custodian from any broker, dealer, futures commission
merchant
or Clearing Member is the amount the Fund is entitled to receive,
or to notify the Fund of the Custodian's receipt or non-receipt
of
any such payment; provided however that the Custodian, upon the
Fund's written request, shall, as Custodian, demand from any
broker, dealer, futures commission merchant or Clearing Member
identified by the Fund the payment of any variation margin
payment
or similar payment that the Fund asserts it is entitled to
receive
pursuant to the terms of a Margin Account Agreement or otherwise
from such broker, dealer, futures commission merchant or Clearing
Member.
3. The Custodian shall not be liable for, or
considered
to be the Custodian of, any money, whether or not represented by
any check, draft or other instrument for the payment of money,
received by it on behalf of the Fund until the Custodian actually
receives and collects such money directly or by the final
crediting of the account representing the Fund's interest at the
Book-Entry System or the Depository.
4. The Custodian shall have no responsibility and
shall
not be liable for ascertaining or acting upon any calls,
conversions, exchange, offers, tenders, interest rate changes or
similar matters relating to Securities held in the Depository,
unless the Custodian shall have actually received timely notice
from the Depository. In no event shall the Custodian have any
responsibility or liability for the failure of the Depository to
collect, or for the late collection or late crediting by the
Depository of any amount payable upon Securities deposited in the
Depository which may mature or be redeemed, retired, called or
otherwise become payable. However, upon receipt of a Certificate
from the Fund of an overdue amount on Securities held in the
Depository, the Custodian shall make a claim against the
Depository on behalf of the Fund, except that the Custodian shall
not be under any obligation to appear in, prosecute or defend any
action, suit or proceeding in respect to any Securities held by
the Depository which in its opinion may involve it in expense or
liability, unless indemnity satisfactory to it against all
expense
and liability be furnished as often as may be required.
5. The Custodian shall not be under any duty or
obligation to take action to effect collection of any amount due
to the Fund from the Transfer Agent of the Fund nor to take any
action to effect payment or distribution by the Transfer Agent of
the Fund of any amount paid by the Custodian to the Transfer
Agent
of the Fund in accordance with this Agreement.
6. The Custodian shall not be under any duty or
obligation to take action to effect collection of any amount, if
the Securities upon which such amount is payable are in default,
or if payment is refused after due demand or presentation, unless
and until (i) it shall be directed to take such action by a
Certificate and (ii) it shall be assured to its satisfaction of
reimbursement of its costs and expenses in connection with any
such action.
7. The Custodian may appoint one or more banking
institutions as Depository or Depositories or as Sub-Custodian or
Sub-Custodians, including, but not limited to, banking
institutions located in foreign countries, of Securities and
moneys at any time owned by the Fund, upon terms and conditions
approved in a Certificate, which shall, if requested by the
Custodian, be accompanied by an approving resolution of the
Fund's
Board of Trustees adopted in accordance with Rule 17f-5 under the
Investment Company Act of 1940, as amended. Notwithstanding
anything to the contrary contained in this Agreement, the
Custodian shall hold harmless and indemnify the Fund from and
against any losses, actions, claims, demands, expenses and
proceedings, including counsel fees, that occur as a result of
any
act or omission of any Foreign Sub-Custodian or Depository with
respect to the safekeeping of moneys and securities of the Fund.
8. The Custodian shall not be under any duty or
obligation to ascertain whether any Securities at any time
delivered to or held by it for the account of the Fund are such
as
properly may be held by the Fund under the provisions of its
Declaration of Trust.
9. (a) The Custodian shall be entitled to receive and
the Fund agrees to pay to the Custodian all reasonable out-of-
pocket expenses and such compensation and fees as are specified
on
Schedule A hereto. The Custodian shall not deem amounts payable
in respect of foreign custodial services to be out-of-pocket
expenses, it being the parties' intention that all fees for such
services shall be as set forth on Schedule B hereto and shall be
provided for the term of this Agreement without any automatic or
unilateral increase. The Custodian shall have the right to
unilaterally increase the figures on Schedule A on or after
March 1, 1994 and on or after each succeeding March 1 thereafter
by an amount equal to 50% of the increase in the Consumer Price
Index for the calendar year ending on the December 31 immediately
preceding the calendar year in which such March 1 occurs,
provided, however, that during each such annual period commencing
on a March 1, the aggregate increase during such period shall not
be in excess of 10%. Any increase by the Custodian shall be
specified in a written notice delivered to the Fund at least
thirty days prior to the effective date of the increase. The
Custodian may charge such compensation and any expenses incurred
by the Custodian in the performance of its duties pursuant to
such
agreement against any money held by it for the account of the
Fund. The Custodian shall also be entitled to charge against any
money held by it for the account of the Fund the amount of any
loss, damage, liability or expense, including counsel fees, for
which it shall be entitled to reimbursement under the provisions
of this Agreement. The expenses which the Custodian may charge
against the account of the Fund include, but are not limited to,
the expenses of Sub-Custodians and foreign branches of the
Custodian incurred in settling outside of New York City
transactions involving the purchase and sale of Securities of the
Fund.
(b) The Fund shall receive a credit for each
calendar month against such compensation and fees of the
Custodian
as may be payable by the Fund with respect to such calendar month
in an amount equal to the aggregate of its Earnings Credit for
such calendar month. In no event may any Earnings Credits be
carried forward to any fiscal year other than the fiscal year in
which it was earned, or, unless permitted by applicable law,
transferred to, or utilized by, any other person or entity,
provided that any such transferred Earnings Credit can be used
only to offset compensation and fees of the Custodian for
services
rendered to such transferee and cannot be used to pay the
Custodian's out-of-pocket expenses. For purposes of this sub-
section (b), the Fund is permitted to transfer Earnings Credits
only to The Dreyfus Corporation, its affiliates and/or any
investment company now or in the future sponsored by The Dreyfus
Corporation or any of its affiliates or for which The Dreyfus
Corporation or any of its affiliates acts as the sole investment
adviser or as the principal distributor. For purposes of this
sub-section (b), a fiscal year shall mean the twelve-month period
commencing on the effective date of this Agreement and on each
anniversary thereof.
10. The Custodian shall be entitled to rely upon any
Certificate, notice or other instrument in writing received by
the
Custodian and reasonably believed by the Custodian to be a
Certificate. The Custodian shall be entitled to rely upon any
Oral Instructions and any Written Instructions actually received
by the Custodian pursuant to Article IV or XI hereof. The Fund
agrees to forward to the Custodian a Certificate or facsimile
thereof, confirming such Oral Instructions or Written
Instructions
in such manner so that such Certificate or facsimile thereof is
received by the Custodian, whether by hand delivery, telex or
otherwise, by the close of business of the same day that such
Oral
Instructions or Written Instructions are given to the Custodian.
The Fund agrees that the fact that such confirming instructions
are not received by the Custodian shall in no way affect the
validity of the transactions or enforceability of the
transactions
hereby authorized by the Fund. The Fund agrees that the
Custodian
shall incur no liability to the Fund in acting upon Oral
Instructions given to the Custodian hereunder concerning such
transactions, provided such instructions reasonably appear to
have
been received from an Authorized Person.
11. The Custodian shall be entitled to rely upon any
instrument, instruction or notice received by the Custodian and
reasonably believed by the Custodian to be given in accordance
with the terms and conditions of any Margin Account Agreement.
Without limiting the generality of the foregoing, the Custodian
shall be under no duty to inquire into, and shall not be liable
for, the accuracy of any statements or representations contained
in any such instrument or other notice including, without
limitation, any specification of any amount to be paid to a
broker, dealer, futures commission merchant or Clearing Member.
12. The books and records pertaining to the Fund which
are in the possession of the Custodian shall be the property of
the Fund. Such books and records shall be prepared and
maintained
as required by the Investment Company Act of 1940, as amended,
and
other applicable securities laws and rules and regulations. The
Fund, or the Fund's authorized representatives, shall have access
to such books and records during the Custodian's normal business
hours. Upon the reasonable request of the Fund, copies of any
such books and records shall be provided by the Custodian to the
Fund or the Fund's authorized representative at the Fund's
expense.
13. The Custodian shall provide the Fund with any
report obtained by the Custodian on the system of internal
accounting control of the Book-Entry System or the Depository, or
O.C.C., and with such reports on its own systems of internal
accounting control as the Fund may reasonably request from time
to
time.
14. The Fund agrees to indemnify the Custodian against
and save the Custodian harmless from all liability, claims,
losses
and demands whatsoever, including attorney's fees, howsoever
arising or incurred because of or in connection with the
Custodian's payment or non-payment of checks pursuant to
paragraph
6 of Article XII as part of any check redemption privilege
program
of the Fund, except for any such liability, claim, loss and
demand
arising out of the Custodian's own negligence or willful
misconduct.
15. Subject to the foregoing provisions of this
Agreement, the Custodian may deliver and receive Securities, and
receipts with respect to such Securities, and arrange for
payments
to be made and received by the Custodian in accordance with the
customs prevailing from time to time among brokers or dealers in
such Securities.
16. The Custodian shall have no duties or responsi-
bilities whatsoever except such duties and responsibilities as
are
specifically set forth in this Agreement, and no covenant or
obligation shall be implied in this Agreement against the
Custodian.
ARTICLE XVI
TERMINATION
1. (a) Except as provided in subparagraphs (b), (c)
and (d) herein, termination may be effected only by the
terminating party giving to the other party a notice in writing
specifying the date of such termination, which shall be not less
than two hundred seventy (270) days after the date of giving of
such notice.
(b) The Fund may at any time terminate this
Agreement if the Custodian has materially breached its
obligations
under this Agreement and such breach has remained uncured for a
period of thirty days after the Custodian's receipt from the Fund
of written notice specifying such breach.
(c) Either party, immediately upon written notice
to the other party, may terminate this Agreement upon the Merger
or Bankruptcy of the other party.
(d) The Fund may at any time terminate this
Agreement if the Custodian has materially breached its
obligations
under the "Amendment to Transfer Agency Agreements" dated August
18, 1989 and has not cured such breach as promptly as practicable
and in any event within seven days of its receipt of written
notice of such breach, provided that the Custodian shall not be
permitted to cure any such material breach arising from the
willful misconduct of the Custodian.
In the event notice of termination is given by the
Fund,
it shall be accompanied by a copy of a resolution of the Trustees
of the Fund, certified by the Secretary or any Assistant
Secretary, electing to terminate this Agreement and designating a
successor custodian or custodians, each of which shall be a bank
or trust company having not less than $2,000,000 aggregate
capital, surplus and undivided profits. In the event notice of
termination is given by the Custodian, the Fund shall, on or
before the termination date, deliver to the Custodian a copy of a
resolution of its Trustees, certified by the Secretary or any
Assistant Secretary, designating a successor custodian or
custodians. In the absence of such designation by the Fund, the
Custodian may designate a successor custodian which shall be a
bank or trust company having not less than $2,000,000 aggregate
capital, surplus and undivided profits. Upon the date set forth
in such notice, this Agreement shall terminate and the Custodian
shall, upon receipt of a notice of acceptance by the successor
custodian, on that date deliver directly to the successor
custodian all Securities and moneys then owned by the Fund and
held by it as Custodian, after deducting all fees, expenses and
other amounts for the payment or reimbursement of which it shall
then be entitled.
2. If a successor custodian is not designated by the
Fund or the Custodian in accordance with the preceding paragraph,
the Fund shall, upon the date specified in the notice of
termination of this Agreement and upon the delivery by the
Custodian of all Securities (other than Securities held in the
Book-Entry System which cannot be delivered to the Fund) and
moneys then owned by the Fund, be deemed to be its own custodian,
and the Custodian shall thereby be relieved of all duties and
responsibilities pursuant to this Agreement, other than the duty
with respect to Securities held in the Book-Entry System, in any
Depository or by a Clearing Member which cannot be delivered to
the Fund, to hold such Securities hereunder in accordance with
this Agreement.
ARTICLE XVII
MISCELLANEOUS
1. Annexed hereto as Appendix A is a Certificate
setting forth the names of the present Authorized Persons. The
Fund agrees to furnish to the Custodian a new Certificate in
similar form in the event that any such present Authorized Person
ceases to be an Authorized Person or in the event that other or
additional Authorized Persons are elected or appointed. Until
such new Certificate shall be received, the Custodian shall be
fully protected in acting under the provisions of this Agreement
upon Oral Instructions or signatures of the present Authorized
Persons as set forth in the last delivered Certificate.
2. Annexed hereto as Appendix B is a Certificate
signed
by two of the present Officers of the Fund setting forth the
names
of the present Officers of the Fund. The Fund agrees to furnish
to the Custodian a new Certificate in similar form in the event
any such present Officer ceases to be an Officer of the Fund, or
in the event that other or additional Officers are elected or
appointed. Until such new Certificate shall be received, the
Custodian shall be fully protected in acting under the provisions
of this Agreement upon the signatures of the Officers as set
forth
in the last delivered Certificate.
3. Any notice or other instrument in writing,
authorized or required by this Agreement to be given to the
Custodian, shall be sufficiently given if addressed to the
Custodian and mailed or delivered to it at its offices at 110
Washington Street, New York, New York 10286, or at such other
place as the Custodian may from time to time designate in
writing.
4. Any notice or other instrument in writing,
authorized or required by this Agreement to be given to the Fund,
shall be sufficiently given if addressed to the Fund and mailed
or
delivered to it at 144 Glenn Curtiss Boulevard, Uniondale, New
York 11556-0144, or at such other place as the Fund may from time
to time designate in writing.
5. This Agreement may not be amended or modified in
any
manner except by a written agreement executed by both parties
with
the same formality as this Agreement and approved by a resolution
of the Trustees of the Fund.
6. This Agreement shall extend to and shall be binding
upon the parties hereto, and their respective successors and
assigns; provided, however, that this Agreement shall not be
assignable by the Fund without the written consent of the
Custodian, or by the Custodian without the written consent of the
Fund, authorized or approved by a resolution of its Trustees.
7. This Agreement shall be construed in accordance
with
the laws of the State of New York.
8. This Agreement may be executed in any number of
counterparts, each of which shall be deemed to be an original,
but
such counterparts shall, together, constitute only one
instrument.
9. This Agreement has been executed on behalf of the
Fund by the undersigned officer of the Fund in his capacity as an
officer of the Fund. The obligations of this Agreement shall
only
be binding upon the assets and property of the Fund and shall not
be binding upon any Trustee, officer or shareholder of the Fund
individually.
IN WITNESS WHEREOF, the parties hereto have caused this
Agreement to be executed by their respective Officers, thereunto
duly authorized, as of the day and year first above written.
PREMIER LIMITED TERM MUNICIPAL
BOND FUND
By:
Attest:
THE BANK OF NEW YORK
By:
Attest:
<PAGE>
PREMIER LIMITED TERM MUNICIPAL BOND FUND
AUTHORIZED SIGNATORIES:
CASH ACCOUNT AND/OR CUSTODIAN ACCOUNT
FOR PORTFOLIO SECURITIES TRANSACTIONS
APPENDIX A
GROUP I GROUP II
All current Fund officers, Paul Casti, Jr. Alan Eisner
Michael Condon, Frank Jeffrey N. Nachman Lawrence Greene
Greene, Phillis Meiner, John Pyburn Julian Smerling
Steven Powanda and Joseph DiMartino Thomas Durante
Richard Cassaro Robert Dubuss James Windels
Joseph Connolly Paul Molloy
Gregory Gruber
CASH ACCOUNT
1. Fees payable to The Bank of New York pursuant to written
agreement with the Fund for services rendered in its
capacity
as Custodian or agent of the Fund, or to The Shareholder
Services Group, Inc. in its capacity as Transfer Agent or
agent of the Fund:
Two (2) signatures required, one of which must be from
Group II, except that an officer of the Fund who also
is
listed in Group II shall sign only once.
2. Other expenses of the Fund, $5,000 and under:
Any combination of two (2) signatures from either Group
I or Group II, or both such Groups, except that an
officer of the Fund who also is listed in Group II
shall
sign only once.
3. Other expenses of the Fund, over $5,000 but not over
$25,000:
Two (2) signatures required, one of which must be from
Group II, except that an officer of the Fund who also
is
listed in Group II shall sign only once.
4. Other expenses of the Fund, over $25,000:
Two (2) signatures required, one from Group I or Group
II, including any one of the following: Paul Casti,
Jr., James Windels, Jeffrey Nachman, John Pyburn or
Alan
Eisner, except that no individual shall be authorized
to
sign more than once.
CUSTODIAN ACCOUNT FOR PORTFOLIO SECURITIES TRANSACTIONS
Two (2) signatures required from any of the following:
All current Fund officers, and Joseph DiMartino,
Robert Dubuss, Alan Eisner, Lawrence Greene,
Julian
Smerling, Michael Condon, A. Paul Disdier, Gregory
S. Gruber, Richard Cassaro, Alan Brown, Linda
Lionetti, Steven Powanda, Richard Wiener and
Colleen Brennan
<PAGE>
PREMIER LIMITED TERM MUNICIPAL BOND FUND
CUSTODY AGREEMENT
APPENDIX B
The undersigned Officers of the Fund do hereby certify
that the following individuals, whose specimen signatures are on
file with The Bank of New York, have been duly elected or
appointed by the Fund's Board to the position set forth opposite
their names and have qualified therefor:
NAME POSITION
Richard J. Moynihan President and Investment
Officer
A. Paul Disdier Vice President and
Investment Officer
Stephen C. Kris Vice President and
Investment Officer
L. Lawrence Troutman Vice President and
Investment Officer
Samuel J. Weinstock Vice President and
Investment Officer
Monica S. Wieboldt Vice President and
Investment Officer
Daniel C. Maclean Vice President
Elie M. Genadry Vice President
Donald A. Nanfeldt Vice President
Jeffrey N. Nachman Vice President and
Treasurer
Gregory S. Gruber Controller
Mark N. Jacobs Secretary
Robert R. Mullery Assistant Secretary
Christine Pavalos Assistant Secretary
Title: Title:
<PAGE>
CUSTODY AGREEMENT
APPENDIX C
The following are designated publications for purposes
of paragraph 5(b) of Article III:
The Bond Buyer
The Depository Trust Company Notices
Financial Daily Card Service
The New York Times
Standard & Poor's Called Bond Record
The Wall Street Journal
<PAGE>
Schedule A
The fees payable to the Custodian with respect to
securities held in domestic custody are annexed hereto.
<PAGE>
PREMIER LIMITED TERM MUNICIPAL BOND FUND
Domestic Custody Fees
Basic Fee: 1/100 of 1% per annum of the first $500,000,000
and
1/200 of 1% of the excess over $500,000,000 per
annum of the total market value of domestic
securities held.
Custodial Transactions:
$8.00 per transaction for each receipt and
delivery
of book entry securities through DTC/FRB.
$20.00 per transaction for physical settlements,
municipal sub-custodian settlements, writing
options (preparation of depository or escrow
receipts) and initial futures transactions.
$5.00 for futures variation margin maintenance.
<PAGE>
Schedule B
The fees payable to the Custodian with respect to
securities held in foreign custody are as set forth in a letter
dated September 21, 1993 from Jerome P. Isoldi of The Bank of New
York to Jeffrey Nachman of The Dreyfus Corporation.
<PAGE>
THE BANK OF NEW YORK
110 Washington Street
New York, New York 10286
September 21, 1993
Mr. Jeffrey N. Nachman
Vice President - Financial
The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
Re: Global Custody Fees
Dear Jeff:
This letter is an update of my May 14, 1993 global
custody fee schedule letter addressed to you for the Dreyfus
Family of Funds.
Safekeeping charges and transaction fees will be
applied
per country, as indicated in the attached schedule.
Warmest regards.
Sincerely,
Jerome P. Isoldi
Senior Vice President
JPI/nd
Enclosure
bcc: S. Newman
<PAGE>
GLOBAL CUSTODY FEE PROPOSAL
THE DREYFUS FAMILY OF FUNDS
AUSTRALIA MEXICO (BONDS)
CANADA NETHERLANDS
FRANCE NEW ZEALAND
GERMANY SWEDEN
IRELAND SWITZERLAND
JAPAN
SAFEKEEPING FEE
12 b.p. PER ANNUM ON FIRST 250MM MARKET VALUE OF ASSETS
10 b.p. PER ANNUM ON NEXT 500MM
8 b.p. PER ANNUM ON EXCESS
TRANSACTION FEE
$50 FOR EACH TRANSACTION
CEDEL
SAFEKEEPING FEE
5 b.p. PER ANNUM ON MARKET VALUE OF ASSETS HELD
TRANSACTION FEE
$25 FOR EACH TRANSACTION
<PAGE>
GLOBAL CUSTODY FEE PROPOSAL
THE DREYFUS FAMILY OF FUNDS
SAFEKEEPING TRANSACTIONS
ARGENTINA 30 b.p. $ 75
AUSTRIA 8 b.p. 60
BELGIUM 8 b.p. 75
BRAZIL * 45 b.p. 75
CHILE 35 b.p. 90
COLUMBIA 45 b.p. 125
DENMARK 15 b.p. 75
FINLAND 10 b.p. 75
HONG KONG 15 b.p. 100
INDIA 45 b.p. 125
INDONESIA 15 b.p. 75
ITALY 18 b.p. 75
KOREA 12.5 b.p. 25
MALAYSIA 15 b.p. 100
MEXICO (EQUITIES) 25 b.p. 60
NORWAY 25 b.p. 125
PAKISTAN 40 b.p. 150
PHILIPPINES 12.5 b.p. 150
PORTUGAL 25 b.p. 220
SINGAPORE 15 b.p. 150
SOUTH AFRICA 12.5 b.p. 150
SPAIN 8 b.p. 50
SRI LANKA 20 b.p. 60
TAIWAN 15 b.p. 150
THAILAND 18 b.p. 95
TURKEY 25 b.p. 60
UNITED KINGDOM 8 b.p. 50
URUGUAY ** 55 b.p. 75
VENEZUELA 45 b.p. 75
* Includes Local Administrator
** $4,000 Per Year, Per Account.
OUT-OF-POCKET EXPENSES
TELEX, TELEPHONE, SECURITIES REGISTRATION, ETC., ARE IN ADDITION
TO THE ABOVE.
<PAGE>
EXHIBIT
(8)(b)
SUBCUSTODIAN AGREEMENT
The undersigned custodian (the "Custodian") for the
investment company identified below (the "Fund") hereby appoints
on the following terms and conditions Bankers Trust Company as
subcustodian (the "Subcustodian") for it and the Subcustodian
hereby accepts such appointment on the following terms and condi-
tions as of the date set forth below.
1. QUALIFICATION. The Custodian and the Subcustodian
each represents to the other and to the Fund that it is qualified
to act as a custodian for a registered investment company under
the Investment Company Act of 1940, as amended (the "1940 Act").
2. SUBCUSTODY. The Subcustodian agrees to maintain a
separate account and to hold segregated at all times from the
Subcustodian's securities and from all other customers'
securities
held by the Subcustodian, all the Fund's securities and evidence
of rights thereto ("Fund Securities") deposited, from time to
time
by the Custodian with the Subcustodian. The Subcustodian will
accept, hold or dispose of and take other actions with respect to
Fund Securities in accordance with the Instructions of the
Custodian given in the manner set forth in Section 4 and will
take
certain other actions as specified in Section 3. The
Subcustodian
hereby waives any claim against or lien on any Fund Securities.
The Subcustodian may take steps to register and continue to hold
Fund Securities in the name of the Subcustodian's nominee and
shall take such other steps as the Subcustodian believes
necessary
or appropriate to carry out efficiently the terms of this
Agreement. To the extent that ownership of Fund Securities may
be
recorded by a book entry system maintained by any transfer agent
or registrar for such Fund Securities or by Depository Trust
Company, the Subcustodian may hold Fund Securities as a book
entry
reflecting the ownership of such Fund Securities by its nominee
and need not possess certificates or any other evidence of
ownership of Fund Securities.
3. SUBCUSTODIAN'S ACTS WITHOUT INSTRUCTIONS. Except
as
otherwise instructed pursuant to Section 4, the Subcustodian will
(i) present all Fund Securities requiring presentation for any
payment thereon, (ii) distribute to the Custodian cash received
thereon, (iii) collect and distribute to the Custodian interest
and any dividends and distributions on Fund Securities, (iv) at
the request of the Custodian, or on its behalf, execute any
necessary declarations or certificates of ownership (provided by
the Custodian or on its behalf) under any tax law now or
hereafter
in effect, (v) forward to the Custodian, or notify it by
telephone
of, confirmations, notices, proxies or proxy soliciting materials
relating to the Fund Securities received by it as registered
holder (and the Custodian agrees to forward same to the Fund),
and
(vi) promptly report to the Custodian any missed payment or other
default upon any Fund Securities known to it as Subcustodian
hereunder (the Subcustodian shall be deemed to have knowledge of
any payment default on any Fund Securities in respect of which it
acts as paying agent). All cash distributions from the
Subcustodian to the Custodian will be in same day funds, on the
same day that same day funds are received by the Subcustodian
unless such distribution required instructions from the Custodian
which were not timely received. Promptly after the Subcustodian
is furnished with any report of its independent public
accountants
on an examination of its internal accounting controls and
procedures for safeguarding securities held in its custody as
subcustodian under this Agreement or under similar agreements,
the
Subcustodian will furnish a copy thereof to the Custodian.
4. INSTRUCTIONS, OTHER COMMUNICATIONS. Any officer of
the Custodian designated from time to time by letter to the Sub-
custodian, signed by the President or any Vice President and any
Assistant Vice President, Assistant Secretary or Assistant
Treasurer of the Custodian, as an officer of the Custodian
author-
ized to give instructions to the Subcustodian with respect to
Fund
Securities (an "Authorized Officer"), shall be authorized to
instruct the Subcustodian as to the acceptance, holding,
presentation, disposition or any other action with respect to
Fund
Securities from time to time by telephone, or in writing signed
by
such Authorized Officer and delivered by tested telex, tested
computer printout or such other reasonable method as the
Custodian
and Subcustodian shall agree is designed to prevent unauthorized
officer's instructions; provided, however, the Subcustodian is
authorized to accept and act upon orders from the Custodian,
whether given orally, by telephone or otherwise, which the
Subcustodian reasonably believes to be given by an authorized
person. The Subcustodian will promptly transmit to the Custodian
all receipts and transaction confirmations in respect of Fund
Securities as to which the Subcustodian has received any instruc-
tions. The Authorized Officers shall be as set forth on Exhibit
A
attached hereto and, as amended from time to time, made a part
hereof.
5. LIABILITIES. (i) The Subcustodian shall not be
liable for any action taken or omitted to be taken in carrying
out
the terms and provision of this Agreement if done without willful
malfeasance, bad faith, gross negligence or reckless disregard of
its obligations and duties under this Agreement. Except as
otherwise set forth herein, the Subcustodian shall have no
responsibility for ascertaining or acting upon any calls, con-
versions, exchange offers, tenders, interest rate changes or
similar matters relating to the Fund Securities (except at the
instructions of the Custodian), nor for informing the Custodian
with respect thereto, whether or not the Subcustodian has, or is
deemed to have, knowledge of the aforesaid. The Subcustodian is
under no duty to supervise or to provide investment counseling or
advice to the Custodian or to the Fund relative to the purchase,
sale, retention or other disposition of any Fund Securities held
hereunder. The Subcustodian shall for the benefit of the
Custodian and the Fund use the same care with respect to
receiving, safekeeping, handling and delivery of Fund Securities
as it uses in respect of its own securities.
(ii) The Subcustodian will indemnify, defend and save
harmless the Custodian and the Fund from and against all loss,
liability, claims and demands incurred by the Custodian or the
Fund arising out of or in connection with the Subcustodian's
willful malfeasance, bad faith, gross negligence or reckless
disregard of its obligations and duties under this Agreement.
(iii) The Custodian agrees to be responsible for and
indemnify the Subcustodian and any nominee in whose name the Fund
Securities are registered, from and against all loss, liability,
claims and demands incurred by the Subcustodian and the nominee
in
connection with the performance of any activity pursuant to this
Agreement, done in good faith and without negligence, including
any expenses, taxes or other charges which the Subcustodian is
required to pay in connection therewith.
6. Each party may terminate this Agreement at any time
by not less than ten (10) business days' prior written notice.
In
the event that such notice is given, the Subcustodian shall make
delivery of the Fund Securities held in the Subcustodian account
to the Custodian or to any third party within the Borough of
Manhattan, specified by the Custodian in writing within ten (10)
days of receipt of the termination notice, at the Custodian's
expense.
7. All communications required or permitted to be
given
under this Agreement, unless otherwise agreed by the parties,
shall be addressed as follows:
(i) to the Subcustodian:
Bankers Trust Company
1 Bankers Trust Plaza
14th Floor
New York, NY 10015
Attention: Barbara Walter
RMO Safekeeping Unit
(ii) to the Custodian:
The Bank of New York
110 Washington Street
New York, New York 10286
8. MISCELLANEOUS: This Agreement (i) shall be
governed
by and construed in accordance with the laws of the State of New
York, (ii) may be executed in counterparts each of which shall be
deemed an original but all of which shall constitute the same
instrument, and (iii) may be amended by the parties hereto in
writing.
IN WITNESS WHEREOF, the undersigned have executed this
Agreement as of the date set forth below.
Dated: January 26, 1994
THE BANK OF NEW YORK
Custodian
By:__________________________
Title:_______________________
As Custodian For
PREMIER LIMITED TERM MUNICIPAL BOND FUND
BANKERS TRUST COMPANY
As Subcustodian
By:___________________________
Title:________________________
<PAGE>
EXHIBIT A
TO SUBCUSTODIAN AGREEMENT
DATED , 1994
The Authorized Officers pursuant to Section 4 of the
Agreement shall be:
__________________________ _____________________________
__________________________ _____________________________
__________________________ _____________________________
__________________________ _____________________________
__________________________ _____________________________
__________________________ _____________________________
Dated: , 1994
THE BANK OF NEW YORK
As Custodian
By:__________________________
Title:_______________________
<PAGE>
SUBCUSTODIAN AGREEMENT
The undersigned custodian (the "Custodian") for the
investment companies identified in Schedule A attached
(collectively, the "Funds") hereby appoints on the following
terms
and conditions Chemical Bank as subcustodian (the "Subcustodian")
for it and the Subcustodian hereby accepts such appointment on
the
following terms and conditions as of the date set forth below.
1. QUALIFICATION. The Custodian and the Subcustodian
each represent to the other and to each Fund that it is qualified
to act as a custodian for a registered investment company under
the Investment Company Act of 1940, as amended (the "1940 Act").
2. SUBCUSTODY. The Subcustodian agrees to hold in a
separate account, segregated at all times from all other accounts
maintained by the Subcustodian, all securities and evidence of
rights thereto of each of the Funds (collectively, "Fund
Securities") deposited, from time to time by the Custodian with
the Subcustodian. The Subcustodian will accept, hold or dispose
of and take such other reasonable actions with respect to Fund
Securities, in addition to those specified in Section 3, in
accordance with the instructions of the Custodian relating to
Fund
Securities given in the manner set forth in Section 4
("Instructions"). The Subcustodian hereby waives any claim
against, or lien on, any Fund Securities for any claim hereunder.
Registered Fund Securities may be held in the name of the
Subcustodian or its nominee. To the extent that ownership of
Fund
Securities may be recorded by a book entry system maintained by
any transfer agent or registrar for such Fund Securities
(including, but not limited to, any such system operated by the
Subcustodian) or by Depository Trust Company, the Subcustodian
may
hold Fund Securities as a book entry reflecting the ownership of
such Fund Securities by it or its nominee and need not possess
certificates or any other evidence of ownership.
3. SUBCUSTODIAN'S ACTS WITHOUT INSTRUCTIONS. Except
as
otherwise instructed pursuant to Section 4, the Subcustodian will
(i) present all Fund Securities requiring presentation for any
payment thereon, (ii) distribute to the Custodian cash received
thereupon, (iii) collect and distribute to the Custodian interest
and any dividends and distributions on Fund Securities, (iv)
forward to the Custodian all confirmations, notices, proxies or
proxy soliciting materials relating to the Fund Securities
received by it (and the Custodian agrees to forward same to the
Fund), (v) report to the Custodian any missed payment or other
default upon any Fund Securities known to it as Subcustodian
hereunder, (the Subcustodian shall be deemed to have knowledge of
any payment default on any Fund Securities in respect of which it
acts as paying agent); all cash distributions from the
Subcustodian to the Custodian will be in same day funds, on the
same day funds are received by the Subcustodian unless such
distribution required instructions from the Custodian which were
not timely received, and (vi) at the request of the Custodian, or
on its behalf, execute any necessary declarations or certificates
of ownership (provided by the Custodian or on its behalf) under
any tax law now or hereafter in effect. The Subcustodian will
furnish to the Custodian, upon the Custodian's request, any
report
of the Subcustodian's independent public accountants on an
examination of its internal accounting controls and procedures
for
safeguarding securities held in its custody for the account of
others.
4. INSTRUCTIONS, OTHER COMMUNICATIONS. Any officer of
the Custodian designated from time to time, by letter to the
Subcustodian, signed by the President or any Vice President and
any Assistant Vice President, Assistant Secretary or Assistant
Treasurer of the Custodian or any other officer or employee
designated by the Custodian in writing, as an officer of the
Custodian authorized to give Instructions to the Subcustodian
with
respect to Fund Securities (an "Authorized Officer") shall be
authorized to instruct the Subcustodian as to the acceptance,
holding, voting, presentation, disposition or any other action
with respect to Fund Securities from time to time in writing
signed by such Authorized Officer and delivered by hand, mail,
telecopier, tested telex, tested computer printout or such other
reasonable method as the Custodian and Subcustodian shall agree
is
designed to prevent unauthorized officer's instructions. The
Subcustodian is also authorized to accept and act upon
Instructions regardless of the manner in which given (whether
orally, by telephone or otherwise) if the Subcustodian reasonably
believes such Instructions are given by an Authorized Officer.
The Subcustodian will promptly transmit to the Custodian all
receipts, confirmations or other transactional evidence received
by it in respect of Fund Securities as to which the Subcustodian
has received any Instructions. Instructions and other
communications to the Subcustodian shall be given to Chemical
Bank, 55 Water Street, Room 504, New York, New York, Attention:
Debt Securities Administration, Phone (212) 820-5616 Telex:
(212)
269-8510 (or to such other address as the Subcustodian shall
specify by notice to the Custodian and each of the Funds).
Communications to the Custodian and the Funds shall be made at
the
addresses set forth below (or to such other address as the
Custodian or the Fund or Funds giving such notice, shall specify
by notice to the Subcustodian).
5. THE SUBCUSTODIAN. The Subcustodian shall not be
liable for any action taken or omitted to be taken in carrying
out
the terms and provision of this Agreement if done without willful
malfeasance, bad faith, negligence or reckless disregard of its
obligations and duties under this Agreement.
The Subcustodian shall not have any responsibility for
ascertaining or acting upon any calls, conversions, exchange
offers, tenders, interest rate changes or similar matters
relating
to the Fund Securities, except upon Instructions from the
Custodian, nor for informing the Custodian with respect thereto,
unless the Subcustodian has knowledge or is deemed to have
knowledge of the aforesaid. The Subcustodian shall be deemed to
have knowledge in circumstances where it is acting as tender
agent
or paying agent for the Fund Securities. The Subcustodian shall
not be under a duty to supervise or to provide advice (other than
notice) to the Custodian or any of the Funds relative to any
purchase, sale, retention or other disposition of any Fund
Securities held hereunder. The Subcustodian shall for the
benefit
of the Custodian and the Funds be required to exercise the same
care with respect to the receiving, safekeeping, handling and
delivery of Fund Securities than it customarily exercises in
respect of its own securities.
The Subcustodian will indemnify, defend and save
harmless the Custodian and the Funds from any loss or liability
incurred by the Custodian arising out of or in connection with
the
Subcustodian's willful malfeasance, bad faith, negligence or
reckless disregard of its obligations and duties under this
Agreement; PROVIDED, HOWEVER, that the Subcustodian shall in no
event be liable for any special, indirect or consequential
damages.
The Custodian agrees to be responsible for, and will
indemnify, defend and save harmless the Subcustodian (or any
nominee in whose name any Fund Securities are registered) for,
any
loss or liability incurred by the Subcustodian (or such nominee)
arising out of or in connection with any action taken by the
Subcustodian (or such nominee) in accordance with any
Instructions
or any other action taken by the Subcustodian (or such nominee)
in
good faith and without negligence pursuant to this Agreement,
including any expenses, taxes or other charges which the
Subcustodian (or such nominee) is required to incur or pay in
connection therewith.
6. RESIGNATION. The Subcustodian may resign as such
at
any time upon not less than five business days' prior written
notice to the Custodian. In the event of such resignation or any
other termination of this Agreement, the Subcustodian shall
deliver all Fund Securities then held by it to the Custodian, or
as otherwise directed by the Custodian pursuant to Instructions
received by the Subcustodian, at the Custodian's expense;
PROVIDED, HOWEVER, that the Subcustodian shall not be required to
effect any such delivery outside the Borough of Manhattan.
7. MISCELLANEOUS. This Agreement (i) shall be
governed
by and construed in accordance with the laws of the State of New
York, (ii) may be executed in counterparts each of which shall be
deemed an original but all of which shall constitute the same
instrument, and (iii) may be amended only by written agreement
executed by the parties hereto.
<PAGE>
IN WITNESS WHEREOF, the undersigned have executed this
Agreement as of the date set forth below.
Dated: January 26, 1994
The Bank of New York
By:
As Custodian for the Funds
Listed in Schedule A Attached
Chemical Bank
By:
<PAGE>
EXHIBIT
(9)
PREMIER LIMITED TERM MUNICIPAL BOND FUND
SHAREHOLDER SERVICES PLAN
INTRODUCTION: It has been proposed that the above-
captioned investment company (the "Fund") adopt a Shareholder
Services Plan (the "Plan") under which the Fund would pay the
Fund's distributor, Dreyfus Service Corporation (the
"Distributor"), for providing services to Fund shareholders. The
Distributor would be permitted to pay certain financial
institutions, securities dealers and other industry professionals
(collectively, "Service Agents") in respect of these services.
The Plan is not to be adopted pursuant to Rule 12b-1 under the
Investment Company Act of 1940, as amended (the "Act"), and the
fee under the Plan is intended to be a "service fee" as defined
in
Article III, Section 26, of the NASD Rules of Fair Practice.
The Fund's Board, in considering whether the Fund
should
implement a written plan, has requested and evaluated such
information as it deemed necessary to an informed determination
as
to whether a written plan should be implemented and has
considered
such pertinent factors as it deemed necessary to form the basis
for a decision to use Fund assets for such purposes.
In voting to approve the implementation of such a plan,
the Board has concluded, in the exercise of its reasonable
business judgment and in light of applicable fiduciary duties,
that there is a reasonable likelihood that the plan set forth
below will benefit the Fund and its shareholders.
THE PLAN: The material aspects of this Plan are as
follows:
1. The Fund shall pay to the Distributor a fee at an
annual rate of .25 of 1% of the value of the Fund's average daily
net assets attributable to each class of Fund shares, in respect
of the provision of personal services to shareholders of the
respective class and/or the maintenance of shareholder accounts.
The Distributor shall determine the amounts to be paid to Service
Agents and the basis on which such payments will be made.
Payments to a Service Agent are subject to compliance by the
Service Agent with the terms of any related Plan agreement
between
the Service Agent and the Distributor.
2. For the purpose of determining the fees payable
under this Plan, the value of the net assets attributable to each
class of Fund shares shall be computed in the manner specified in
the Fund's Declaration of Trust for the computation of the value
of the Fund's net assets attributable to such class.
3. The Board shall be provided, at least quarterly,
with a written report of all amounts expended pursuant to this
Plan. The report shall state the purpose for which the amounts
were expended.
4. This Plan will become effective immediately upon
approval by a majority of the Board members, including a majority
of the Board members who are not "interested persons" (as defined
in the Act) of the Fund and have no direct or indirect financial
interest in the operation of this Plan or in any agreements
entered into in connection with this Plan, pursuant to a vote
cast
in person at a meeting called for the purpose of voting on the
approval of this Plan.
5. This Plan shall continue for a period of one year
from its effective date, unless earlier terminated in accordance
with its terms, and thereafter shall continue automatically for
successive annual periods, provided such continuance is approved
at least annually in the manner provided in paragraph 4 hereof.
6. This Plan may be amended at any time by the Board,
provided that any material amendments of the terms of this Plan
shall become effective only upon approval as provided in
paragraph 4 hereof.
7. This Plan is terminable without penalty at any
time
by vote of a majority of the Board members who are not
"interested
persons" (as defined in the Act) of the Fund and have no direct
or
indirect financial interest in the operation of this Plan or in
any agreements entered into in connection with this Plan.
8. The obligations hereunder and under any related
Plan agreement shall only be binding upon the assets and property
of the Fund and shall not be binding upon any Trustee, officer or
shareholder of the Fund individually.
Dated: January 26, 1994
<PAGE>
STROOCK & STROOCK & LAVAN
Seven Hanover Square
New York, New York 10004-2696
EXHIBIT 10
April 7, 1994
Premier Limited Term Municipal Bond Fund
144 Glenn Curtiss Boulevard
Uniondale, New York 11556-0144
Gentlemen:
We have acted as counsel to Premier Limited Term Municipal Bond
Fund (the "Fund") in connection with the preparation of a
Registration Statement on Form N-1A, Registration No. 33-51687
(the "Registration Statement"), covering shares of beneficial
interest (the "Shares") of the Fund.
We have examined copies of the Agreement and Declaration of Trust
and By-Laws of the Fund, the Registration Statement and such
other
documents, records, papers, statutes and authorities as we deemed
necessary to form a basis for the opinion hereinafter expressed.
In our examination of such material, we have assumed the
genuineness of all signatures and the conformity to original
documents of all copies submitted to us. As to various questions
of fact material to such opinion, we have relied upon statements
and certificates of officers and representatives of the Fund and
others.
Attorneys involved in the preparation of this opinion are
admitted
only to the bar of the State of New York. As to various
questions
arising under the laws of the Commonwealth of Massachusetts, we
have relied on the opinion of Messrs. Ropes & Gray, a copy of
which is attached hereto. Qualifications set forth in their
opinion are deemed incorporated herein.
Based upon the foregoing, we are of the opinion that the Fund is
authorized to issue an unlimited number of Shares, and that, when
the Shares are issued and sold after the Registration Statement
has been declared effective and the authorized consideration
therefor is received by the Fund, they will be validly issued,
fully paid and nonassessable by the Fund.
We hereby consent to the filing of this opinion as an exhibit to
the Registration Statement and to the reference to us in the
Prospectus included in the Registration Statement, and to the
filing of this opinion as an exhibit to any application made by
or
on behalf of the Fund or any distributor or dealer in connection
with the registration and qualification of the Fund or its Shares
under the securities laws of any state or jurisdiction. In
giving
such permission, we do not admit hereby that we come within the
category of persons whose consent is required under Section 7 of
the Securities Act of 1933 or the rules and regulations of the
Securities and Exchange Commission thereunder.
Very truly yours,
STROOCK & STROOCK & LAVAN
<PAGE>
ROPES & GRAY
One International Place
Boston, Massachusetts 02110-2624
April 7, 1994
Stroock & Stroock & Lavan
Seven Hanover Square
New York, New York 10004
Gentlemen:
We are furnishing this opinion in connection with the
proposed offer and sale from time to time by Premier Limited Term
Municipal Bond Fund (the "Trust") of an indefinite number of
shares of beneficial interest (the "Shares") of the Trust
pursuant
to the Trust's Registration Statement on Form N-1A under the
Securities Act of 1933, as amended.
We are familiar with the action taken by the Trustees of the
Trust to authorize the issuance of the Shares. We have examined
the Trust's records of Trustee action, its By-Laws and its
Agreement and Declaration of Trust, as amended to date, on file
at
the Office of the Secretary of State of The Commonwealth of
Massachusetts. We have examined such other documents as we deem
necessary for the purposes of this opinion.
We assume that, upon sale of the Shares, the Trust will
receive the net asset value thereof which will at least be equal
to the par value thereof. We also assume that, in connection
with
any offer and sale of the Shares, the Trust will take proper
steps
to effect compliance with applicable federal and state laws
regulating offerings and sales of securities.
Based upon the foregoing, we are of the opinion that the
Trust is authorized to issue an unlimited number of Shares, and
that, when the Shares are issued and sold after the Registration
Statement has been declared effective and the authorized
consideration therefor is received by the Trust, they will be
validly issued, fully paid and nonassessable by the Trust.
The Trust is an entity of the type commonly known as a
"Massachusetts business trust". Under Massachusetts law,
shareholders could, under certain circumstances, be held
personally liable for the obligations of the Trust. However, the
Agreement and Declaration of Trust disclaims shareholder
liability
for acts or obligations of the Trust and requires that notice of
such disclaimer be given in each agreement, obligation or
instrument entered into or executed by the Trust or the Trustees.
The Agreement and Declaration of Trust provides for
indemnification out of the Trust property for all loss and
expense
of any shareholder held personally liable for the obligations of
the Trust. Thus, the risk of a shareholder incurring financial
loss on account of shareholder liability is limited to
circumstances in which the Trust itself would be unable to meet
its obligations.
We consent to the filing of this opinion as an exhibit to
the
aforesaid Registration Statement.
Sincerely,
Ropes & Gray
<PAGE>
EXHIBIT
(11)
CONSENT OF INDEPENDENT AUDITORS
We consent to the reference to our firm under the caption
"Counsel
and Independent Auditors" and to the use of our report dated
April
6, 1994, in this Registration Statement (Form
N-1A No. 33-51687) of Premier Limited Term Municipal Bond Fund.
ERNST & YOUNG
New York, New York
April 6, 1994
<PAGE>
EXHIBIT
(15)
PREMIER LIMITED TERM MUNICIPAL BOND FUND
DISTRIBUTION PLAN
INTRODUCTION: It has been proposed that the above-
captioned investment company (the "Fund") adopt a Distribution
Plan (the "Plan") relating to its Class B shares in accordance
with Rule 12b-1 promulgated under the Investment Company Act of
1940, as amended (the "Act"). Under the Plan, the Fund would pay
the Fund's distributor, Dreyfus Service Corporation (the
"Distributor"), for advertising, marketing and distributing the
Fund's Class B shares. The Distributor would be permitted to pay
certain financial institutions, securities dealers and other
industry professionals (collectively, "Service Agents") in
respect
of these services. If the proposal is to be implemented, the Act
and Rule 12b-1 require that a written plan describing all
material
aspects of the proposed financing be adopted by the Fund.
The Fund's Board, in considering whether the Fund should
implement a written plan, has requested and evaluated such
information as it deemed necessary to an informed determination
as
to whether a written plan should be implemented and has
considered
such pertinent factors as it deemed necessary to form the basis
for a decision to use assets attributable to the Fund's Class B
shares for such purposes.
In voting to approve the implementation of such a plan,
the Board has concluded, in the exercise of its reasonable
business judgment and in light of applicable fiduciary duties,
that there is a reasonable likelihood that the plan set forth
below will benefit the Fund and holders of its Class B shares.
THE PLAN: The material aspects of this Plan are as
follows:
1. (a) The Fund shall pay to the Distributor a fee at
an annual rate of .50 of 1% of the value of the Fund's average
daily net assets attributable to Class B for advertising,
marketing and distributing the Fund's Class B shares. The
Distributor may pay one or more Service Agents a fee in respect
of
these services. The Distributor shall determine the amounts to
be
paid to Service Agents and the basis on which such payments will
be made. Payments to a Service Agent are subject to compliance
by
the Service Agent with the terms of any related Plan agreement
between the Service Agent and the Distributor.
(b) The Fund shall pay all costs of preparing
and printing prospectuses and statements of additional
information
for regulatory purposes and for distribution to existing
shareholders. The Fund also shall pay an amount of the costs and
expenses in connection with (a) preparing, printing and
distributing the Fund's prospectuses used for other purposes and
(b) implementing and operating this Plan not to exceed in any
fiscal year of the Fund the greater of $100,000 or .005 of 1% of
the average daily value of the Fund's net assets for such fiscal
year.
2. For the purposes of determining the fees payable
under this Plan, the value of the net assets attributable to
Class B shall be computed in the manner specified in the Fund's
Declaration of Trust for the computation of the value of the
Fund's net assets attributable to such class.
3. The Board shall be provided, at least quarterly,
with
a written report of all amounts expended pursuant to this Plan.
The report shall state the purpose for which the amounts were
expended.
4. This Plan will become effective immediately upon
approval by (a) holders of a majority of the Fund's outstanding
Class B shares, and (b) a majority of the Board members,
including
a majority of the Board members who are not "interested persons"
(as defined in the Act) of the Fund and have no direct or
indirect
financial interest in the operation of this Plan or in any
agreements entered into in connection with this Plan, pursuant to
a vote cast in person at a meeting called for the purpose of
voting on the approval of this Plan.
5. This Plan shall continue for a period of one year
from its effective date, unless earlier terminated in accordance
with its terms, and thereafter shall continue automatically for
successive annual periods, provided such continuance is approved
at least annually in the manner provided in paragraph 4(b)
hereof.
6. This Plan may be amended at any time by the Board,
provided that (a) any amendment to increase materially the costs
which the Fund may bear pursuant to this Plan shall be effective
only upon approval by a vote of holders of a majority of the
Fund's outstanding Class B shares, and (b) any material
amendments
of the terms of this Plan shall become effective only upon
approval as provided in paragraph 4(b) hereof.
7. This Plan is terminable without penalty at any time
by (a) vote of a majority of the Board members who are not
"interested persons" (as defined in the Act) of the Fund and have
no direct or indirect financial interest in the operation of this
Plan or in any agreements entered into in connection with this
Plan, or (b) vote of holders of a majority of the Fund's
outstanding Class B shares.
8. The obligations hereunder and under any related Plan
agreement shall only be binding upon the assets and property of
the Fund and shall not be binding upon any Trustee, officer or
shareholder of the Fund individually.
Dated: January 26, 1994
<PAGE>
OTHER
EXHIBIT
PREMIER LIMITED TERM MUNICIPAL BOND FUND
Certificate of Assistant Secretary
The undersigned, Christine Pavalos, Assistant Secretary
of
Premier Limited Term Municipal Bond Fund (the "Fund"), hereby
certifies that set forth below is a copy of the resolution
adopted
by the Fund's Board authorizing the signing of the Fund's
Registration Statement and all amendments and supplements thereto
on behalf of the proper officers of the Fund pursuant to a power
of attorney.
RESOLVED, that the Registration Statement and any
and all amendments and supplements thereto, may be
signed by any one of Mark N. Jacobs, Steven F.
Newman and Robert R. Mullery as the attorney-in-
fact for the proper officers of the Fund, with
full power of substitution and resubstitution; and
that the appointment of each of such persons as
such attorney-in-fact hereby is authorized and
approved; and that such attorneys-in-fact, and
each of them, shall have full power and authority
to do and perform each and every act and thing
requisite and necessary to be done in connection
with such Registration Statement and any and all
amendments and supplements thereto, as fully to
all intents and purposes as the officer, for whom
he is acting as attorney-in-fact, might or could
do in person.
IN WITNESS WHEREOF, I have hereunto signed my name and
affixed the Seal of the Fund on April 8, 1994.
/S/ CHRISTINE PAVALOS
Christine Pavalos,
Assistant Secretary
(SEAL)
<PAGE>
OTHER
EXHIBIT
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
NOTIFICATION OF ELECTION PURSUANT TO RULE 18f-1
UNDER THE INVESTMENT COMPANY ACT OF 1940
PREMIER LIMITED TERM MUNICIPAL BOND FUND
Exact Name of Registrant
<PAGE>
NOTIFICATION OF ELECTION
Premier Limited Term Municipal Bond Fund, Inc. (the
"Fund"), an open-end investment company registered with the
Securities and Exchange Commission (the "Commission") under the
Investment Company Act of 1940, as amended (the "1940 Act"),
hereby notifies the Commission that it elects to commit itself to
pay in cash all redemptions by a shareholder of record as
provided
by Rule 18f-1 under the 1940 Act (the "Rule"). The Fund
understands that this election is irrevocable while the Rule is
in
effect unless the Commission by order upon application permits
the
withdrawal of this Notification of Election.
SIGNATURE
Pursuant to the requirements of Rule 18f-1 under the
1940 Act, the Fund has caused this Notification of Election to be
duly executed on its behalf in the City of New York and the State
of New York on April 8, 1994.
PREMIER LIMITED TERM MUNICIPAL
BOND FUND
By: /S/ DANIEL C. MACLEAN
Daniel C. Maclean,
Vice President
Attest: /S/ CHRISTINE PAVALOS
Christine Pavalos,
Assistant Secretary
