February 17, 1994

                        THE DREYFUS THIRD CENTURY FUND, INC.
                              Supplement to Prospectus
                                Dated October 1, 1993

      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 (the "Merger Agreement") providing for
the merger of Dreyfus with a subsidiary of Mellon Bank Corporation
("Mellon").

      Following the merger, it is planned that Dreyfus will be a direct
subsidiary of Mellon Bank, N.A.  Closing of this merger is subject to a
number of contingencies, including receipt of certain regulatory approvals
and approvals of the stockholders of Dreyfus and of Mellon.  The merger is
expected to occur in mid-1994, but could occur significantly later.

      As a result of regulatory requirements and the terms of the Merger
Agreement, Dreyfus will seek various approvals from the Fund's board and
shareholders before completion of the merger.  Shareholder approval will be
solicited by a proxy statement.

                 __________________________________________

           The following information supplements and supersedes information
contained in the section in the Fund's Prospectus entitled "Redemption of
Fund Shares--Redemption by Wire or Telephone" and describes a new telephone
redemption privilege.

Wire Redemption Privilege.  An investor may request by wire or telephone
that redemption proceeds (minimum $1,000) be wired to the investor's
account at a bank which is a member of the Federal Reserve System, or a
correspondent bank if the investor's bank is not a member.  An investor may
direct that redemption proceeds be paid by check (maximum $150,000 per day)
made out to the owners of record and mailed to the investor's address.
Redemption proceeds of less than $1,000 will be paid automatically by
check.  Holders of jointly registered Fund or bank accounts may have
redemption proceeds of only up to $250,000 wired within any 30-day period.
The Fund reserves the right to refuse any redemption request, including
requests made shortly after a change of address, and may limit the amount
involved or the number of such requests.

Telephone Redemption Privilege.  An investor may redeem Fund shares
(maximum $150,000 per day) by telephone if the investor has checked the
appropriate box on the Fund's Account Application or has filed a
Shareholder Services Form with the Transfer Agent.  The redemption proceeds
will be paid by check and mailed to the investor's address.  An investor
may telephone redemption instructions by calling 1-800-221-4060 or, if the
investor is calling from overseas, 1-401-455-3306.  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 telephone redemption requests.  This Privilege may be modified or
terminated at any time by the Transfer Agent or the Fund.  Shares held
under Keogh Plans, IRAs or other retirement plans, and shares for which
certificates have been issued, are not eligible for this Privilege.