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POS EX Securities Act File No. 333-106576
Investment Company Act File No. 811-21386
SECURITIES AND EXCHANGE COMMISSION | ||||
Washington, D.C. 20549 | ||||
FORM N-1A | ||||
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 | [X] | |||
Pre-Effective Amendment No | [__] | |||
Post-Effective Amendment No. <R>26 </R> | [X] | |||
and/or | ||||
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940 | [X] | |||
Amendment No. <R>26 </R> | [X] |
Dreyfus Index Funds, Inc. (Exact Name of Registrant as Specified in Charter) |
c/o The Dreyfus Corporation | |
200 Park Avenue, New York, New York | 10166 |
(Address of Principal Executive Offices) | (Zip Code) |
Registrant's Telephone Number, including Area Code: (212) 922-6000 |
Michael A Rosenberg, Esq. |
200 Park Avenue |
New York, New York 10166 |
(Name and Address of Agent for Service) |
|
It is proposed that this filing will become effective on September 30, 2009 pursuant to Rule 462(d). |
Explanatory Note |
This Post-Effective Amendment consists of the following:
1. | Facing Sheet of the Registration Statement. |
2. | Part C to the Registration Statement (including signature page). |
3. | Exhibit (n) to Item 23 to the Registration Statement. |
This Post-Effective Amendment is being filed solely to file a revised Rule 18f-3 Plan as Exhibit (n) to Item 23 to this Registration Statement on Form N-1A.
Parts A and B of Post-Effective Amendment No. 25 to the Registration Statement on Form N-1A filed on February 27, 2009 pursuant to Rule 485(a) under the Securities Act of 1933, as amended, are incorporated by reference herein.
DREYFUS INDEX FUNDS, INC. PART C. OTHER INFORMATION ________________________________ |
Item 23. | Exhibits |
(a) | Registrant's Articles of Incorporation and Articles of Amendment are incorporated by reference to Exhibit |
(1)(a) of Post-Effective Amendment No. 6 to the Registration Statement on Form N-1A, filed on February | |
8, 1994, and Exhibit (1)(b) of Post-Effective Amendment No. 6 to the Registration Statement on Form | |
N-1A, filed on February 8, 1994. | |
(b) | Registrant's By-Laws, as amended and restated, are incorporated by reference to Exhibit (b) of Post- |
Effective Amendment No. 22 to the Registration Statement on Form N-1A, filed on February 23, 2006. | |
(d) | Management Agreement is incorporated by reference to Exhibit (5) of Post-Effective Amendment No. 11 |
to the Registration Statement on Form N-1A, filed on June 12, 1997. | |
(e)(i) | Amended Distribution Agreement is incorporated by reference to Exhibit (e) of Post-Effective Amendment |
No. 16 to the Registration Statement on Form N-1A, filed on February 25, 2000. | |
(e)(ii) | Forms of Service Agreements is incorporated by reference to Exhibit (e)(ii) of Post-Effective Amendment |
No. 23 to the Registration Statement on Form N-1A, filed on February 27, 2007. | |
(e)(iii) | Forms of Supplement to Service Agreements is incorporated by reference to Exhibit (e)(iii) of Post- |
Effective Amendment No. 23 to the Registration Statement on Form N-1A, filed on February 27, 2007. | |
(g) | Custody Agreement is incorporated by reference to Exhibit 8 of Post-Effective Amendment No. 9 to the |
Registration Statement on Form N-1A, filed on December 26, 1996. | |
(h)(i) | Shareholder Services Plan is incorporated by reference to Exhibit (9) of Post-Effective Amendment No. 11 |
to the Registration Statement on Form N-1A, filed on June 12, 1997. | |
(h)(ii) | Amended and Restated Transfer Agency Agreement dated as of June 1, 2007 is incorporated by reference |
to Exhibit (h)(ii) of Post-Effective Amendment No. 24 to the Registration Statement in Form N-1A, filed | |
on February 28, 2008. | |
(i) | Opinion and consent of Registrant's counsel is incorporated by reference to Exhibit (i) of Post-Effective |
Amendment No. 16 to the Registration Statement on Form N-1A, filed on February 25, 2000. | |
<R> | |
(j) | Consent of Independent Registered Public Accounting Firm is incorporated by reference to Exhibit (j) of |
Post-Effective Amendment No. 25 to the Registration Statement on Form N-1A, filed on February 27, | |
2009. | |
(n) | Rule 18f-3 Plan, as revised. |
(p) | Code of Ethics is incorporated by reference to Exhibit (p) of Post-Effective Amendment No. 25 to the |
Registration Statement on Form N-1A, filed on February 27, 2009. | |
</R> |
Item 23. Exhibits. - List (continued)
_______ _____________________________________________________
Other Exhibits ______________ |
(a)(1) | Powers of Attorney of Fund Officers is incorporated by reference to |
Other Exhibits (a) of Post-Effective Amendment No. 23 to the | |
Registration Statement on Form N-1A, filed on February 27, 2007. | |
<R> | |
(a)(2) | Powers of Attorney of Board members is incorporated by reference |
to Exhibit (a)(2) of Post-Effective Amendment No. 25 to the | |
Registration Statement on Form N-1A, filed on February 27, 2009. | |
</R> | |
(b) | Certificate of Secretary is incorporated by reference to Other |
Exhibits (a) of Post-Effective Amendment No. 23 to the | |
Registration Statement on Form N-1A, filed on February 27, 2007. |
Item 24. | Persons Controlled by or under Common Control with Registrant. |
Not Applicable | |
Item 25. | Indemnification |
The Registrant's charter documents set forth the circumstances under which indemnification shall be | |
provided to any past or present Board member or officer of the Registrant. The Registrant also has entered | |
into a separate agreement with each of its Board members that describes the conditions and manner in | |
which the Registrant indemnifies each of its Board members against all liabilities incurred by them | |
(including attorneys' fees and other litigation expenses, settlements, fines and penalties), or which may be | |
threatened against them, as a result of being or having been a Board member of the Registrant. These | |
indemnification provisions are subject to applicable state law and to the limitation under the Investment | |
Company Act of 1940, as amended, that no board member or officer of a fund may be protected against | |
liability for willful misfeasance, bad faith, gross negligence or reckless disregard for the duties of his or her | |
office. Reference is hereby made to the following: | |
Article Seventh of the Registrant's Articles of Incorporation and any amendments thereto, Article VIII of | |
Registrant's Amended and Restated Bylaws, Section 2-418 of the Maryland General Corporation Law and | |
Section 1.10 of the Distribution Agreement. | |
Item 26. | Business and Other Connections of Investment Adviser. |
The Dreyfus Corporation ("Dreyfus") and subsidiary companies comprise a financial service organization | |
whose business consists primarily of providing investment management services as the investment adviser, | |
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. MBSC Securities Corporation, a | |
wholly-owned subsidiary of Dreyfus, serves primarily as a registered broker-dealer of shares of investment | |
companies sponsored by Dreyfus and of other investment companies for which Dreyfus acts as investment | |
adviser, sub-investment adviser or administrator. |
ITEM 26. | Business and Other Connections of Investment Adviser (continued) | |||||||
|
|
|||||||
Officers and Directors of Investment Adviser | ||||||||
<R> |
|
|||||||
Name and Position | ||||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||||
|
|
|
| |||||
Jonathan Baum | MBSC Securities Corporation++ | Chief Executive Officer | 3/08 - Present | |||||
Chief Executive Officer | Chairman of the Board | 3/08 - Present | ||||||
and Chair of the Board | Director | 6/07 - 3/08 | ||||||
Executive Vice President | 6/07 - 3/08 | |||||||
Dreyfus Service Corporation++ | Director | 8/06 - 6/07 | ||||||
Executive Vice President | 8/06 - 6/07 | |||||||
J. Charles Cardona | MBSC Securities Corporation++ | Director | 6/07 - Present | |||||
President and Director | Executive Vice President | 6/07 - Present | ||||||
Universal Liquidity Funds plc+ | Director | 4/06 - Present | ||||||
Dreyfus Service Corporation++ | Executive Vice President | 2/97 6/07 | ||||||
Director | 8/00 6/07 | |||||||
Diane P. Durnin | None | |||||||
Vice Chair and Director | ||||||||
Phillip N. Maisano | The Bank of New York Mellon ***** | Senior Vice President | 7/08 Present | |||||
Director, Vice Chair and | ||||||||
Chief Investment Officer | ||||||||
BNY Mellon, National Association + | Senior Vice President | 7/08 Present | ||||||
Mellon Bank, N.A.+ | Senior Vice President | 4/06 6/08 | ||||||
BNY Alcentra Group Holdings, Inc.++ | Director | 10/07 Present | ||||||
BNY Mellon Investment Office GP LLC* | Manager | 4/07 Present | ||||||
Mellon Global Alternative Investments Limited | Director | 8/06 - Present | ||||||
London, England | ||||||||
Pareto Investment Management Limited | Director | 4/08 - Present | ||||||
London, England | ||||||||
The Boston Company Asset Management NY, | Manager | 10/07 - Present | ||||||
LLC* | ||||||||
The Boston Company Asset Management, LLC* | Manager | 12/06 - Present | ||||||
Urdang Capital Management, Inc. | Director | 10/07 - Present | ||||||
630 West Germantown Pike, Suite 300 | ||||||||
Plymouth Meeting, PA 19462 | ||||||||
Urdang Securities Management, Inc. | Director | 10/07 - Present | ||||||
630 West Germantown Pike, Suite 300 | ||||||||
Plymouth Meeting, PA 19462 | ||||||||
EACM Advisors LLC | Chairman of Board | 8/04 - Present | ||||||
200 Connecticut Avenue | ||||||||
Norwalk, CT 06854-1940 | ||||||||
Founders Asset Management LLC**** | Member, Board of | 11/06 - Present | ||||||
Managers |
C-3
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
|
|
|
| |||
<R> | ||||||
Standish Mellon Asset Management Company, | Board Member | 12/06 - Present | ||||
LLC | ||||||
Mellon Financial Center | ||||||
201 Washington Street | ||||||
Boston, MA 02108-4408 | ||||||
Mellon Capital Management Corporation*** | Director | 12/06 - Present | ||||
Mellon Equity Associates, LLP+ | Board Member | 12/06 12/07 | ||||
Newton Management Limited | Board Member | 12/06 - Present | ||||
London, England | ||||||
Franklin Portfolio Associates, LLC* | Board Member | 12/06 - Present | ||||
Mitchell E. Harris | Standish Mellon Asset Management Company | Chairman | 2/05 - Present | |||
Director | LLC | Chief Executive Officer | 8/04 - Present | |||
Mellon Financial Center | Member, Board of | 10/04 - Present | ||||
201 Washington Street | Managers | |||||
Boston, MA 02108-4408 | ||||||
Alcentra NY, LLC++ | Manager | 1/08 - Present | ||||
Alcentra US, Inc. ++ | Director | 1/08 - Present | ||||
Alcentra, Inc. ++ | Director | 1/08 Present | ||||
BNY Alcentra Group Holdings, Inc. ++ | Director | 10/07 - Present | ||||
Pareto New York LLC++ | Manager | 11/07 - Present | ||||
Standish Ventures LLC | President | 12/05 Present | ||||
Mellon Financial Center | ||||||
201 Washington Street | ||||||
Boston, MA 02108-4408 | ||||||
Manager | 12/05 - Present | |||||
Palomar Management | Director | 12/97 - Present | ||||
London, England | ||||||
Palomar Management Holdings Limited | Director | 12/97 - Present | ||||
London, England | ||||||
Pareto Investment Management Limited | Director | 9/04 Present | ||||
London, England | ||||||
MAM (DE) Trust+++++ | President | 10/05 1/07 | ||||
Member of Board of | 10/05 1/07 | |||||
Trustees | ||||||
MAM (MA) Holding Trust+++++ | President | 10/05 1/07 | ||||
Member of Board of | 10/05 1/07 | |||||
Trustees |
C-4
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
<R> |
|
|
| |||
Ronald P. OHanley | The Bank of New York Mellon Corporation ***** | Vice Chairman | 7/07 - Present | |||
Director | ||||||
Mellon Financial Corporation+ | Vice Chairman | 6/01 6/07 | ||||
Mellon Trust of New England, N.A. * | Vice Chairman | 4/05 - 6/08 | ||||
The Bank of New York Mellon ***** | Vice Chairman | 7/08 Present | ||||
BNY Mellon, National Association + | Vice Chairman | 7/08 Present | ||||
BNY Alcentra Group Holdings, Inc. ++ | Director | 10/07 Present | ||||
BNY Mellon Investment Office GP LLC+ | Manager | 4/07 - Present | ||||
EACM Advisors LLC | Manager | 6/04 - Present | ||||
200 Connecticut Avenue | ||||||
Norwalk, CT 06854-1940 | ||||||
Ivy Asset Management Corp. | Director | 12/07 - Present | ||||
One Jericho Plaza | ||||||
Jericho, NY 11753 | ||||||
Neptune LLC+++++ | Chairman | 7/98 - Present | ||||
President | 7/98 Present | |||||
Member, Management | 6/98 Present | |||||
Committee | ||||||
Pareto Investment Management Limited | Director | 9/04 - Present | ||||
London, England | ||||||
The Boston Company Asset Management NY, | Manager | 10/07 - Present | ||||
LLC* | ||||||
The Boston Company Asset Management, LLC* | Manager | 12/97 - Present | ||||
The Boston Company Holding, LLC* | Vice Chairman | 2/07 - Present | ||||
Walter Scott & Partners Limited | Director | 10/06 - Present | ||||
Edinburgh, Scotland | ||||||
WestLB Mellon Asset Management Holdings | Director | 4/06 - Present | ||||
Limited | ||||||
Dusseldorf, Germany | ||||||
Mellon Bank, N.A. + | Vice Chairman | 6/01 6/08 | ||||
Standish Mellon Asset Management Company, | Board Member | 7/01 Present | ||||
LLC | ||||||
Mellon Financial Center | ||||||
201 Washington Street | ||||||
Boston, MA 02108-4408 | ||||||
Franklin Portfolio Holdings, LLC* | Director | 12/00 - Present | ||||
Franklin Portfolio Associates, LLC* | Director | 4/97 Present | ||||
Pareto Partners (NY) ++ | Partner Representative | 2/00 Present | ||||
Buck Consultants, Inc.++ | Director | 7/97 Present |
C-5
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
|
|
|
| |||
<R> | ||||||
Newton Management Limited | Executive Committee | 10/98 - Present | ||||
London, England | Member | |||||
Director | 10/98 - Present | |||||
BNY Mellon Asset Management Japan Limited | Director | 6/06 - Present | ||||
Tokyo, Japan | ||||||
TBCAM Holdings, LLC* | Director | 1/98 Present | ||||
MAM (MA) Holding Trust+++++ | Trustee | 6/03 Present | ||||
MAM (DE) Trust+++++ | Trustee | 6/03 Present | ||||
Pareto Partners | Partner Representative | 5/97 Present | ||||
The Bank of New York Mellon Centre | ||||||
160 Queen Victoria Street | ||||||
London England | ||||||
Mellon Capital Management Corporation*** | Director | 2/97 Present | ||||
Mellon Equity Associates, LLP+ | Executive Committee | 1/98 12/07 | ||||
Member | ||||||
Chairman | 1/98 12/07 | |||||
Mellon Global Investing Corp.* | Director | 5/97 Present | ||||
Chairman | 5/97 - Present | |||||
Chief Executive Officer | 5/97 Present | |||||
Cyrus Taraporevala | Urdang Capital Management, Inc. | Director | 10/07 - Present | |||
Director | 630 West Germantown Pike, Suite 300 | |||||
Plymouth Meeting, PA 19462 | ||||||
Urdang Securities Management, Inc. | Director | 10/07 - Present | ||||
630 West Germantown Pike, Suite 300 | ||||||
Plymouth Meeting, PA 19462 | ||||||
The Boston Company Asset Management NY, | Manager | 08/06 Present | ||||
LLC* | ||||||
The Boston Company Asset Management LLC* | Manager | 01/08 Present | ||||
BNY Mellon, National Association+ | Senior Vice President | 07/06 - Present | ||||
The Bank of New York Mellon***** | Senior Vice President | 07/06 - Present | ||||
Scott E. Wennerholm | Mellon Capital Management Corporation*** | Director | 10/05 - Present | |||
Director | ||||||
Newton Management Limited | Director | 1/06 Present | ||||
London, England | ||||||
Gannett Welsh & Kotler LLC | Manager | 11/07 - Present | ||||
222 Berkley Street | Administrator | 11/07 - Present | ||||
Boston, MA 02116 | ||||||
BNY Alcentra Group Holdings, Inc. ++ | Director | 10/07 - Present | ||||
Ivy Asset Management Corp. | Director | 12/07 - Present | ||||
One Jericho Plaza | ||||||
Jericho, NY 11753 |
C-6
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
|
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| |||
<R> | ||||||
Urdang Capital Management, Inc. | Director | 10/07 - Present | ||||
630 West Germantown Pike, Suite 300 | ||||||
Plymouth Meeting, PA 19462 | ||||||
Urdang Securities Management, Inc. | Director | 10/07 - Present | ||||
630 West Germantown Pike, Suite 300 | ||||||
Plymouth Meeting, PA 19462 | ||||||
EACM Advisors LLC | Manager | 6/04 - Present | ||||
200 Connecticut Avenue | ||||||
Norwalk, CT 06854-1940 | ||||||
Franklin Portfolio Associates LLC* | Manager | 1/06 - Present | ||||
The Boston Company Asset Management NY, | Manager | 10/07 - Present | ||||
LLC* | ||||||
The Boston Company Asset Management LLC* | Manager | 10/05 - Present | ||||
Pareto Investment Management Limited | Director | 3/06 Present | ||||
London, England | ||||||
Mellon Equity Associates, LLP+ | Executive Committee | 10/05 12/07 | ||||
Member | ||||||
Standish Mellon Asset Management Company, | Member, Board of | 10/05 - Present | ||||
LLC | Managers | |||||
Mellon Financial Center | ||||||
201 Washington Street | ||||||
Boston, MA 02108-4408 | ||||||
The Boston Company Holding, LLC* | Member, Board of | 4/06 Present | ||||
Managers | ||||||
The Bank of New York Mellon ***** | Senior Vice President | 7/08 - Present | ||||
BNY Mellon, National Association + | Senior Vice President | 7/08 - Present | ||||
Mellon Bank, N.A. + | Senior Vice President | 10/05 6/08 | ||||
Mellon Trust of New England, N. A.* | Director | 4/06 6/08 | ||||
Senior Vice President | 10/05 6/08 | |||||
MAM (DE) Trust+++++ | Member of Board of | 1/07 - Present | ||||
Trustees | ||||||
MAM (MA) Holding Trust+++++ | Member of Board of | 1/07 - Present | ||||
Trustees |
C-7
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
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| |||
<R> | ||||||
J. David Officer | MBSC Securities Corporation++ | President | 6/07 Present | |||
Chief Operating Officer, | Director | 6/07 Present | ||||
Vice Chair and Director | ||||||
Dreyfus Service Corporation++ | President | 3/00 6/07 | ||||
Director | 3/99 6/07 | |||||
MBSC, LLC++ | Manager, Board of | 4/02 6/07 | ||||
Managers | ||||||
President | 4/02 6/07 | |||||
Dreyfus Transfer, Inc. ++ | Chairman and Director | 2/02 - Present | ||||
Dreyfus Service Organization, Inc.++ | Director | 3/99 3/07 | ||||
Seven Six Seven Agency, Inc.++ | Director | 10/98 - 4/07 | ||||
Mellon Residential Funding Corp. + | Director | 4/97 - Present | ||||
The Bank of New York Mellon ***** | Executive Vice President | 7/08 Present | ||||
BNY Mellon, National Association + | Executive Vice President | 7/08 - Present | ||||
Mellon Bank, N.A.+ | Executive Vice President | 2/94 6/08 | ||||
Laurel Capital Advisors+ | Chairman | 1/05 - Present | ||||
Chief Executive Officer | 1/05 - Present | |||||
Mellon United National Bank | Director | 3/98 - Present | ||||
1399 SW 1st Ave., Suite 400 | ||||||
Miami, Florida | ||||||
Dwight Jacobsen | Pioneer Investments | Senior Vice President | 4/06 12/07 | |||
Executive Vice President | 60 State Street | |||||
and Director | Boston, Massachusetts | |||||
Patrice M. Kozlowski | None | |||||
Senior Vice President | ||||||
Corporate | ||||||
Communications | ||||||
Gary Pierce | The Bank of New York Mellon ***** | Vice President | 7/08 - Present | |||
Controller | ||||||
BNY Mellon, National Association + | Vice President | 7/08 - Present | ||||
The Dreyfus Trust Company+++ | Chief Financial Officer | 7/05 6/08 | ||||
Treasurer | 7/05 6/08 | |||||
Laurel Capital Advisors, LLP+ | Chief Financial Officer | 5/07 Present | ||||
MBSC, LLC++ | Chief Financial Officer | 7/05 6/07 | ||||
Manager, Board of | 7/05 6/07 | |||||
Managers | ||||||
MBSC Securities Corporation++ | Director | 6/07 Present | ||||
Chief Financial Officer | 6/07 Present | |||||
Dreyfus Service Corporation++ | Director | 7/05 6/07 | ||||
Chief Financial Officer | 7/05 6/07 |
C-8
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
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| |||
<R> | ||||||
Founders Asset Management, LLC**** | Assistant Treasurer | 7/06 Present | ||||
Dreyfus Consumer Credit | Treasurer | 7/05 Present | ||||
Corporation ++ | ||||||
Dreyfus Transfer, Inc. ++ | Chief Financial Officer | 7/05 Present | ||||
Dreyfus Service | Treasurer | 7/05 Present | ||||
Organization, Inc.++ | ||||||
Seven Six Seven Agency, Inc. ++ | Treasurer | 4/99 Present | ||||
Joseph W. Connolly | The Dreyfus Family of Funds++ | Chief Compliance | 10/04 Present | |||
Chief Compliance Officer | Officer | |||||
Laurel Capital Advisors, LLP+ | Chief Compliance | 4/05 Present | ||||
Officer | ||||||
The Mellon Funds Trust++ | Chief Compliance | 10/04 Present | ||||
Officer | ||||||
MBSC, LLC++ | Chief Compliance | 10/04 6/07 | ||||
Officer | ||||||
MBSC Securities Corporation++ | Chief Compliance | 6/07 Present | ||||
Officer | ||||||
Dreyfus Service Corporation++ | Chief Compliance | 10/04 6/07 | ||||
Officer | ||||||
Gary E. Abbs | The Bank of New York Mellon+ | First Vice President and | 12/96 Present | |||
Vice President Tax | Manager of Tax | |||||
Compliance | ||||||
Dreyfus Service Organization++ | Vice President Tax | 01/09 Present | ||||
Dreyfus Consumer Credit Corporation++ | Chairman | 01/09 Present | ||||
President | 01/09 Present | |||||
MBSC Securities Corporation++ | Vice President Tax | 01/09 Present | ||||
Jill Gill | Mellon Financial Corporation + | Vice President | 10/01 6/07 | |||
Vice President | ||||||
Human Resources | MBSC Securities Corporation++ | Vice President | 6/07 Present | |||
The Bank of New York Mellon ***** | Vice President | 7/08 Present | ||||
BNY Mellon, National Association + | Vice President | 7/08 - Present | ||||
Mellon Bank N.A. + | Vice President | 10/06 6/08 | ||||
Dreyfus Service Corporation++ | Vice President | 10/06 6/07 | ||||
Joanne S. Huber | The Bank of New York Mellon+ | State & Local | 07/1/07 | |||
Vice President Tax | Compliance Manager | Present | ||||
Dreyfus Service Organization++ | Vice President Tax | 01/09 Present | ||||
Dreyfus Consumer Credit Corporation++ | Vice President Tax | 01/09 Present | ||||
MBSC Securities Corporation++ | Vice President Tax | 01/09 Present | ||||
Anthony Mayo | None | |||||
Vice President | ||||||
Information Systems |
C-9
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
|
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|
| |||
<R> | ||||||
John E. Lane | A P Colorado, Inc. + | Vice President Real | 8/07 Present | |||
Vice President | Estate and Leases | |||||
A P East, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
A P Management, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
A P Properties, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
A P Rural Land, Inc. + | Vice President Real | 8/07 9/07 | ||||
Estate and Leases | ||||||
Allomon Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
AP Residential Realty, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
AP Wheels, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
BNY Mellon, National Association + | Vice President Real | 7/08 Present | ||||
Estate and Leases | ||||||
Citmelex Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Eagle Investment Systems LLC | Vice President Real | 8/07 Present | ||||
65 LaSalle Road | Estate and Leases | |||||
West Hartford, CT 06107 | ||||||
East Properties Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
FSFC, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Holiday Properties, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
MBC Investments Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
MBSC Securities Corporation++ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
MELDEL Leasing Corporation Number 2, Inc. + | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Bank Community Development | Vice President Real | 11/07 Present | ||||
Corporation+ | Estate and Leases | |||||
Mellon Capital Management Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Mellon Financial Services Corporation #1+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Mellon Financial Services Corporation #4+ | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Funding Corporation+ | Vice President Real | 12/07 Present | ||||
Estate and Leases | ||||||
Mellon Holdings, LLC+ | Vice President Real | 12/07 Present | ||||
Estate and Leases | ||||||
Mellon International Leasing Company+ | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Leasing Corporation+ | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Private Trust Company, National | Vice President Real | 8/07 1/08 | ||||
Association+ | Estate and Leases | |||||
Mellon Securities Trust Company+ | Vice President Real | 8/07 7/08 | ||||
Estate and Leases | ||||||
Mellon Trust Company of Illinois+ | Vice President Real | 8/07 07/08 | ||||
Estate and Leases | ||||||
Mellon Trust Company of New England, N.A.+ | Vice President Real | 8/07 6/08 | ||||
Estate and Leases |
C-10
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
|
|
|
| |||
<R> | ||||||
Mellon Trust Company of New York LLC++ | Vice President Real | 8/07 6/08 | ||||
Estate and Leases | ||||||
Mellon Ventures, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Melnamor Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
MFS Leasing Corp. + | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
MMIP, LLC+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Pareto New York LLC++ | Vice President Real | 10/07 Present | ||||
Estate and Leases | ||||||
Pontus, Inc. + | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Promenade, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
RECR, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
SKAP #7+ | Vice President Real | 8/07 11/07 | ||||
Estate and Leases | ||||||
Technology Services Group, Inc.***** | Senior Vice President | 6/06 Present | ||||
Tennesee Processing Center LLC***** | Managing Director | 5/08 Present | ||||
Senior Vice President | 4/04 5/08 | |||||
Texas AP, Inc. + | Vice President Real | 8/07 - Present | ||||
Estate and Leases | ||||||
The Bank of New York Mellon***** | Vice President Real | 7/08 Present | ||||
Estate and Leases | ||||||
The Bank of New York Mellon Corporation***** | Executive Vice President | 8/07 - Present | ||||
Trilem, Inc. + | Vice President Real | 8/07 - Present | ||||
Estate and Leases | ||||||
Jeanne M. Login | A P Colorado, Inc. + | Vice President Real | 8/07 Present | |||
Vice President | Estate and Leases | |||||
A P East, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
A P Management, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
A P Properties, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
A P Rural Land, Inc. + | Vice President Real | 8/07 9/07 | ||||
Estate and Leases | ||||||
Allomon Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
AP Residential Realty, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
AP Wheels, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
APT Holdings Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
BNY Investment Management Services LLC++++ | Vice President Real | 1/01 Present | ||||
Estate and Leases | ||||||
BNY Mellon, National Association + | Vice President Real | 7/08 Present | ||||
Estate and Leases | ||||||
Citmelex Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Eagle Investment Systems LLC+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
East Properties Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases |
C-11
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
|
|
|
| |||
<R> | ||||||
FSFC, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Holiday Properties, Inc. + | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
MBC Investments Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
MBSC Securities Corporation++ | Vice President Real | 8/07 - Present | ||||
Estate and Leases | ||||||
MELDEL Leasing Corporation Number 2, Inc. + | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Bank Community Development | Vice President Real | 11/07 - Present | ||||
Corporation+ | Estate and Leases | |||||
Mellon Capital Management Corporation+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Mellon Financial Services Corporation #1+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Mellon Financial Services Corporation #4+ | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Funding Corporation+ | Vice President Real | 12/07 - Present | ||||
Estate and Leases | ||||||
Mellon Holdings LLC+ | Vice President Real | 12/07 - Present | ||||
Estate and Leases | ||||||
Mellon International Leasing Company+ | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Leasing Corporation+ | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Mellon Private Trust Company, National | Vice President Real | 8/07 1/08 | ||||
Association+ | Estate and Leases | |||||
Mellon Securities Trust Company+ | Vice President Real | 8/07 7/08 | ||||
Estate and Leases | ||||||
Mellon Trust of New England, N.A. * | Vice President Real | 8/07 6/08 | ||||
Estate and Leases | ||||||
Mellon Trust Company of Illinois+ | Vice President Real | 8/07 7/08 | ||||
Estate and Leases | ||||||
MFS Leasing Corp. + | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
MMIP, LLC+ | Vice President Real | 8/07 Present | ||||
Estate and Leases | ||||||
Pontus, Inc. + | Vice President Real | 7/07 Present | ||||
Estate and Leases | ||||||
Promenade, Inc. + | Vice President Real | 8/07 - Present | ||||
Estate and Leases | ||||||
RECR, Inc. + | Vice President Real | 8/07 - Present | ||||
Estate and Leases | ||||||
SKAP #7+ | Vice President Real | 8/07 11/07 | ||||
Estate and Leases | ||||||
Tennesee Processing Center LLC***** | Managing Director | 5/08 - Present | ||||
Senior Vice President | 4/04 5/08 | |||||
Texas AP, Inc. + | Vice President Real | 8/07 - Present | ||||
Estate and Leases | ||||||
The Bank of New York Mellon***** | Vice President Real | 7/08 Present | ||||
Estate and Leases | ||||||
Trilem, Inc. + | Vice President Real | 8/07 - Present | ||||
Estate and Leases |
C-12
Name and Position | ||||||
With Dreyfus | Other Businesses | Position Held | Dates | |||
|
|
|
| |||
James Bitetto | MBSC Securities Corporation++ | Assistant Secretary | 6/07 - Present | |||
Secretary | ||||||
Dreyfus Service Corporation++ | Assistant Secretary | 8/98 6/07 | ||||
Dreyfus Service Organization, Inc.++ | Secretary | 8/05 - Present | ||||
The Dreyfus Consumer Credit Corporation++ | Vice President | 2/02 - Present | ||||
Director | 2/02 7/06 | |||||
Founders Asset Management LLC**** | Assistant Secretary | 3/01 - Present | ||||
|
* | The address of the business so indicated is One Boston Place, Boston, Massachusetts, 02108. | |
** | The address of the business so indicated is One Bush Street, Suite 450, San Francisco, California 94104. | |
*** | The address of the business so indicated is 595 Market Street, Suite 3000, San Francisco, California 94105. | |
**** | The address of the business so indicated is 210 University Blvd., Suite 800, Denver, Colorado 80206. | |
***** | The address of the business so indicated is One Wall Street, New York, New York 10286. | |
+ | The address of the business so indicated is One Mellon Bank Center, Pittsburgh, Pennsylvania 15258. | |
++ | The address of the business so indicated is 200 Park Avenue, New York, New York 10166. | |
+++ | The address of the business so indicated is 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144. | |
++++ | The address of the business so indicated is White Clay Center, Route 273, Newark, Delaware 19711. | |
+++++ | The address of the business so indicated is 4005 Kennett Pike, Greenville, DE 19804. |
C-13
Item 27. Principal Underwriters
(a) Other investment companies for which Registrant's principal underwriter (exclusive distributor) acts as principal underwriter or exclusive distributor:
<R>1. | Advantage Funds, Inc. |
2. | BNY Mellon Funds Trust |
3. | CitizensSelect Funds |
4. | Dreyfus Appreciation Fund, Inc. |
5. | Dreyfus BASIC Money Market Fund, Inc. |
6. | Dreyfus BASIC U.S. Government Money Market Fund |
7. | Dreyfus BASIC U.S. Mortgage Securities Fund |
8. | Dreyfus Bond Funds, Inc. |
9. | Dreyfus Cash Management |
10. | Dreyfus Cash Management Plus, Inc. |
11. | Dreyfus Connecticut Municipal Money Market Fund, Inc. |
12. | Dreyfus Funds, Inc. |
13. | The Dreyfus Fund Incorporated |
14. | Dreyfus Government Cash Management Funds |
15. | Dreyfus Growth and Income Fund, Inc. |
16. | Dreyfus Index Funds, Inc. |
17. | Dreyfus Institutional Cash Advantage Funds |
18. | Dreyfus Institutional Money Market Fund |
19. | Dreyfus Institutional Preferred Money Market Funds |
20. | Dreyfus Institutional Reserves Funds |
21. | Dreyfus Intermediate Municipal Bond Fund, Inc. |
22. | Dreyfus International Funds, Inc. |
23. | Dreyfus Investment Funds |
24. | Dreyfus Investment Grade Funds, Inc. |
25. | Dreyfus Investment Portfolios |
26. | The Dreyfus/Laurel Funds, Inc. |
27. | The Dreyfus/Laurel Funds Trust |
28. | The Dreyfus/Laurel Tax-Free Municipal Funds |
29. | Dreyfus LifeTime Portfolios, Inc. |
30. | Dreyfus Liquid Assets, Inc. |
31. | Dreyfus Manager Funds I |
32. | Dreyfus Manager Funds II |
33. | Dreyfus Massachusetts Municipal Money Market Fund |
34. | Dreyfus Midcap Index Fund, Inc. |
35. | Dreyfus Money Market Instruments, Inc. |
36. | Dreyfus Municipal Bond Opportunity Fund |
37. | Dreyfus Municipal Cash Management Plus |
38. | Dreyfus Municipal Funds, Inc. |
39. | Dreyfus Municipal Money Market Fund, Inc. |
40. | Dreyfus New Jersey Municipal Bond Fund, Inc. |
41. | Dreyfus New Jersey Municipal Money Market Fund, Inc. |
42. | Dreyfus New York AMT-Free Municipal Bond Fund |
43. | Dreyfus New York AMT-Free Municipal Money Market Fund |
44. | Dreyfus New York Municipal Cash Management |
45. | Dreyfus New York Tax Exempt Bond Fund, Inc. |
46. | Dreyfus Opportunity Funds |
C-14
47. | Dreyfus Pennsylvania Municipal Money Market Fund |
48. | Dreyfus Premier California AMT-Free Municipal Bond Fund, Inc. |
49. | Dreyfus Premier Equity Funds, Inc. |
50. | Dreyfus Premier GNMA Fund, Inc. |
51. | Dreyfus Premier Investment Funds, Inc. |
52. | Dreyfus Premier Short-Intermediate Municipal Bond Fund |
53. | Dreyfus Premier Worldwide Growth Fund, Inc. |
54. | Dreyfus Research Growth Fund, Inc. |
55. | Dreyfus State Municipal Bond Funds |
56. | Dreyfus Stock Funds |
57. | Dreyfus Short-Intermediate Government Fund |
58. | The Dreyfus Socially Responsible Growth Fund, Inc. |
59. | Dreyfus Stock Index Fund, Inc. |
60. | Dreyfus Tax Exempt Cash Management Funds |
61. | The Dreyfus Third Century Fund, Inc. |
62. | Dreyfus Treasury & Agency Cash Management |
63. | Dreyfus Treasury Prime Cash Management |
64. | Dreyfus U.S. Treasury Intermediate Term Fund |
65. | Dreyfus U.S. Treasury Long Term Fund |
66. | Dreyfus 100% U.S. Treasury Money Market Fund |
67. | Dreyfus Variable Investment Fund |
68. | Dreyfus Worldwide Dollar Money Market Fund, Inc. |
69. | General California Municipal Money Market Fund |
70. | General Government Securities Money Market Funds, Inc. |
71. | General Money Market Fund, Inc. |
72. | General Municipal Money Market Funds, Inc. |
73. | General New York Municipal Bond Fund, Inc. |
74. | General New York Municipal Money Market Fund |
75. | Strategic Funds, Inc. |
C-15
(b) | ||||
Name and principal | Positions and Offices | |||
Business address | Positions and offices with the Distributor | with Registrant | ||
Jon R. Baum* | Chief Executive Officer and Chairman of the Board | None | ||
J. David Officer* | President and Director | President | ||
Ken Bradle** | Executive Vice President and Director | None | ||
Robert G. Capone***** | Executive Vice President and Director | None | ||
J. Charles Cardona* | Executive Vice President and Director | None | ||
Sue Ann Cormack** | Executive Vice President | None | ||
Dwight D. Jacobsen* | Executive Vice President and Director | None | ||
Mark A. Keleher****** | Executive Vice President | None | ||
William H. Maresca* | Executive Vice President and Director | None | ||
Timothy M. McCormick* | Executive Vice President | None | ||
David K. Mossman**** | Executive Vice President | None | ||
James Neiland* | Executive Vice President | None | ||
Sean ONeil***** | Executive Vice President | None | ||
Irene Papadoulis** | Executive Vice President | None | ||
Matthew Perrone** | Executive Vice President | None | ||
Noreen Ross* | Executive Vice President | None | ||
Bradley J. Skapyak* | Executive Vice President | None | ||
Gary Pierce* | Chief Financial Officer and Director | None | ||
Tracy Hopkins* | Senior Vice President | None | ||
Marc S. Isaacson** | Senior Vice President | None | ||
Denise B. Kneeland***** | Senior Vice President | None | ||
Mary T. Lomasney***** | Senior Vice President | None | ||
Barbara A. McCann***** | Senior Vice President | None | ||
Christine Carr Smith****** | Senior Vice President | None | ||
Ronald Jamison* | Chief Legal Officer and Secretary | None | ||
Joseph W. Connolly* | Chief Compliance Officer (Investment Advisory Business) | Chief Compliance Officer | ||
Stephen Storen* | Chief Compliance Officer | None | ||
Maria Georgopoulos* | Vice President Facilities Management | None | ||
William Germenis* | Vice President Compliance and Anti-Money Laundering | Anti-Money Laundering | ||
Officer | Compliance Officer | |||
Karin L. Waldmann* | Privacy Officer | None | ||
Timothy I. Barrett** | Vice President | None | ||
Gina DiChiara* | Vice President | None | ||
Jill Gill* | Vice President | None | ||
John E. Lane******* | Vice President Real Estate and Leases | None | ||
Jeanne M. Login******* | Vice President Real Estate and Leases | None | ||
Edward A. Markward* | Vice President Compliance | None | ||
Paul Molloy* | Vice President | None | ||
Anthony Nunez* | Vice President Finance | None | ||
William Schalda* | Vice President | None | ||
John Shea* | Vice President Finance | None | ||
Christopher A. Stallone** | Vice President | None | ||
Susan Verbil* | Vice President Finance | None | ||
William Verity* | Vice President Finance | None | ||
James Windels* | Vice President | Treasurer |
C-16
(b) | ||||
Name and principal | Positions and Offices | |||
Business address | Positions and offices with the Distributor | with Registrant | ||
James Bitetto* | Assistant Secretary | Vice President and | ||
Assistant Secretary | ||||
James D. Muir* | Assistant Secretary | None | ||
Ken Christoffersen*** | Assistant Secretary | None |
* | Principal business address is 200 Park Avenue, New York, NY 10166. |
** | Principal business address is 144 Glenn Curtiss Blvd., Uniondale, NY 11556-0144. |
*** | Principal business address is 210 University Blvd., Suite 800, Denver, CO 80206. |
**** | Principal business address is One Mellon Bank Center, Pittsburgh, PA 15258. |
***** | Principal business address is One Boston Place, Boston, MA 02108. |
****** | Principal business address is 595 Market Street, San Francisco, CA 94105. |
******* | Principal business address is 101 Barclay Street, New York 10286. |
C-17
Item 28. | Location of Accounts and Records |
1. | The Bank of New York Mellon | |
One Wall Street | ||
New York, New York 10286 | ||
2. | DST Systems, Inc. | |
1055 Broadway | ||
Kansas City, MO 64105 | ||
3. | The Dreyfus Corporation | |
200 Park Avenue | ||
New York, New York 10166 |
Item 29. | Management Services |
Not Applicable
Item 30. | Undertakings |
None
C-18
SIGNATURES |
Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940 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 1st day of October 2009.
</R>DREYFUS INDEX FUNDS, INC. |
/s/ J. David Officer* |
J. David Officer, PRESIDENT |
Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.
<R>Signatures | Title | Date |
/s/ J. David Officer* | President | 10/1/09 |
J. David Officer | (Principal Executive Officer) | |
/s/ Jim Windels* | Treasurer (Principal Financial | 10/1/09 |
Jim Windels | and Accounting Officer) | |
/s/ Joseph S. DiMartino* | Chairman of the Board of Directors | 10/1/09 |
Joseph S. DiMartino | ||
/s/ Peggy C. Davis * | Director | 10/1/09 |
Peggy C. Davis | ||
/s/ David P. Feldman* | Director | 10/1/09 |
David P. Feldman | ||
/s/ James F. Henry* | Director | 10/1/09 |
James F. Henry | ||
/s/ Ehud Houminer* | Director | 10/1/09 |
Ehud Houminer | ||
/s/ Gloria Messinger* | Director | 10/1/09 |
Gloria Messinger | ||
/s/ Martin Peretz* | Director | 10/1/09 |
Martin Peretz |
*BY: | /s/ Michael A. Rosenberg |
Michael A. Rosenberg | |
Attorney-in-Fact |
INDEX OF EXHIBITS |
ITEM 23 |
(n) Registrant s Rule 18f-3 Plan.
THE DREYFUS FAMILY OF FUNDS (Dreyfus Family of Funds Funds Included on Schedule A) |
Rule 18f-3 Plan |
Rule 18f-3 under the Investment Company Act of 1940, as amended (the "1940 Act"), requires that the Board of an investment company desiring to offer multiple classes pursuant to said Rule adopt a plan setting forth the separate arrangement and expense allocation of each class, and any related conversion features or exchange privileges.
The Board, including a majority of the non-interested Board members, of each of the investment companies, or series thereof, listed on Schedule A attached hereto, as such Schedule may be revised from time to time (each, a "Fund"), which desires to offer multiple classes has determined that the following plan is in the best interests of each class individually and each Fund as a whole:
1. Class Designation: Fund shares shall be divided, except as otherwise noted on Schedule A, into Class A, Class B, Class C and Class I and, if indicated on Schedule A hereto, Class J and Class Z.
2. Differences in Services: The services offered to shareholders of each Class, unless otherwise noted on Schedule A, shall be substantially the same, except that Right of Accumulation, Letter of Intent and Reinvestment Privilege shall be available only to holders of Class A shares, and Dreyfus Express® services shall be available only to holders of Class Z shares. Certain automatic investment plan privileges are not available to holders of Class B shares.
3. Differences in Distribution Arrangements: Class A shares shall be offered with a front-end sales charge, as such term is defined under the Conduct Rules of the Financial Industry Regulatory Authority (the "FINRA Conduct Rules"), and a deferred sales
charge (a "CDSC"), as such term is defined under the FINRA Conduct Rules, may be assessed on certain redemptions of Class A shares, including Class A shares purchased without an initial sales charge as part of an investment of $1 million or more. The amount of the sales charge and the amount of and provisions relating to the CDSC pertaining to the Class A shares are set forth on Schedule B hereto.
Class B shares shall be offered only in connection with dividend reinvestment and exchanges permitted by the Exchange Privilege. Class B shares shall not be subject to a front-end sales charge, but shall be subject to a CDSC and shall be charged an annual distribution fee under a Distribution Plan adopted pursuant to Rule 12b-1 under the 1940 Act. The amount of and provisions relating to the CDSC, and the amount of the fees under the Distribution Plan pertaining to the Class B shares, are set forth on Schedule C hereto.
Class C shares shall not be subject to a front-end sales charge, but shall be subject to a CDSC and shall be charged an annual distribution fee under a Distribution Plan adopted pursuant to Rule 12b-1 under the 1940 Act. The amount of and provisions relating to the CDSC, and the amount of the fees under the Distribution Plan pertaining to the Class C shares, are set forth on Schedule D hereto.
Class I shares shall be offered at net asset value only to (i) bank trust departments, trust companies and insurance companies that have entered into agreements with the Fund's Distributor to offer Class I shares to their clients, (ii) institutional investors acting in a fiduciary, advisory, agency, custodial or similar capacity for qualified or non-qualified employee benefit plans, including pension, profit-sharing and other deferred compensation plans, whether established by corporations, partnerships, non-profit entities, trade or labor unions, or state and local governments ("Retirement Plans"), and IRAs set up under Simplified Employee Pension
Plans ("SEP-IRAs"), but not including IRAs or IRA "Rollover Accounts" (Class I shares may be purchased for a Retirement Plan or SEP-IRA only by a custodian, trustee, investment manager or other entity authorized to act on behalf of such Retirement Plan or SEP-IRA that has entered into an agreement with the Fund's Distributor to offer Class I shares to such Retirement Plan or SEP-IRA), (iii) law firms or attorneys acting as trustees or executors/administrators, (iv) foundations and endowments that make an initial investment in the Fund of at least $1 million, (v) sponsors of college savings plans that qualify for tax-exempt treatment under Section 529 of the Internal Revenue Code of 1986, as amended (the "Code"), that maintain an omnibus account with the Fund and do not require shareholder tax reporting or 529 account support responsibilities from the Fund's Distributor, (vi) advisory fee-based accounts offered through financial i ntermediaries who, depending on the structure of the selected advisory platform, make Class I shares available, and (vii) with respect to Class I shares of those Funds indicated on Schedule A hereto, certain funds in the Dreyfus Family of Funds.
Class A, Class B, Class C and Investor shares shall be subject to an annual service fee at the rate of .25% of the value of the average daily net assets of such Class pursuant to a Shareholder Services Plan.
Class J shares shall be offered at net asset value only to certain shareholders as set
forth on Schedule A hereto.
Class Z shares shall be offered at net asset value only to certain shareholders as set forth on Schedule A hereto. Class Z shares shall be subject to an annual service fee at the rate of up to .25% of the value of the average daily net assets of such Class pursuant to a Shareholder Services Plan.
4. Expense Allocation: The following expenses shall be allocated, to the extent practicable, on a Class-by-Class basis: (a) fees under a Distribution Plan and Shareholder Services Plan; (b) printing and postage expenses related to preparing and distributing materials, such as shareholder reports, prospectuses and proxies, to current shareholders of a specific Class; (c) Securities and Exchange Commission and Blue Sky registration fees incurred by a specific Class; (d) the expense of administrative personnel and services as required to support the shareholders of a specific Class; (e) litigation or other legal expenses relating solely to a specific Class; (f) transfer agent fees identified by the Fund's transfer agent as being attributable to a specific Class; and (g) Board members' fees incurred as a result of issues relating to a specific Class.
5. Conversion Features: Class B shares shall automatically convert to Class A shares after a specified period of time after the date of purchase, based on the relative net asset value of each such Class without the imposition of any sales charge, fee or other charge, as set forth on Schedule E hereto. No other Class shall be subject to any automatic conversion feature.
6. Exchange Privileges: Shares of a Class shall be exchangeable only for (a) shares of the same Class of other investment companies managed or administered by The Dreyfus Corporation or its affiliates as specified from time to time and (b) shares of certain other Classes of such investment companies or shares of certain other investment companies as specified from time to time.
Amended as of: February 4, 2009
SCHEDULE A |
Name of Fund | Date Plan Adopted | |
Advantage Funds, Inc. | February 25, 1999 | |
(Revised as of September 30, 2009) | ||
--Dreyfus International Value Fund | ||
--Dreyfus Strategic Value Fund | ||
--Dreyfus Structured Midcap Fund | ||
--Dreyfus Technology Growth Fund | ||
--Dreyfus Total Return Advantage Fund*** | ||
--Global Alpha Fund*** | ||
--Dreyfus Global Absolute Return Fund*** | ||
--Dreyfus Midcap Value Fund*** | ||
Dreyfus International Funds, Inc. | September 9, 2002 | |
(Revised as of September 22, 2009) | ||
--Dreyfus Emerging Markets Fund | ||
--Dreyfus Brazil Equity Fund*** | ||
Dreyfus Investment Funds | December 3, 2008 | |
(Revised as of September 30, 2009) | ||
--Dreyfus/Newton International Equity Fund***! | ||
--Dreyfus/The Boston Company Emerging Markets Core | ||
Equity Fund***! | ||
--Dreyfus/The Boston Company Large Cap Core Fund*** | ! | |
--Dreyfus/The Boston Company Small/Mid Cap | ||
Growth Fund*** ! | ||
--Dreyfus/Standish Intermediate Tax Exempt Bond Fund***! | ||
Dreyfus Investment Grade Funds, Inc. | October 18, 2007 | |
(Revised as of December 1, 2008) | ||
--Dreyfus Intermediate Term Income Fund | ||
Dreyfus Manager Funds I | November 17, 2003 | |
(Revised as of September 30, 2009) | ||
--Dreyfus S&P STARS Fund | ||
--Dreyfus S&P STARS Opportunities Fund | ||
--Dreyfus Alpha Growth Fund | ||
Dreyfus Manager Funds II | October 14, 2003 | |
(Revised as of December 1, 2008) | ||
--Dreyfus Balanced Opportunity Fund**# |
SCHEDULE A (continued) |
Name of Fund | Date Plan Adopted |
Dreyfus Opportunity Funds | April 17, 2000 |
(Revised as of August 12, 2009) |
--Dreyfus Health Care Fund |
--Dreyfus Natural Resources Fund |
--Dreyfus Global Sustainability Fund*** |
Dreyfus Premier Equity Funds, Inc. | September 11, 1995 |
(Revised as of December 1, 2008) | |
--Dreyfus Capital Growth and Income Fund | |
Dreyfus Premier Investment Funds, Inc. | April 24, 1995 |
(Revised as of August 12, 2009) |
--Dreyfus Greater China Fund |
--Dreyfus Emerging Asia Fund*** |
--Dreyfus Diversified International Fund*** |
--Dreyfus Global Real Estate Securities Fund*** |
--Dreyfus Large Cap Equity Fund*** |
--Dreyfus Large Cap Growth Fund*** |
--Dreyfus Large Cap Value Fund*** |
--Dreyfus Diversified Global Fund*** |
--Dreyfus Satellite Alpha Fund*** |
--Dreyfus Diversified Large Cap Fund*** |
Dreyfus Premier Worldwide Growth Fund, Inc. | April 12, 1995 |
(Revised as of July 15, 2009) | |
--Dreyfus Worldwide Growth Fund | |
Dreyfus Stock Funds | January 27, 2003 |
(Revised as of September 23, 2009) | |
--Dreyfus International Equity Fund | |
--Dreyfus Small Cap Equity Fund | |
Dreyfus Research Growth Fund, Inc.***## | July 15, 2008 |
(Revised as of July 15, 2009) |
SCHEDULE A (continued) |
Name of Fund | Date Plan Adopted |
Strategic Funds, Inc. | September 17, 2002 |
(Revised as of September 23, 2009) |
--Dreyfus New Leaders Fund |
--Emerging Markets Opportunity Fund*** |
--Global Stock Fund*** |
--International Stock Fund*** |
--Dreyfus U.S. Equity Fund*** |
--Dreyfus Select Managers Small Cap Value Fund*** |
The Dreyfus/Laurel Funds Trust | December 20, 2005 |
(Revised as of July 15, 2009) | |
--Dreyfus International Bond Fund*** | |
--Dreyfus Equity Income Fund*** | |
--Dreyfus Global Equity Income Fund*** | |
--Dreyfus Emerging Markets Debt Local | |
Currency Fund*** | |
The Dreyfus/Laurel Funds, Inc. | April 20, 2006 |
(Revised as of September 30, 2009) | |
--Dreyfus Strategic Income Fund*** |
_______________
* | Class A, Class B and Class C only. |
** | The Fund also offers Class J shares only to shareholders who received Class J shares in exchange for shares |
of its predecessor fund as a result of the reorganization of such fund. | |
*** | Class A, Class C and Class I only. |
# | The Fund also offers Class Z shares only to shareholders who received Class Z shares in exchange for their |
shares of Dreyfus Balanced Fund, Inc. as a result of the reorganization of such fund and who continue to | |
maintain accounts with the Fund at the time of purchase. In addition, certain broker-dealers and other | |
financial institutions maintaining accounts with Dreyfus Balanced Fund, Inc. at the time of the | |
reorganization of such fund may open new accounts in Class Z shares of the Fund on behalf of qualified | |
retirement plans and wrap accounts or similar programs. | |
## | The Fund also offers Class Z shares only to shareholders of the Fund with Fund accounts that existed on |
September 30, 2008 (the date of the implementation of the Fund's multiple class distribution structure) and | |
who continue to maintain accounts with the Fund at the time of purchase. In addition, certain broker- | |
dealers and other financial institutions maintaining accounts with the Fund at that time may open new | |
accounts in Class Z shares of the Fund on behalf of qualified retirement plans and wrap accounts or similar | |
programs. | |
The following services are not available to Fund shareholders: Dreyfus Auto-Exchange Privilege; Dreyfus- | |
Automatic Asset Builder®; Dreyfus Government Direct Deposit Privilege; Dreyfus Payroll Savings Plan; | |
Dreyfus Dividend Options; Automatic Withdrawal Plan; and Letter of Intent. | |
The Fund offers Class I shares to certain funds in the Dreyfus Family of Funds. | |
! | Class I shares of the Fund are subject to an administrative services fee of up to 0.15% payable to certain |
financial intermediaries, including affiliates, who provide sub-administration, recordkeeping and/or sub- | |
transfer agency services to beneficial owners of the Fund's Class I shares. |
SCHEDULE B |
Front-End Sales Charge--Class A Shares--Effective December 1, 1996, the public offering price for Class A shares, except as set forth below, shall be the net asset value per share of Class A plus a sales load as shown below:
Total Sales Load | ||
As a % of | As a % of | |
offering price | net asset value | |
Amount of Transaction | per share | per share |
Less than $50,000 | 5.75 | 6.10 |
$50,000 to less than $100,000 | 4.50 | 4.70 |
$100,000 to less than $250,000 | 3.50 | 3.60 |
$250,000 to less than $500,000 | 2.50 | 2.60 |
$500,000 to less than $1,000,000 | 2.00 | 2.00 |
$1,000,000 or more | -0- | -0- |
Front-End Sales Charge--Class A Shares--Shareholders Beneficially Owning Class A Shares on November 30, 1996 and Class A Shares of Dreyfus International Bond Fund, Dreyfus Total Return Advantage Fund, Dreyfus Intermediate Term Income Fund, Dreyfus Emerging Markets Debt Local Currency Fund and Dreyfus/Standish Intermediate Tax Exempt Bond Fund--For shareholders who beneficially owned Class A shares of a Fund on November 30, 1996 and for Class A shares of Dreyfus International Bond Fund, Dreyfus Total Return Advantage Fund, Dreyfus Intermediate Term Income Fund, Dreyfus Emerging Markets Debt Local Currency Fund and Dreyfus/Standish Intermediate Tax Exempt Bond Fund, the public offering price for Class A shares of such Funds, except as set forth below, shall be the net asset value per share of Class A plus a sales load as shown below:
Total Sales Load | ||
As a % of | As a % of | |
offering price | net asset value | |
Amount of Transaction | per share | per share |
Less than $50,000 | 4.50 | 4.70 |
$50,000 to less than $100,000 | 4.00 | 4.20 |
$100,000 to less than $250,000 | 3.00 | 3.10 |
$250,000 to less than $500,000 | 2.50 | 2.60 |
$500,000 to less than $1,000,000 | 2.00 | 2.00 |
$1,000,000 or more | -0- | -0- |
SCHEDULE B (continued) |
Front-End Sales Charge--Class A Shares of Dreyfus New Leaders Fund Only--For shareholders who beneficially owned Class A shares of Dreyfus Premier Aggressive Growth Fund on December 31, 1995* and who received Class A shares of Dreyfus New Leaders Fund as a result of the merger of such fund into Dreyfus New Leaders Fund on March 28, 2003, the public offering price for Class A shares of Dreyfus New Leaders Fund (for as long as the shareholder's account is open) shall be the net asset value per share of Class A plus a sales load as shown below:
Total Sales Load | ||
As a % of | As a % of | |
Amount of Transaction | offering price | net asset value |
per share | per share | |
Less than $100,000 | 3.00 | 3.10 |
$100,000 to less than $250,000 | 2.75 | 2.80 |
$250,000 to less than $500,000 | 2.25 | 2.30 |
$500,000 to less than $1,000,000 | 2.00 | 2.00 |
$1,000,000 or more | -0- | -0- |
Front-End Sales Charge--Class A Shares--Shareholders Who Received Class A Shares of a Fund in Exchange for Class T Shares of the Fund on February 4, 2009--For shareholders who received Class A shares of a Fund in exchange for Class T shares of the Fund on February 4, 2009, the public offering price for Class A shares of such Fund, except as set forth below, shall be the net asset value per share of Class A plus a sales load as shown below:
Total Sales Load | ||
As a % of | As a % of | |
offering price | net asset value | |
Amount of Transaction | per share | per share |
Less than $50,000 | 4.50 | 4.70 |
$50,000 to less than $100,000 | 4.00 | 4.20 |
$100,000 to less than $250,000 | 3.00 | 3.10 |
$250,000 to less than $500,000 | 2.00 | 2.00 |
$500,000 to less than $1,000,000 | 1.50 | 1.50 |
$1,000,000 or more | -0- | -0- |
* At a meeting held on March 7, 2003, shareholders of Dreyfus Premier Aggressive Growth Fund voted to merge |
such Fund into Dreyfus New Leaders Fund. In addition, at a meeting held on December 16, 1996, shareholders |
of Dreyfus Premier Strategic Growth Fund voted to merge such Fund into Dreyfus Premier Aggressive Growth |
Fund. Shareholders of Dreyfus Premier Aggressive Growth Fund who received Class A shares of Dreyfus New |
Leaders Fund and shareholders of Dreyfus Premier Strategic Growth Fund who received Class A shares of |
Dreyfus Premier Aggressive Growth Fund in the respective merger are deemed to have beneficially owned such |
shares as of the date they beneficially owned Class A shares of the merging Fund for purposes of the front-end |
sales charge applicable to purchases of Class A shares of Dreyfus New Leaders Fund by such former |
shareholders of Dreyfus Premier Aggressive Growth Fund. |
SCHEDULE B (continued) |
Contingent Deferred Sales Charge--Class A Shares--A CDSC of 1.00% shall be assessed, except as set forth below, at the time of redemption of Class A shares purchased without an initial sales charge as part of an investment of at least $1,000,000 or, with respect to Dreyfus Enterprise Fund, through a "wrap account" or similar program and redeemed within one year of purchase. The terms contained in Schedule C pertaining to the CDSC assessed on redemptions of Class B shares (other than the amount of the CDSC and its time periods), including the provisions for waiving the CDSC, shall be applicable to the Class A shares subject to a CDSC. Letter of Intent and Right of Accumulation, to the extent offered, shall apply to purchases of Class A shares subject to a CDSC.
Class A Shares of Dreyfus Technology Growth Fund, Dreyfus Strategic Value Fund, Dreyfus Emerging Markets Fund, Dreyfus Health Care Fund, Dreyfus International Value Fund, Dreyfus New Leaders Fund, Dreyfus Intermediate Term Income Fund and Dreyfus Midcap Value Fund Only--Shareholders beneficially owning Class A shares of Dreyfus Technology Growth Fund on April 15, 1999, Dreyfus Strategic Value Fund on May 31, 2001, Dreyfus Emerging Markets Fund on November 11, 2002, Dreyfus Health Care Fund on November 14, 2002, Dreyfus International Value Fund on November 14, 2002, Dreyfus New Leaders Fund, Inc. on November 25, 2002, Dreyfus Intermediate Term Income Fund on May 13, 2008 and Dreyfus Midcap Value Fund on May 29, 2008, may purchase Class A shares of such Fund at net asset value without a front-end sales charge and redeem Class A shares of such Fund without imp osition of a CDSC.
Shareholders of Dreyfus Aggressive Growth Fund who received Class A shares of Dreyfus New Leaders Fund as a result of the merger of such fund into Dreyfus New Leaders Fund on March 28, 2003 may purchase Class A shares of Dreyfus New Leaders Fund at net asset value without a front-end sales charge and redeem Class A shares of Dreyfus New Leaders Fund without imposition of a CDSC for as long as the shareholder's account is open.
Shareholders of Dreyfus Large Company Value Fund who received Class A shares of Dreyfus Strategic Value Fund as a result of the merger of such fund into Dreyfus Strategic Value Fund on April 18, 2005 may purchase Class A shares of Dreyfus Strategic Value Fund at net asset value without a front-end sales charge and redeem Class A shares of Dreyfus Strategic Value Fund without imposition of a CDSC for as long as the shareholder's account is open.
Shareholders beneficially owning Class A shares of Dreyfus Premier Core Bond Fund on February 29, 2000 who received Class A shares of Dreyfus Intermediate Term Income Fund as a result of the merger of such fund into Dreyfus Intermediate Term Income Fund on May 15, 2008 may purchase Class A shares of Dreyfus Intermediate Term Income Fund at net asset value without a front-end sales charge and redeem Class A shares of Dreyfus Intermediate Term Income Fund without imposition of a CDSC for as long as the shareholder's account is open.
SCHEDULE B (continued) |
Shareholders of Dreyfus A Bonds Plus, Inc. who received Class A shares of Dreyfus Intermediate Term Income Fund as a result of the merger of such fund into Dreyfus Intermediate Term Income Fund on May 14, 2008 may purchase Class A shares of Dreyfus Intermediate Term Income Fund at net asset value without a front-end sales charge and redeem Class A shares of Dreyfus Intermediate Term Income Fund without imposition of a CDSC for as long as the shareholder's account is open.
SCHEDULE C |
Contingent Deferred Sales Charge--Class B Shares--A CDSC payable to the Fund's Distributor shall be imposed on any redemption of Class B shares which reduces the current net asset value of such Class B shares to an amount which is lower than the dollar amount of all payments by the redeeming shareholder for the purchase of Class B shares of the Fund held by such shareholder at the time of redemption. No CDSC shall 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 of the Fund acquired through reinvestment of Fund dividends or capital gain distributions, plus (ii) increases in the net asset value of the shareholder's Class B shares above the dollar amount of all payments for the purchase of Class B shares of the Fund held by such shareholder at the time of redempt ion.
If the aggregate value of the 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 shall depend on the number of years from the time the shareholder 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 shall 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, except for Class B shares issued in connection with certain transactions described below:
Year Since Purchase | CDSC as a % of |
Payment Was Made | Amount Invested or Redemption Proceeds |
First | 4.00 |
Second | 4.00 |
Third | 3.00 |
Fourth | 3.00 |
Fifth | 2.00 |
Sixth | 1.00 |
For Class B shares issued in connection with (i) the exchange of shares originally issued by a series of The Bear Stearns Funds or (ii) the reorganization of any such series of The Bear Stearns Funds, where the shares of such series were purchased before December 1, 2003, the following table sets forth the rates of the CDSC for such shares:
SCHEDULE C (continued) | |
Year Since Purchase | CDSC as a % of |
Payment Was Made | Amount Invested or Redemption Proceeds |
First | 5.00 |
Second | 4.00 |
Third | 3.00 |
Fourth | 3.00 |
Fifth | 2.00 |
Sixth | 1.00 |
Seventh | 0.00 |
Eighth | 0.00 |
In determining whether a CDSC is applicable to a redemption, the calculation shall be made in a manner that results in the lowest possible rate. Therefore, it shall 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 six years (eight years for certain shares issued in connection with shares originally issued by a series of The Bear Stearns Funds); and finally, of amounts representing the cost of Class B shares held for the longest period of time.
Waiver of CDSC--The CDSC shall 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, (c) redemptions as a result of a combination of any investment company with the Fund by merger, acquisition of assets or otherwise, (d) a distribution following retirement under a tax-deferred retirement plan or upon attaining age 70-1/2 in the case of an IRA or Keogh plan or custodial account pursuant to Section 403(b) of the Code, and (e) redemptions pursuant to any systematic withdrawal plan as described in the Fund's prospectus. Any Fund shares subject to a CDSC which were purchased prior to the termination of such waiver shall have the CDSC waived as pro vided in the Fund's prospectus at the time of the purchase of such shares.
Amount of Distribution Plan Fees--Class B Shares--Except as otherwise noted, .75 of 1% of the value of the average daily net assets of Class B. For Dreyfus Intermediate Term Income Fund, .50 of 1% of the value of the average daily net assets of Class B.
SCHEDULE D |
Contingent Deferred Sales Charge--Class C Shares--A CDSC of 1.00% payable to the Fund's Distributor shall be imposed on any redemption of Class C shares within one year of the date of purchase. The basis for calculating the payment of any such CDSC shall be the method used in calculating the CDSC for Class B shares. In addition, the provisions for waiving the CDSC shall be those set forth for Class B shares.
Amount of Distribution Plan Fees--Class C Shares--.75 of 1% of the value of the average daily net assets of Class C.
SCHEDULE E |
Conversion of Class B Shares--Approximately six years after the date of purchase, Class B shares (other than those issued in connection with certain transactions described below) automatically shall convert to Class A shares, based on the relative net asset values for shares of each such Class, and shall no longer be subject to the distribution fee. Class B shares issued in connection with (i) the exchange of shares originally issued by a series of The Bear Stearns Funds or (ii) the reorganization of any such series of The Bear Stearns Funds, where the shares of such series were purchased before December 1, 2003, automatically shall convert to Class A shares approximately eight years after the date of original purchase of such shares from the series of The Bear Stearns Funds. At the time of conversion, Class B shares that have been acquired through the rein vestment of dividends and distributions ("Dividend Shares") shall be converted in the proportion that a shareholder's Class B shares (other than Dividend Shares) converting to Class A shares bears to the total Class B shares then held by the shareholder which were not acquired through the reinvestment of dividends and distributions.