EX-99.77C VOTES 2 subevent.txt Results of Special Shareholder Meetings (unaudited) On November 18, 2003, BSAM and The Dreyfus Corporation with its relevant affiliates, ("Dreyfus"), announced a strategic arrangement in which the Portfolios will merge with new or existing Dreyfus funds that have the same or similar investment objectives (the "Transaction"). The Transaction has received the approvals of the Board of Trustees of the Fund and the Boards of the relevant Dreyfus funds. A special joint meeting of each Portfolio's shareholders was held on March 11, 2004 at the offices of Bear Stearns, 383 Madison Avenue, New York, New York, to seek shareholder approval for the merger of each Portfolio into a new or existing Dreyfus fund with the same or similar investment objectives, as set forth in the following table. Portfolio Corresponding Dreyfus Fund S&P STARS Portfolio Dreyfus Premier S&P STARS Fund S&P STARS Opportunities Portfolio Dreyfus Premier S&P STARS Opportunities Fund Insiders Select Fund Dreyfus Premier Intrinsic Value Fund Intrinsic Value Portfolio Dreyfus Premier Intrinsic Value Fund Small Cap Value Portfolio Dreyfus Premier Future Leaders Fund Alpha Growth Portfolio Dreyfus Premier Alpha Growth Fund International Equity Portfolio Dreyfus Premier International Value Fund The following table shows the number of shares of each Portfolio that, as of the record date of January 2, 2004, were outstanding and entitled to vote. Portfolio Number of Shares Outstanding and Entitled to Vote S&P STARS Portfolio 67,255,244 S&P STARS Opportunities Portfolio 4,055,964 Insiders Select Fund 2,242,192 Intrinsic Value Portfolio 5,340,850 Small Cap Value Portfolio 3,245,331 Alpha Growth Portfolio 7,111,235 International Equity Portfolio 4,106,007 Each reorganization required the affirmative vote of a majority of the relevant Portfolio's shares outstanding and entitled to vote. As of March 11, 2004, of the Portfolios listed above, only the Small Cap Value and International Equity Portfolios had received sufficient votes to determine whether to approve the reorganization. As a result, each other Portfolio's meeting was adjourned until April 8, 2004. The results of the voting at the March 11th meeting for the Small Cap Value and International Equity Portfolios, are shown in the following table. Management Information Services has independently certified the voting results for both Portfolios. As indicated, each of these reorganizations received shareholder approval at the March 11th meeting. Small Cap Value Portfolio For 1,624,219 50.04% Against 56,983 1.76% Abstain 50,533 1.56% International Equity Portfolio For 2,182,966 53.17% Against 15,276 0.37% Abstain 27,181 0.66% Subsequent Event (unaudited) On April 8, 2004, each of the S&P STARS, S&P STARS Opportunities, Insiders Select Fund, Intrinsic Value and Alpha Growth Portfolios reconvened a shareholder meeting to vote on whether to approve the relevant reorganizations. The results of the voting at the April 8th meeting for these Portfolios, as independently certified by Management Information Services, are shown in the following table. As indicated, each of these reorganizations received shareholder approval at the April 8th meeting. S&P STARS Portfolio For 33,723,898 50.14% Against 1,687,112 2.51% Abstain 1,864,550 2.77% S&P STARS Opportunities Portfolio For 2,072,929 51.11% Against 79,145 1.95% Abstain 142,005 3.50% Insiders Select Fund For 1,133,454 50.55% Against 84,661 3.78% Abstain 83,369 3.72% Intrinsic Value Portfolio For 2,976,276 55.73% Against 93,799 1.76% Abstain 132,109 2.47% Alpha Growth Portfolio For 3,677,469 51.71% Against 136,596 1.92% Abstain 165,099 2.32% Each reorganization that was approved on either March 11th or April 8th closed after the close of business on April 30, 2004. Immediately after such date, the assets of each Portfolio were transferred to its corresponding Dreyfus fund in exchange for shares of that Dreyfus fund and those Dreyfus fund shares were then distributed pro rata to each Portfolio shareholder, in complete liquidation of the Portfolio. Results of Special Shareholder Meetings (unaudited) On November 18, 2003, BSAM and The Dreyfus Corporation with its relevant affiliates, ("Dreyfus") announced a strategic arrangement in which the Portfolios will merge with new or existing Dreyfus funds that have the same or similar investment objectives (the "Transaction"). The Transaction has received the approvals of the Board of Trustees of the Fund and the Boards of the relevant Dreyfus funds. A special joint meeting of each Portfolio's shareholders was held on March 11, 2004 at the offices of Bear Stearns, 383 Madison Avenue, New York, New York, to seek shareholder approval for the merger of each Portfolio into a new or existing Dreyfus fund with the same or similar investment objectives, as set forth in the following table. Portfolio Corresponding Dreyfus Fund Income Portfolio Dreyfus Premier Core Bond Fund High Yield Total Return Portfolio Dreyfus Premier Limited Term High Yield Fund The following table shows the number of shares of each Portfolio that, as of the record date of January 2, 2004, were outstanding and entitled to vote. Portfolio Number of Shares Outstanding and Entitled to Vote Income Portfolio 5,268,066 High Yield Total Return Portfolio 26,572,347 Each reorganization required the affirmative vote of a majority of the relevant Portfolio's shares outstanding and entitled to vote. As of March 11, 2004, of the Portfolios listed above, only the Income Portfolio had received sufficient votes to determine whether to approve the reorganization. As a result, the meeting for the High Yield Total Return Portfolio was adjourned until April 8, 2004. The results of the voting at the March 11th meeting for the Income Portfolio, as independently certified by Management Information Services, are shown in the following table. As indicated, this reorganization received shareholder approval at the March 11th meeting. Income Portfolio For 2,718,309 51.60% Against 112,751 2.14% Abstain 82,646 1.57% Subsequent Event (unaudited) On April 8, 2004, the High Yield Total Return Portfolio reconvened a shareholder meeting to vote on whether to approve the Portfolio's reorganization. The results of the voting at the April 8th meeting for this Portfolio, as independently certified by Management Information Services, are shown in the following table. As indicated, this reorganization received shareholder approval at the April 8th meeting. High Yield Total Return Portfolio For 14,084,366 53.00% Against 955,510 3.60% Abstain 626,532 2.36% Each reorganization that was approved on either March 11th or April 8th closed after the close of business on April 30, 2004. Immediately after such date, the assets of each Portfolio were transferred to its corresponding Dreyfus fund in exchange for shares of that Dreyfus fund and those Dreyfus fund shares were then distributed pro rata to each Portfolio shareholder, in complete liquidation of each Portfolio. Results of the Special Shareholder Meeting (unaudited) On November 18, 2003, BSAM and The Dreyfus Corporation (with its relevant affiliates, "Dreyfus") announced a strategic arrangement in which the Portfolio will merge with new or existing Dreyfus funds that have the same or similar investment objectives (the "Transaction"). The Transaction has received the approvals of the Board of Trustees of the Fund and the Boards of the relevant Dreyfus funds. A special meeting of the Portfolio's shareholders was held on March 11, 2004 at the offices of Bear Stearns, 383 Madison Avenue, New York, New York, to seek shareholder approval for the merger of the Portfolio into the Bear Stearns Prime Money Market Fund (the "New Dreyfus Fund"), a newly formed series of Dreyfus Premier Manager Funds I, a newly formed investment company. The New Dreyfus Fund has the same investment objective as the Portfolio. The Portfolio had 1,789,140,096 shares outstanding and entitled to vote as of record date January 2, 2004. The reorganization requires the affirmative vote of a majority of the Portfolio's shares outstanding and entitled to vote. The results of the voting at the shareholder meeting, as independently certified by Management Information Services, are shown below. For 973,700,177 54.42% Against 2,441,784 0.14% Abstain 53,219,871 2.98% Subsequent Event (unaudited) The reorganization described above closed after the close of business on April 30, 2004. Immediately, after such date, the assets of the Portfolio were transferred to the New Dreyfus Fund in exchange for shares of that New Dreyfus Fund and those New Dreyfus Fund shares were then distributed pro rata to the Portfolios' shareholders, in a complete liquidation of the Portfolio.