ADV Part II, Privacy and Proxy Policies All Pages FORM ADV OMB: 3235-0049 UNIFORM APPLICATION FOR...

ADV Form 366

The Dreyfus Corporation ADV Part II, Privacy and Proxy

Policies

As of 03/31/2010

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FORM ADV OMB: 3235-0049

UNIFORM APPLICATION FOR INVESTMENT ADVISER REGISTRATION Primary Business Name: THE DREYFUS CORPORATION

IARD/CRD Number: 105642

Rev. 02/2005

WARNING: Complete this form truthfully. False statements or omissions may result in denial of your application, revocation of your registration, or criminal prosecution. You must keep this form updated by filing periodic amendments. See Form ADV General Instruction 3.

Item 1 Identifying Information

Responses to this Item tell us who you are, where you are doing business, and how we can contact you. A. Your full legal name (if you are a sole proprietor, your last, first, and

middle names): THE DREYFUS CORPORATION

B. Name under which you primarily conduct your advisory business, if different from Item 1.A. THE DREYFUS CORPORATION List on Section 1.B. of Schedule D any additional names under which you conduct your advisory business.

C. If this filing is reporting a change in your legal name (Item 1.A.) or primary business name (Item 1.B.), enter the new name and specify whether the name change is of

your legal name or your primary business name:

D. If you are registered with the SEC as an investment adviser, your SEC

file number: 801- 8147E. If you have a number ("CRD Number") assigned by FINRA's CRD system

or by the IARD system, your CRD number: 105642If your firm does not have a CRD number, skip this Item 1.E. Do not provide the CRD number of one of your officers, employees, or affiliates.

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F. Principal Office and Place of Business (1) Address (do not use a P.O. Box):

Number and Street 1: 200 PARK AVENUE

Number and Street 2:

City: NEW YORK

State: NY

Country: UNITED STATES

ZIP+4/Postal Code: 10166

If this address is a private residence, check this box:

List on Section 1.F. of Schedule D any office, other than your principal office and place of business, at which you conduct investment advisory business. If you are applying for registration, or are registered, with one or more state securities authorities, you must list all of your offices in the state or states to which you are applying for registration or with whom you are registered. If you are applying for registration, or are registered only, with the SEC, list the largest five offices in terms of numbers of employees.

(2) Days of week that you normally conduct business at your principal office and place of business:

Monday-Friday Other:

Normal business hours at this location: 9:00 A.M. - 5:00 P.M.

(3) Telephone number at this location: 212-922-6000

(4) Facsimile number at this location: 212-922-4235

G. Mailing address, if different from your principal office and place of business address: Number and Street 1:


City:

State:

Country:

ZIP+4/Postal Code:


H. If you are a sole proprietor, state your full residence address, if different from your principal office and place of business address in Item 1.F.: Number and Street 1: Number and Street 2: City: State: Country: ZIP+4/Postal Code:


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YES NO

I. Do you have World Wide Web site addresses?

If "yes," list these addresses on Section 1.I. of Schedule D. If a web address serves as a portal through which to access other information you have published on the World Wide Web, you may list the portal without listing addresses for all of the other information. Some advisers may need to list more than one portal address. Do not provide individual electronic mail addresses in response to this Item.

J. Contact Employee: Name: Title: Telephone Number: Facsimile Number: Number and Street 1: Number and Street 2: City: State: Country: ZIP+4/Postal Code: Electronic mail (e-mail) address, if contact employee has one: The contact employee should be an employee whom you have authorized to receive information and respond to questions about this Form ADV.

YES NO

K. Do you maintain some or all of the books and records you are required to keep under Section 204 of the Advisers Act, or similar state law, somewhere other than your principal office and place of business?

If "yes," complete Section 1.K. of Schedule D.

YES NO

L. Are you registered with a foreign financial regulatory authority?

Answer "no" if you are not registered with a foreign financial regulatory authority, even if you have an affiliate that is registered with a foreign financial regulatory authority. If "yes", complete Section 1.L. of Schedule D.




Rev. 02/2005

Item 2 SEC Registration


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Responses to this Item help us (and you) determine whether you are eligible to register with the SEC. Complete this Item 2 only if you are applying for SEC registration or submitting an annual updating amendment to your SEC registration.

A. To register (or remain registered) with the SEC, you must check at least one of the Items 2.A(1) through 2.A(11), below. If you are submitting an annual updating amendment to your SEC registration and you are no longer eligible to register with the SEC, check Item 2.A(12). You:

(1) have assets under management of $25 million (in U.S. dollars) or more; See Part 1A Instruction 2.a. to determine whether you should check this box.

(2) have your principal office and place of business in Wyoming;

(3) have your principal office and place of business outside the United States;

(4) are an investment adviser (or sub-adviser) to an investment company registered under the Investment Company Act of 1940; See Part 1A Instruction 2.b. to determine whether you should check this box.

(5) have been designated as a nationally recognized statistical rating organization; See Part 1A Instruction 2.c. to determine whether you should check this box.

(6) are a pension consultant that qualifies for the exemption in rule 203A-2(b); See Part 1A Instruction 2.d. to determine whether you should check this box.

(7) are relying on rule 203A-2(c) because you are an investment adviser that controls, is controlled by, or is under common control with, an investment adviser that is registered with the SEC, and your principal office and place of business is the same as the registered adviser; See Part 1A Instruction 2.e. to determine whether you should check this box. If you check this box, complete Section 2.A(7) of Schedule D.

(8) are a newly formed adviser relying on rule 203A-2(d) because you expect to be eligible for SEC registration within 120 days; See Part 1A Instruction 2.f. to determine whether you should check this box. If you check this box, complete Section 2.A(8) of Schedule D.


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(9) are a multi-state adviser relying on rule 203A-2(e); See Part 1A Instruction 2.g. to determine whether you should check this box. If you check this box, complete Section 2.A(9) of Schedule D.

(10) are an Internet investment adviser relying on rule 203A-2(f); See Part 1A Instructions 2.h. to determine whether you should check this box.

(11) have received an SEC order exempting you from the prohibition against registration with the SEC; If you checked this box, complete Section 2.A(11) of Schedule D.

(12) are no longer eligible to remain registered with the SEC. See Part 1A Instructions 2.i. to determine whether you should check this box.

B. Under state laws, SEC-registered advisers may be required to provide to state securities authorities a copy of the Form ADV and any amendments they file with the SEC. These are called notice filings. If this is an initial application, check the box(es) next to the state(s) that you would like to receive notice of this and all subsequent filings you submit to the SEC. If this is an amendment to direct your notice filings to additional state(s), check the box(es) next to the state(s) that you would like to receive notice of this and all subsequent filings you submit to the SEC. If this is an amendment to your registration to stop your notice filings from going to state(s) that currently receive them, uncheck the box(es) next to those state(s).

AL

AK

AZ

AR

CA

CO

CT

DE

DC

FL

ID

IL

IN

IA

KS

KY

LA

ME

MD

MA

MO

MT

NE

NV

NH

NJ

NM

NY

NC

ND

PA

PR

RI

SC

SD

TN

TX

UT

VT

VI


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GA

GU

HI

MI

MN

MS

OH

OK

OR

VA

WA

WV

WI

If you are amending your registration to stop your notice filings from going to a state that currently receives them and you do not want to pay that state's notice filing fee for the coming year, your amendment must filed before the end of the year (December 31).




Rev. 02/2005

Item 3 Form Of Organization

A. How are you organized? Corporation Sole Proprietorship Limited Liability

Partnership (LLP) Partnership Limited Liability Company

(LLC) Other (specify):

If you are changing your response to this Item, see Part 1A Instruction 4.

B. In what month does your fiscal year end each year? December

C. Under the laws of what state or country are you organized? State: New York



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Rev. 02/2005

Item 4 Successions

YES NO A. Are you, at the time of this filing, succeeding to the business of a

registered investment adviser?

If "yes," complete Item 4.B. and Section 4 of Schedule D. B. Date of Succession: (MM/DD/YYYY)

If you have already reported this succession on a previous Form ADV filing, do not report the succession again. Instead, check "No." See Part 1A Instruction 4.


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Rev. 02/2005

Item 5 Information About Your Advisory Business

Responses to this Item help us understand your business, assist us in preparing for on-site examinations, and provide us with data we use when making regulatory policy. Part 1A Instruction 5.a. provides additional guidance to newly-formed advisers for completing this Item 5. Employees

A. Approximately how many employees do you have? Include full and part-time employees but do not include any clerical workers.

1- 5 6-10 11-50 51-250 251-500

501-1,000 More than

1,000

If more than 1,000, how many? (round to the nearest 1,000)

B. (1) Approximately how many of these employees perform investment advisory

functions (including research)? 0 1-5 6-10 11-50 51-250

251-500 501-1,000 More than

1,000



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(2) Approximately how many of these employees are registered representatives of a broker-dealer?

0 1-5 6-10 11-50 51-250

251-500 501-1,000 More than

1,000


If you are organized as a sole proprietorship, include yourself as an employee in your responses to Items 5.A(1) and 5.B(2). If an employee performs more than one function, you should count that employee in each of your responses to Item 5.B(1) and 5.B(2).

(3) Approximately how many firms or other persons solicit advisory clients on your behalf?

0 1-5 6-10 11-50 51-250

251-500 501-1,000 More than

1,000


In your response to Item 5.B(3), do not count any of your employees and count a firm only once -- do not count each of the firm's employees that solicit on your behalf.

Clients

C. To approximately how many clients did you provide investment advisory services during your most-recently completed fiscal year?

0 1-10 11-25 26-100 101-250

251-500 More than

500

If more than 500, how many? (round to the nearest 500)

D. What types of clients do you have? Indicate the approximate percentage that each type of client comprises of your total number of clients. None

Up to 10%

11-25%

26-50%

51-75%

More Than 75%

(1) Individuals (other than high net worth individuals)

(2) High net worth individuals

(3) Banking or thrift institutions

(4) Investment companies (including mutual funds)


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(5) Pension and profit sharing plans (other than plan participants)

(6) Other pooled investment vehicles (e.g., hedge funds)

(7) Charitable organizations

(8) Corporations or other businesses not listed above

(9) State or municipal government entities

(10) Other: INSURANCE RESERVES, NUCLEAR DECOMMISIONING TRUSTS

The category "individuals" includes trusts, estates, 401(k) plans and IRAs of individuals and their family members, but does not include businesses organized as sole proprietorships. Unless you provide advisory services pursuant to an investment advisory contract to an investment company registered under the Investment Company Act of 1940, check "None" in response to Item 5.D(4).

Compensation Arrangements

E. You are compensated for your investment advisory services by (check all that apply):

(1) A percentage of assets under your management

(2) Hourly charges

(3) Subscription fees (for a newsletter or periodical)

(4) Fixed fees (other than subscription fees)

(5) Commissions

(6) Performance-based fees

(7) Other (specify): A ONE TIME ONLY ACCOUNT SET-UP FEE MAY BE CHARGED

TO NEW CLIENTS

Assets Under Management

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YES NO F. (1) Do you provide continuous and regular supervisory or management

services to securities portfolios?

(2) If yes, what is the amount of your assets under management and total number of accounts?

U.S. Dollar Amount Total Number of Accounts Discretionary: (a) $ 370117044852.00 (d) 425Non-Discretionary: (b) $ 2385614644.00 (e) 6Total: (c) $ 372502659496.00 (f) 431

Part 1A Instruction 5.b. explains how to calculate your assets under management. You must follow these instructions carefully when completing this Item.

Advisory Activities

G. What type(s) of advisory services do you provide? Check all that apply.

(1) Financial planning services

(2) Portfolio management for individuals and/or small businesses

(3) Portfolio management for investment companies

(4) Portfolio management for businesses or institutional clients (other than investment companies) (5) Pension consulting services

(6) Selection of other advisers

(7) Publication of periodicals or newsletters

(8) Security ratings or pricing services

(9) Market timing services

(10) Other (specify):

Do not check Item 5.G(3) unless you provide advisory services pursuant to an investment advisory contract to an investment company registered under the Investment Company Act of 1940.


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H. If you provide financial planning services, to how many clients did you provide these services during your last fiscal year?

0 1-10 11-25 26-50 51-100

101-250 251-500 More than

500

If more than 500, how many? (round to the nearest 500)

I. If you participate in a wrap fee program, do you (check all that apply):

(1) sponsor the wrap fee program ?

(2) act as a portfolio manager for the wrap fee program?

If you are a portfolio manager for a wrap fee program, list the names of the programs and their sponsors in Section 5.I(2) of Schedule D. If your involvement in a wrap fee program is limited to recommending wrap fee programs to your clients , or you advise a mutual fund that is offered through a wrap fee program, do not check either Item 5.I(1) or 5.I(2).




Rev. 02/2005

Item 6 Other Business Activities

In this Item, we request information about your other business activities.

A. You are actively engaged in business as a (check all that apply): (1) Broker-dealer

(2) Registered representative of a broker-dealer

(3) Futures commission merchant, commodity pool operator, or commodity

trading advisor (4) Real estate broker, dealer, or agent

(5) Insurance broker or agent

(6) Bank (including a separately identifiable department or division of a bank)

(7) Other financial product salesperson (specify):

YES NO


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B. (1) Are you actively engaged in any other business not listed in Item 6.A. (other than giving investment advice)?

(2) If yes, is this other business your primary business?

If "yes," describe this other business on Section 6.B. of Schedule D. YES NO

(3) Do you sell products or provide services other than investment advice to your advisory clients?




Rev. 02/2005

Item 7 Financial Industry Affiliations

In this Item, we request information about your financial industry affiliations and activities. This information identifies areas in which conflicts of interest may occur between you and your clients. Item 7 requires you to provide information about you and your related persons. Your related persons are all of your advisory affiliates and any person that is under common control with you.


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A. You have a related person that is a (check all that apply): (1) broker-dealer, municipal securities dealer, or government securities broker or dealer (2) investment company (including mutual funds)

(3) other investment adviser (including financial planners)

(4) futures commission merchant, commodity pool operator, or commodity trading advisor (5) banking or thrift institution

(6) accountant or accounting firm

(7) lawyer or law firm

(8) insurance company or agency

(9) pension consultant

(10) real estate broker or dealer

(11) sponsor or syndicator of limited partnerships

If you checked Item 7.A(3), you must list on Section 7.A. of Schedule D all your related persons that are investment advisers. If you checked Item 7.A(1), you may elect to list on Section 7.A. of Schedule D all your related persons that are broker-dealers. If you choose to list a related broker-dealer, the IARD will accept a single Form U-4 to register an investment adviser representative who also is a broker-dealer agent ("registered rep") of that related broker-dealer.

YES NO B. Are you or any related person a general partner in an investment-related

limited partnership or manager of an investment-related limited liability company, or do you advise any other "private fund" as defined under SEC rule 203(b)(3)-1?

If "yes," for each limited partnership or limited liability company, or (if applicable) private fund, complete Section 7.B. of Schedule D. If, however, you are an SEC-registered adviser and you have related persons that are SEC-registered advisers who are the general partners of limited partnerships or the managers of limited liability companies, you do not have to complete Section 7.B. of Schedule D with respect to those related advisers’ limited partnerships or limited liability companies. To use this alternative procedure, you must state in the Miscellaneous Section of Schedule D: (1) that you have related SEC-registered investment advisers that manage limited partnerships or limited liability companies that are not listed in Section 7.B. of your Schedule D; (2) that complete and accurate information about those limited partnerships or


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limited liability companies is available in Section 7.B. of Schedule D of the Form ADVs of your related SEC-registered advisers; and (3) whether your clients are solicited to invest in any of those limited partnerships or limited liability companies.




Rev. 02/2005

Item 8 Participation or Interest in Client Transactions

In this Item, we request information about your participation and interest in your clients' transactions. Like Item 7, this information identifies areas in which conflicts of interest may occur between you and your clients. Like Item 7, Item 8 requires you to provide information about you and your related persons.

Proprietary Interest in Client Transactions

A. Do you or any related person: Yes No (1) buy securities for yourself from advisory clients, or sell securities you

own to advisory clients (principal transactions)?

(2) buy or sell for yourself securities (other than shares of mutual funds) that you also recommend to advisory clients?

(3) recommend securities (or other investment products) to advisory clients in which you or any related person has some other proprietary (ownership) interest (other than those mentioned in Items 8.A(1) or (2))?

Sales Interest in Client Transactions


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B. Do you or any related person: Yes No (1) as a broker-dealer or registered representative of a broker-dealer,

execute securities trades for brokerage customers in which advisory client securities are sold to or bought from the brokerage customer (agency cross transactions)?

(2) recommend purchase of securities to advisory clients for which you or any related person serves as underwriter, general or managing partner, or purchaser representative?

(3) recommend purchase or sale of securities to advisory clients for which you or any related person has any other sales interest (other than the receipt of sales commissions as a broker or registered representative of a broker-dealer)?

Investment or Brokerage Discretion

C. Do you or any related person have discretionary authority to determine the:

Yes No

(1) securities to be bought or sold for a client's account?

(2) amount of securities to be bought or sold for a client's account?

(3) broker or dealer to be used for a purchase or sale of securities for a client's account?

(4) commission rates to be paid to a broker or dealer for a client's securities transactions?

D. Do you or any related person recommend brokers or dealers to clients?

E. Do you or any related person receive research or other products or services other than execution from a broker-dealer or a third party in connection with client securities transactions?

F. Do you or any related person, directly or indirectly, compensate any person for client referrals? In responding to this Item 8.F., consider in your response all cash and non-cash compensation that you or a related person gave any person in exchange for client referrals, including any bonus that is based, at least in part, on the number or amount of client referrals.


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Rev. 02/2005

Item 9 Custody

In this Item, we ask you whether you or a related person has custody of client assets. If you are registering or registered with the SEC and you deduct your advisory fees directly from your clients' accounts but you do not otherwise have custody of your clients' funds or securities, you may answer "no" to Item 9A.(1) and 9A.(2).

A. Do you have custody of any advisory clients': Yes No (1) cash or bank accounts?

(2) securities?

B. Do any of your related persons have custody of any of your advisory clients': (1) cash or bank accounts?

(2) securities?

C. If you answered "yes" to either Item 9.B(1) or 9.B(2), is that related person a broker-dealer registered under Section 15 of the Securities Exchange Act of 1934?


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Rev. 02/2005

Item 10 Control Persons

In this Item, we ask you to identify every person that, directly or indirectly, controls you. If you are submitting an initial application, you must complete Schedule A and

Schedule B. Schedule A asks for information about your direct owners and executive officers. Schedule B asks for information about your indirect owners. If this is an amendment and you are updating information you reported on either Schedule A or Schedule B (or both) that you filed with your initial application, you must complete Schedule C.

YES NO Does any person not named in Item 1.A. or Schedules A, B, or C, directly or indirectly, control your management or policies?

If yes, complete Section 10 of Schedule D.


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Rev. 02/2005

Item 11 Disclosure Information

In this Item, we ask for information about your disciplinary history and the disciplinary history of all your advisory affiliates. We use this information to determine whether to grant your application for registration, to decide whether to revoke your registration or to place limitations on your activities as an investment adviser, and to identify potential problem areas to focus on during our on-site examinations. One event may result in "yes" answers to more than one of the questions below. Your advisory affiliates are: (1) all of your current employees (other than employees performing only clerical, administrative, support or similar functions); (2) all of your officers, partners, or directors (or any person performing similar functions); and (3) all persons directly or indirectly controlling you or controlled by you. If you are a "separately identifiable department or division" (SID) of a bank, see the Glossary of Terms to determine who your advisory affiliates are. If you are registered or registering with the SEC, you may limit your disclosure of any event listed in Item 11 to ten years following the date of the event. If you are registered or registering with a state, you must respond to the questions as posed; you may, therefore, limit your disclosure to ten years following the date of an event only in responding to Items 11.A(1), 11.A(2), 11.B(1), 11.B(2), 11.D(4), and 11.H(1)(a). For purposes of calculating this ten-year period, the date of an event is the date the final order, judgment, or decree was entered, or the date any rights of appeal from preliminary orders, judgments, or decrees lapsed. You must complete the appropriate Disclosure Reporting Page ("DRP") for "yes" answers to the questions in this Item 11.

For "yes" answers to the following questions, complete a Criminal Action DRP:


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A. In the past ten years, have you or any advisory affiliate: YES NO (1) been convicted of or plead guilty or nolo contendere ("no contest")

in a domestic, foreign, or military court to any felony?

(2) been charged with any felony?

If you are registered or registering with the SEC, you may limit your response to Item 11.A(2) to charges that are currently pending.

B. In the past ten years, have you or any advisory affiliate: (1) been convicted of or plead guilty or nolo contendere ("no contest")

in a domestic, foreign, or military court to a misdemeanor involving: investments or an investment-related business, or any fraud, false statements, or omissions, wrongful taking of property, bribery, perjury, forgery, counterfeiting, extortion, or a conspiracy to commit any of these offenses?

(2) been charged with a misdemeanor listed in 11.B(1)?

If you are registered or registering with the SEC, you may limit your response to Item 11.B(2) to charges that are currently pending.

For "yes" answers to the following questions, complete a Regulatory Action DRP:

C. Has the SEC or the Commodity Futures Trading Commission (CFTC) ever:

YES NO

(1) found you or any advisory affiliate to have made a false statement or omission?

(2) found you or any advisory affiliate to have been involved in a violation of SEC or CFTC regulations or statutes?

(3) found you or any advisory affiliate to have been a cause of an investment-related business having its authorization to do business denied, suspended, revoked, or restricted?


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(4) entered an order against you or any advisory affiliate in connection with investment-related activity?

(5) imposed a civil money penalty on you or any advisory affiliate, or ordered you or any advisory affiliate to cease and desist from any activity?

D. Has any other federal regulatory agency, any state regulatory agency, or

any foreign financial regulatory authority: (1) ever found you or any advisory affiliate to have made a false

statement or omission, or been dishonest, unfair, or unethical?

(2) ever found you or any advisory affiliate to have been involved in a violation of investment-related regulations or statutes?

(3) ever found you or any advisory affiliate to have been a cause of an investment-related business having its authorization to do business denied, suspended, revoked, or restricted?

(4) in the past ten years, entered an order against you or any advisory affiliate in connection with an investment-related activity?

(5) ever denied, suspended, or revoked your or any advisory affiliate's registration or license, or otherwise prevented you or any advisory affiliate, by order, from associating with an investment-related business or restricted your or any advisory affiliate's activity?

E. Has any self-regulatory organization or commodities exchange ever: (1) found you or any advisory affiliate to have made a false statement or

omission?

(2) found you or any advisory affiliate to have been involved in a violation of its rules (other than a violation designated as a "minor rule violation" under a plan approved by the SEC)?

(3) found you or any advisory affiliate to have been the cause of an investment-related business having its authorization to do business denied, suspended, revoked, or restricted?

(4) disciplined you or any advisory affiliate by expelling or suspending you or the advisory affiliate from membership, barring or suspending you or the advisory affiliate from association with other members, or otherwise restricting your or the advisory affiliate's activities?


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F. Has an authorization to act as an attorney, accountant, or federal contractor granted to you or any advisory affiliate ever been revoked or suspended?

G. Are you or any advisory affiliate now the subject of any regulatory

proceeding that could result in a "yes" answer to any part of Item 11.C., 11.D., or 11.E.?

For "yes" answers to the following questions, complete a Civil Judicial Action DRP:

H. (1) Has any domestic or foreign court: YES NO (a) in the past ten years, enjoined you or any advisory affiliate in

connection with any investment-related activity?

(b) ever found that you or any advisory affiliate were involved in a violation of investment-related statutes or regulations?

(c) ever dismissed, pursuant to a settlement agreement, an investment-related civil action brought against you or any advisory affiliate by a state or foreign financial regulatory authority?

(2) Are you or any advisory affiliate now the subject of any civil

proceeding that could result in a "yes" answer to any part of Item 11.H(1)?




Rev. 02/2005

Item 12 Small Business


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The SEC is required by the Regulatory Flexibility Act to consider the effect of its regulations on small entities. In order to do this, we need to determine whether you meet the definition of "small business" or "small organization" under rule 0-7. Answer this Item 12 only if you are registered or registering with the SEC and you indicated in response to Item 5.F(2)(c) that you have assets under management of less than $25 million. You are not required to answer this Item 12 if you are filing for initial registration as a state adviser, amending a current state registration, or switching from SEC to state registration. For purposes of this Item 12 only:

● Total Assets refers to the total assets of a firm, rather than the assets managed on behalf of clients. In determining your or another person's total assets, you may use the total assets shown on a current balance sheet (but use total assets reported on a consolidated balance sheet with subsidiaries included, if that amount is larger).

● Control means the power to direct or cause the direction of the management or policies of a person, whether through ownership of securities, by contract, or otherwise. Any person that directly or indirectly has the right to vote 25 percent or more of the voting securities, or is entitled to 25 percent or more of the profits, of another person is presumed to control the other person.

YES NO A. Did you have total assets of $5 million or more on the last day of your

most recent fiscal year?

If "yes," you do not need to answer Items 12.B. and 12.C. B. Do you:

(1) control another investment adviser that had assets under management of $25 million or more on the last day of its most recent fiscal year?

(2) control another person (other than a natural person) that had total assets of $5 million or more on the last day of its most recent fiscal year?

C. Are you: (1) controlled by or under common control with another investment

adviser that had assets under management of $25 million or more on the last day of its most recent fiscal year?

(2) controlled by or under common control with another person (other than a natural person) that had total assets of $5 million or more on the last day of its most recent fiscal year?


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Rev. 02/2005

Part 2 Brochures


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Rev. 02/2005

Form ADV, Schedule A

Direct Owners and Executive Officers 1. Complete Schedule A only if you are submitting an initial application. Schedule A

asks for information about your direct owners and executive officers. Use Schedule C to amend this information.

2. Direct Owners and Executive Officers. List below the names of: (a) each Chief Executive Officer, Chief Financial Officer, Chief Operations Officer,

Chief Legal Officer, Chief Compliance Officer(Chief Compliance Officer is required and cannot be more than one individual), director, and any other individuals with similar status or functions;

(b) if you are organized as a corporation, each shareholder that is a direct owner of 5% or more of a class of your voting securities, unless you are a public reporting company (a company subject to Section 12 or 15(d) of the Exchange Act);

Direct owners include any person that owns, beneficially owns, has the right to vote, or has the power to sell or direct the sale of, 5% or more of a class of your voting securities. For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the security.

(c) if you are organized as a partnership, all general partners and those limited and special partners that have the right to receive upon dissolution, or have contributed, 5% or more of your capital;

(d) in the case of a trust that directly owns 5% or more of a class of your voting securities, or that has the right to receive upon dissolution, or has contributed, 5% or more of your capital, the trust and each trustee; and

(e) if you are organized as a limited liability company ("LLC"), (i) those members that have the right to receive upon dissolution, or have contributed, 5% or more of your capital, and (ii) if managed by elected managers, all elected managers.

3. Do you have any indirect owners to be reported on Schedule B? Yes

No


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4. In the DE/FE/I column below, enter "DE" if the owner is a domestic entity, "FE" if the owner is an entity incorporated or domiciled in a foreign country, or "I" if the owner or executive officer is an individual.

5. Complete the Title or Status column by entering board/management titles; status as partner, trustee, sole proprietor, elected manager, shareholder, or member; and for shareholders or members, the class of securities owned (if more than one is issued).

6. Ownership codes are: NA - less than 5% B - 10% but less than 25%

D - 50% but less than 75%

A - 5% but less than 10%

C - 25% but less than 50%

E - 75% or more

7. (a) In the Control Person column, enter "Yes" if the person has control as defined in the Glossary of Terms to Form ADV, and enter "No" if the person does not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are control persons.

(b) In the PR column, enter "PR" if the owner is a public reporting company under Sections 12 or 15(d) of the Exchange Act.

(c) Complete each column.

FULL LEGAL NAME (Individuals: Last Name, First Name, Middle Name)

DE/FE/I

Title or Status Date Title or Status Acquired MM/YYYY

Ownership Code

Control Person

PR CRD No. If None: S.S. No. and Date of Birth, IRS Tax No., or Employer ID No.

THE BANK OF NEW YORK MELLON CORPORATION

DE SOLE SHAREHOLDER

07/2007 E Y Y 13-2614959

O'HANLEY, RONALD, PHILIP

I DIRECTOR 11/2001 NA Y N 4331592

CARDONA, JOHN, CHARLES

I PRESIDENT AND DIRECTOR

03/2008 NA Y N 702784

CONNOLLY, JOSEPH, WARREN

I CHIEF COMPLIANCE OFFICER

10/2004 NA Y N 1144952

DURNIN, DIANE, PATRICIA

I VICE CHAIR AND DIRECTOR

05/2005 NA Y N 4798101

PIERCE, GARY, ROBERT

I CONTROLLER 07/2005 NA Y N 2053491


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MAISANO, PHILLIP, NICHOLAS

I CHIEF INVESTMENT OFFICER, VICE CHAIR AND DIRECTOR

11/2006 NA Y N 317558

BAUM, JONATHAN, RUSSELL

I CHAIRMAN, CHIEF EXECUTIVE OFFICER AND DIRECTOR

03/2008 NA Y N 1155906

WENNERHOLM, SCOTT, EDWARD

I DIRECTOR 10/2007 NA Y N 2398744

ROSENBERG, MICHAEL

I CHIEF LEGAL OFFICER

12/2007 NA N N 4609025

BITETTO, JAMES I SECRETARY 09/2007 NA N N 1998896 HARRIS, MITCHELL, EVAN

I DIRECTOR 10/2007 NA Y N 4359464

JACOBSEN, DWIGHT, DONALD

I DIRECTOR 01/2009 NA Y N 1133848

TARAPOREVALA, CYRUS, RUSSI

I DIRECTOR 01/2009 NA Y N 5180049

SKAPYAK, BRADLEY, JOHN

I CHIEF OPERATING OFFICER AND DIRECTOR

06/2009 NA Y N 2783620

LANDAU, JEFFREY, DAVID

I DIRECTOR 01/2010 NA Y N 2738321




Rev. 02/2005

Form ADV, Schedule B


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Indirect Owners 1. Complete Schedule B only if you are submitting an initial application. Schedule B

asks for information about your indirect owners; you must first complete Schedule A, which asks for information about your direct owners. Use Schedule C to amend this information.

2. Indirect Owners. With respect to each owner listed on Schedule A (except individual owners), list below: (a) in the case of an owner that is a corporation, each of its shareholders that

beneficially owns, has the right to vote, or has the power to sell or direct the sale of, 25% or more of a class of a voting security of that corporation; For purposes of this Schedule, a person beneficially owns any securities: (i) owned by his/her child, stepchild, grandchild, parent, stepparent, grandparent, spouse, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, sharing the same residence; or (ii) that he/she has the right to acquire, within 60 days, through the exercise of any option, warrant, or right to purchase the security.

(b) in the case of an owner that is a partnership, all general partners and those limited and special partners that have the right to receive upon dissolution, or have contributed, 25% or more of the partnership's capital;

(c) in the case of an owner that is a trust, the trust and each trustee; and (d) in the case of an owner that is a limited liability company ("LLC"), (i) those

members that have the right to receive upon dissolution, or have contributed, 25% or more of the LLC's capital, and (ii) if managed by elected managers, all elected managers.

3. Continue up the chain of ownership listing all 25% owners at each level. Once a public reporting company (a company subject to Sections 12 or 15(d) of the Exchange Act) is reached, no further ownership information need be given.

4. In the DE/FE/I column below, enter "DE" if the owner is a domestic entity, "FE" if the owner is an entity incorporated or domiciled in a foreign country, or "I" if the owner is an individual.

5. Complete the Status column by entering the owner's status as partner, trustee, elected manager, shareholder, or member; and for shareholders or members, the class of securities owned (if more than one is issued).

6. Ownership codes are: C - 25% but less than 50%

E - 75% or more

D - 50% but less than 75%

F - Other (general partner, trustee, or elected manager)

7. (a) In the Control Person column, enter "Yes" if the person has control as defined in the Glossary of Terms to Form ADV, and enter "No" if the person does not have control. Note that under this definition, most executive officers and all 25% owners, general partners, elected managers, and trustees are control persons.


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(b) In the PR column, enter "PR" if the owner is a public reporting company under Sections 12 or 15(d) of the Exchange Act.

(c) Complete each column.

No Indirect Owner Information Filed




Rev. 02/2005

Form ADV, Schedule D

Section 1.B. Other Business Names

List your other business names and the jurisdictions in which you use them. You must complete a separate Schedule D for each business name. DREYFUS INVESTMENT ADVISERS AL, AK, AZ, AR, CA, CO, CT, DE,

DC, FL, GA, HI, ID, IL, IN, IA, KS, KY, LA, ME, MD, MA, MI, MN, MS, MO, MT, NE, NV, NH, NJ, NM, NY, NC, ND, OH, OK, OR, PA, PR, RI, SC, SD, TN, TX, UT, VT, VA, WA, WV, WI, VI, GU

BNY MELLON FUND ADVISERS AL, AK, AZ, AR, CA, CO, CT, DE, DC, FL, GA, HI, ID, IL, IN, IA, KS, KY, LA, ME, MD, MA, MI, MN, MS, MO, MT, NE, NV, NH, NJ, NM, NY, NC, ND, OH, OK, OR, PA, PR, RI, SC, SD, TN, TX, UT, VT, VA, WA, WV, WI, GU

BNY MELLON ASSET MANAGEMENT AL, AK, AZ, AR, CA, CO, CT, DE, DC, FL, GA, HI, ID, IL, IN, IA, KS, KY, LA, ME, MD, MA, MI, MN, MS, MO, MT, NE, NV, NH, NJ, NM, NY, NC, ND, OH, OK, OR, PA, PR, RI, SC, SD, TN, TX, UT, VT, VA, WA, WV, WI, VI, GU


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BNY MELLON CASH INVESTMENT STRATEGIES AL, AK, AZ, AR, CA, CO, CT, DE, DC, FL, GA, HI, ID, IL, IN, IA, KS, KY, LA, ME, MD, MA, MI, MN, MS, MO, MT, NE, NV, NH, NJ, NM, NY, NC, ND, OH, OK, OR, PA, PR, RI, SC, SD, TN, TX, UT, VT, VA, WA, WV, WI

Section 1.F. Other Offices

Complete the following information for each office, other than your principal office and place of business, at which you conduct investment advisory business. You must complete a separate Schedule D Page 1 for each location. If you are applying for registration, or are registered, only with the SEC, list only the largest five (in terms of numbers of employees). Number and Street 1: ONE MELLON BANK CENTER


City: PITTSBURGH

State: PA

Country: USA



Telephone Number at this location: (800) 626-6721

Facsimile number at this location: (412) 236-1233

Number and Street 1: BNY MELLON CENTER

Number and Street 2: 201 WASHINGTON STREET

City: BOSTON

State: MA


ZIP+4/Postal Code: 02111-2662


Telephone Number at this location: 617-350-6100

Facsimile number at this location: 617-457-5076

Number and Street 1: 200 CONNECTICUT AVENUE


City: NORWALK

State: CT





Facsimile number at this location:


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Number and Street 1: 50 FREMONT STREET

Number and Street 2: SUITE 3900

City: SAN FRANCISCO

State: CA






Number and Street 1: 525 MARKET STREET


City: SAN FRANCISCO

State: CA





Facsimile number at this location: (415) 339-4499

Number and Street 1: 200 BERWYN PARK


City: BERWYN

State: PA






Section 1.I. World Wide Web Site Addresses

List your World Wide Web site addresses. You must complete a separate Schedule D for each World Wide Web site address. World Wide Web Site Address: WWW.DREYFUS.COMWorld Wide Web Site Address: WWW.BNYMELLONAM.COMWorld Wide Web Site Address: WWW.BNYMELLON.COMWorld Wide Web Site Address: WWW.BNYMELLONCIS.COM


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Section 1.K. Locations of Books and Records

Complete the following information for each location at which you keep your books and records, other than your principal office and place of business. You must complete a separate Schedule D Page 1 for each location. Name of entity where books and records are kept: THE BANK OF NEW YORK MELLONNumber and Street 1: ONE BOSTON PLACE


City: BOSTON

State: MA




Telephone Number: (617) 722-7000

Facsimile number: (617) 722-3928

This is (check one): one of your branch offices or affiliates.

a third-party unaffiliated recordkeeper.

other.

Briefly describe the books and records kept at this location. PURSUANT TO AN INTERNAL AGREEMENT BETWEEN DREYFUS AND CERTAIN OF ITS AFFILIATES,INCLUDING THE BANK OF NEW YORK MELLON, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF DREYFUS FOR PURPOSES OF PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR CERTAIN INVESTMENT COMPANIES UNDER DREYFUS'S MANAGEMENT. IN SUCH CASES, THE AFFILIATE WILL MAINTAIN CERTAIN BOOKS AND RECORDS RELATIVE TO THEIR EMPLOYEES PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR THOSE INVESTMENT COMPANIES.Name of entity where books and records are kept: RISK METRICS INSTITUTIONAL SHAREHOLDER SERVICESNumber and Street 1: 2099 GAITHER ROAD


City: ROCKVILLE

State: MD




Telephone Number: 301-556-0477

Facsimile number: 301-556-0491



other.


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Briefly describe the books and records kept at this location. PROXY VOTING MATERIALS.Name of entity where books and records are kept: STANDISH MELLON ASSET MANAGEMENT COMPANY LLCNumber and Street 1: BNY MELLON CENTER


City: BOSTON

State: MA








other.

Briefly describe the books and records kept at this location. PURSUANT TO AN INTERNAL AGREEMENT BETWEEN DREYFUS AND CERTAIN OF ITS AFFILIATES,INCLUDING STANDISH MELLON ASSET MANAGEMENT, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF DREYFUS FOR PURPOSES OF PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR CERTAIN INVESTMENT COMPANIES UNDER DREYFUS'S MANAGEMENT. IN SUCH CASES, THE AFFILIATE WILL MAINTAIN CERTAIN BOOKS AND RECORDS RELATIVE TO THEIR EMPLOYEES PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR THOSE INVESTMENT COMPANIES.Name of entity where books and records are kept: THE BANK OF NEW YORK MELLON CORPORATIONNumber and Street 1: ONE MELLON BANK CENTER

Number and Street 2: ROOM 600

City: PITTSBURGH

State: PA








other.

Briefly describe the books and records kept at this location. 13F AND 13G REPORTS, PAYROLL AND SIMILAR TYPES OF RECORDS MAY BE MAINTAINED THERE. ALSO RECORDS PERTAINING TO THE PROXY VOTING OF THE DREYFUS FAMILY OF FUNDS AND BNY MELLON FUNDS TRUST.


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Name of entity where books and records are kept: MELLON CAPITAL MANAGEMENT CORPORATIONNumber and Street 1: ONE BOSTON PLACE

Number and Street 2: 29TH FLOOR

City: BOSTON

State: MA





Facsimile number:



other.

Briefly describe the books and records kept at this location. PURSUANT TO AN INTERNAL AGREEMENT BETWEEN DREYFUS AND CERTAIN OF ITS AFFILIATES,INCLUDING MELLON CAPITAL MANAGEMENT CORPORATION, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF DREYFUS FOR PURPOSES OF PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR CERTAIN INVESTMENT COMPANIES UNDER DREYFUS'S MANAGEMENT. IN SUCH CASES, THE AFFILIATE WILL MAINTAIN CERTAIN BOOKS AND RECORDS RELATIVE TO THEIR EMPLOYEES PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR THOSE INVESTMENT COMPANIES.Name of entity where books and records are kept: MELLON CAPITAL MANAGEMENT CORPORATIONNumber and Street 1: 50 FREMONT STREET


City: SAN FRANCISCO

State: CA





Facsimile number:



other.


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Briefly describe the books and records kept at this location. PURSUANT TO AN INTERNAL AGREEMENT BETWEEN DREYFUS AND CERTAIN OF ITS AFFILIATES,INCLUDING MELLON CAPITAL MANAGEMENT CORPORATION, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF DREYFUS FOR PURPOSES OF PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR CERTAIN INVESTMENT COMPANIES UNDER DREYFUS'S MANAGEMENT. IN SUCH CASES, THE AFFILIATE WILL MAINTAIN CERTAIN BOOKS AND RECORDS RELATIVE TO THEIR EMPLOYEES PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR THOSE INVESTMENT COMPANIES.Name of entity where books and records are kept: THE BANK OF NEW YORK MELLONNumber and Street 1: 500 GRANT STREET


City: PITTSBURGH

State: PA





Facsimile number:



other.

Briefly describe the books and records kept at this location. PERSONAL SECURITIES TRADING RECORDSName of entity where books and records are kept: THE BANK OF NEW YORK MELLONNumber and Street 1: 500 GRANT STREET

Number and Street 2: ROOM 2626

City: PITTSBURGH

State: PA




Telephone Number: (412)236-1985




other.

Briefly describe the books and records kept at this location. RECORDS REQUIRED UNDER SECTION 204 OF THE INVESTMENT ADVISORS ACT OF 1940 RELATING TO PROXY VOTING AND PROXY POLICY COMMITTEE ACTIONS.


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Name of entity where books and records are kept: THE BANK OF NEW YORK MELLONNumber and Street 1: 135 SANTILLI HIGHWAY


City: EVERETT

State: MA








other.

Briefly describe the books and records kept at this location. BOOKS AND RECORDS RELATED TO MUTUAL FUNDS AS REQUIRED UNDER SECTION 204 OF THE INVESTMENT ADVISORS ACT OF 1940.Name of entity where books and records are kept: THE BANK OF NEW YORK MELLONNumber and Street 1: C/O BNY MELLON FUND ADMINISTRATION

Number and Street 2: THE HARTCOURT BUILDING, HARTCOURT STREET

City: DUBLIN 2

State:

Country: IRELAND

ZIP+4/Postal Code:






other.

Briefly describe the books and records kept at this location. BOOKS AND RECORDS RELATING TO MUTUAL FUNDS/UCITS AS REQUIRED UNDER SECTION 204 OF THE INVESTMENT ADVISORS ACT OF 1940.


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Name of entity where books and records are kept: RECALL RECORD MANAGEMENTNumber and Street 1: 2001 MARINA ROAD


City: SAN LEANDRO

State: CA





Facsimile number:



other.

Briefly describe the books and records kept at this location. CLIENT RELATED, OPERATIONAL AND BUSINESS RECOVERY DATA FOR SAN FRANCISCO OFFICE.Name of entity where books and records are kept: THE BANK OF NEW YORK MELLON RECORDS CENTERNumber and Street 1: 1137 BRANCHTON ROAD


City: BOYERS

State: PA





Facsimile number:



other.

Briefly describe the books and records kept at this location. HISTORICAL RECORDS FOR PITTSBURGH OFFICE NOT REQUIRTED TO BE KEPT ONSITE.


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Name of entity where books and records are kept: BLACKFRIARS ASSET MANAGEMENT LIMITEDNumber and Street 1: WOOLGATE EXCHANGE, 25 BASINGHALL STREET


City: LONDON

State:

Country: UNITED KINGDOM

ZIP+4/Postal Code:


Telephone Number: 44-20-7020-7300

Facsimile number: 44-20-7020-7420



other.

Briefly describe the books and records kept at this location. DREYFUS HAS ENTERED INTO A MEMORANDUM OF UNDERSTANDING WITH WESTLB MELLON ASSET MANAGEMENT (UK) LIMITED ("WMAM UK"), A NON-U.S. ASSET MANAGEMENT AFFILIATE OF DREYFUS, PURSUANT TO WHICH WMAM UK IS CONSIDERED A "PARTICIPATING AFFILIATE". WMAM UK AND CERTAIN OF ITS EMPLOYEES HAVE BEEN DEEMED ASSOCIATED PERSONS OF DREYFUS IN CONNECTION WITH DREYFUS'S MANAGEMENT OF ONE OR MORE INVESTMENT COMPANIES. WMAM UK WILL MAINTAIN CERTAIN BOOKS AND RECORDS IN CONNECTION THEREWITH.Name of entity where books and records are kept: THE BANK OF NEW YORK MELLONNumber and Street 1: 1 WALL STREET


City: NEW YORK

State: NY





Facsimile number:



other.

Briefly describe the books and records kept at this location. BOOKS AND RECORDS RELATED TO MUTUAL FUNDS AS REQUIRED UNDER SECTION 204 OF THE INVESTMENT ADVISORS ACT OF 1940.


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Name of entity where books and records are kept: EACM ADVISORS LLCNumber and Street 1: 200 CONNECTICUT AVENUE


City: NORWALK

State: CT

Country: USA




Facsimile number:



other.

Briefly describe the books and records kept at this location. PURSUANT TO AN INTERNAL AGREEMENT BETWEEN DREYFUS AND CERTAIN OF ITS AFFILIATES,INCLUDING EACM, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF DREYFUS FOR PURPOSES OF PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR CERTAIN INVESTMENT COMPANIES UNDER DREYFUS'S MANAGEMENT. IN SUCH CASES, THE AFFILIATE WILL MAINTAIN CERTAIN BOOKS AND RECORDS RELATIVE TO THEIR EMPLOYEES PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR THOSE INVESTMENT COMPANIES.Name of entity where books and records are kept: MELLON CAPITAL MANAGEMENT CORPORATIONNumber and Street 1: 500 GRANT STREET


City: PITTSBURGH

State: PA

Country: USA







other.

Briefly describe the books and records kept at this location. PURSUANT TO AN INTERNAL AGREEMENT BETWEEN DREYFUS AND CERTAIN OF ITS AFFILIATES,INCLUDING MELLON CAPITAL MANAGEMENT, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF DREYFUS FOR PURPOSES OF PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR CERTAIN INVESTMENT COMPANIES UNDER DREYFUS'S MANAGEMENT. IN SUCH CASES, THE AFFILIATE WILL MAINTAIN CERTAIN BOOKS AND RECORDS RELATIVE TO THEIR EMPLOYEES PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR THOSE INVESTMENT COMPANIES.


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Name of entity where books and records are kept: THE BOSTON COMPANY ASSET MANAGEMENT, LLCNumber and Street 1: ONE BOSTON PLACE


City: BOSTON

State: MA

Country: USA







other.

Briefly describe the books and records kept at this location. PURSUANT TO AN INTERNAL AGREEMENT BETWEEN DREYFUS AND CERTAIN OF ITS AFFILIATES,INCLUDING THE BOSTON COMPANY, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF DREYFUS FOR PURPOSES OF PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR CERTAIN INVESTMENT COMPANIES UNDER DREYFUS'S MANAGEMENT. IN SUCH CASES, THE AFFILIATE WILL MAINTAIN CERTAIN BOOKS AND RECORDS RELATIVE TO THEIR EMPLOYEES PERFORMING THE INVESTMENT MANAGEMENT FUNCTION FOR THOSE INVESTMENT COMPANIES.

Section 1.L. Registration with Foreign Financial Regulatory Authorities

List the name, in English, of each foreign financial regulatory authority and country with which you are registered. You must complete a separate Schedule D Page 2 for each foreign financial regulatory authority with whom you are registered. English Name of Country/Foreign Financial Regulatory Authority Ireland - Irish Financial Services Regulatory Authority Other

Section 2.A(7) Affiliated Adviser

No Information Filed


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Section 2.A(8) Newly Formed Adviser

If you are relying on rule 203A-2(d), the newly formed adviser exemption from the prohibition on registration, you are required to make certain representations about your eligibility for SEC registration. By checking the appropriate boxes, you will be deemed to have made the required representations. You must make both of these representations:

I am not registered or required to be registered with the SEC or a state securities authority and I have a reasonable expectation that I will be eligible to register with the SEC within 120 days after the date my registration with the SEC becomes effective. I undertake to withdraw from SEC registration if, on the 120th day after my registration with the SEC becomes effective, I would be prohibited by Section 203A(a) of the Advisers Act from registering with the SEC.

Section 2.A(9) Multi-State Adviser

If you are relying on rule 203A-2(e), the multi-state adviser exemption from the prohibition on registration, you are required to make certain representations about your eligibility for SEC registration. By checking the appropriate boxes, you will be deemed to have made the required representations. If you are applying for registration as an investment adviser with the SEC, you must make both of these representations:

I have reviewed the applicable state and federal laws and have concluded that I am required by the laws of 30 or more states to register as an investment adviser with the securities authorities in those states. I undertake to withdraw from SEC registration if I file an amendment to this registration indicating that I would be required by the laws of fewer than 25 states to register as an investment adviser with the securities authorities of those states.

If you are submitting your annual updating amendment, you must make this representation:

Within 90 days prior to the date of filing this amendment, I have reviewed the applicable state and federal laws and have concluded that I am required by the laws of at least 25 states to register as an investment adviser with the securities authorities in those states.


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Section 2.A(11) SEC Exemptive Order


Section 4 Successions

Complete the following information if you are succeeding to the business of a currently-registered investment adviser. If you acquired more than one firm in the succession you are reporting on this Form ADV, you must complete a separate Schedule D Page 3 for each acquired firm. See Part 1A Instruction 4.


Section 5.I(2) Wrap Fee Programs

If you are a portfolio manager for one or more wrap fee programs, list the name of each program and its sponsor. You must complete a separate Schedule D Page 3 for each wrap fee program for which you are a portfolio manager.


Section 6.B. Description of Primary Business


Section 7.A. Affiliated Investment Advisers and Broker-Dealers

You MUST complete the following information for each investment adviser with whom you are affiliated. You MAY complete the following information for each broker-dealer with whom you are affiliated. You must complete a separate Schedule D Page 3 for each listed affiliate.


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Legal Name of Affiliate: WESTLB MELLON ASSET MANAGEMENT KAG Primary Business Name of Affiliate: WESTLB MELLON ASSET MANAGEMENT KAG Affiliate is (check only one box):

Investment Adviser

Broker - Dealer

Dual (Investment Adviser and Broker-Dealer)

Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: ANKURA CAPITAL PTY LIMITED Primary Business Name of Affiliate: ANKURA CAPITAL PTY LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any):


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Legal Name of Affiliate: ALCENTRA NY, LLC Primary Business Name of Affiliate: ALCENTRA NY, LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 62417 Affiliate's CRD Number (if any): 128557 Legal Name of Affiliate: BNY CONVERGEX EXECUTION SOLUTIONS LLC Primary Business Name of Affiliate: BNY CONVERGEX EXECUTION SOLUTIONS LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 67167 Affiliate's CRD Number (if any): 35693


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Legal Name of Affiliate: IVY ASSET MANAGEMENT CORPORATION Primary Business Name of Affiliate: IVY ASSET MANAGEMENT CORPORATION Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 45776 Affiliate's CRD Number (if any): 107831 Legal Name of Affiliate: LOCKWOOD ADVISORS, INC. Primary Business Name of Affiliate: LOCKWOOD ADVISORS, INC. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: LOCKWOOD CAPITAL MANAGEMENT, INC. Primary Business Name of Affiliate: LOCKWOOD CAPITAL MANGEMENT, INC. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 51863 Affiliate's CRD Number (if any): 40655 Legal Name of Affiliate: PERSHING ADVISOR SOLUTIONS LLC Primary Business Name of Affiliate: PERSHING ADVISOR SOLUTIONS LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: PERSHING LLC Primary Business Name of Affiliate: PERSHING LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 17574 Affiliate's CRD Number (if any): 7560 Legal Name of Affiliate: URDANG CAPITAL MANAGEMENT, INC. Primary Business Name of Affiliate: URDANG CAPITAL MANAGEMENT, INC. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: URDANG SECURITIES MANAGEMENT, INC. Primary Business Name of Affiliate: URDANG SECURITIES MANAGEMENT, INC. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 51733 Affiliate's CRD Number (if any): 107644 Legal Name of Affiliate: WESTMINSTER RESEARCH ASSOCIATES LLC Primary Business Name of Affiliate: WESTMINSTER RESEARCH ASSOCIATES LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: MELLON CAPITAL MANAGEMENT CORPORATION Primary Business Name of Affiliate: MELLON CAPITAL MANAGEMENT CORPORATION Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 19785 Affiliate's CRD Number (if any): 105764 Legal Name of Affiliate: NEWTON CAPITAL MANAGEMENT LTD Primary Business Name of Affiliate: NEWTON CAPITAL MANAGEMENT LTD Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: THE BOSTON COMPANY ASSET MANAGEMENT, LLC Primary Business Name of Affiliate: THE BOSTON COMPANY ASSET MANAGEMENT, LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 6829 Affiliate's CRD Number (if any): 105616 Legal Name of Affiliate: STANDISH MELLON ASSET MANAGEMENT COMPANY, LLC Primary Business Name of Affiliate: STANDISH MELLON ASSET MANAGEMENT COMPANY, LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: WALTER SCOTT AND PARTNERS LIMITED Primary Business Name of Affiliate: WALTER SCOTT GLOBAL INVESTMENT MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 19420 Affiliate's CRD Number (if any): 112161 Legal Name of Affiliate: EACM ADVISORS LLC Primary Business Name of Affiliate: EACM ADVISORS LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON SECURITIES, LLC Primary Business Name of Affiliate: BNY MELLON SECURITIES, LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 51710 Affiliate's CRD Number (if any): 47268 Legal Name of Affiliate: BNY MELLON ASSET MANAGEMENT (USA) LLC Primary Business Name of Affiliate: BNY MELLON ASSET MANAGEMENT (USA) LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: MBSC SECURITIES CORPORATION Primary Business Name of Affiliate: MBSC SECURITIES CORPORATION Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 54739 Affiliate's CRD Number (if any): 231 Legal Name of Affiliate: MELLON HEDGE ADVISORS, LLC Primary Business Name of Affiliate: MELLON HEDGE ADVISORS, LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: PARETO INVESTMENT MANAGEMENT LIMITED Primary Business Name of Affiliate: PARETO INVESTMENT MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 38908 Affiliate's CRD Number (if any): 107095 Legal Name of Affiliate: BNY MELLON ASSET MANAGEMENT CANADA, LIMITED Primary Business Name of Affiliate: BNY MELLON ASSET MANAGEMENT CANADA, LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON FUND MANAGERS LIMITED Primary Business Name of Affiliate: BNY MELLON FUND MANAGERS LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: BNY MELLON ATIVOS FINANCEIROS LTDA Primary Business Name of Affiliate: BNY MELLON ATIVOS FINANCEIROS LTDA Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON SERVICOS FINACEIROS DISTRIBUIDORA DE TITULOS E VALORES MOBILIARIOS (DTVM) S.A. Primary Business Name of Affiliate: BNY MELLON SERVICOS FINACEIROS DISTRIBUIDORA DE TITULOS E VALORES MOBILIARIOS (DTVM) S.A. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: IVY ASSET MANAGEMENT (UK) LIMITED Primary Business Name of Affiliate: IVY ASSET MANAGEMENT (UK) LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: THE BANK OF NEW YORK MELLON (INTERNATIONAL) LIMITED Primary Business Name of Affiliate: THE BANK OF NEW YORK MELLON (INTERNATIONAL) LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: THE BANK OF NEW YORK MELLON, S.A. INSTITUCION DE BANCA MULTIPLE Primary Business Name of Affiliate: THE BANK OF NEW YORK MELLON, S.A. INSTITUCION DE BANCA MULTIPLE Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: THE BANK OF NEW YORK CAPITAL MARKETS LIMITED Primary Business Name of Affiliate: THE BANK OF NEW YORK CAPITAL MARKETS LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: PERSHING SECURITIES INTERNATIONAL LIMITED Primary Business Name of Affiliate: PERSHING SECURITIES INTERNATIONAL LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: MELLON GLOBAL ALTERNATIVE INVESTMENTS LIMITED Primary Business Name of Affiliate: MELLON GLOBAL ALTERNATIVE INVESTMENTS LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: BNY MELLON ASSET MANAGMENT AUSTRALIA LIMITED Primary Business Name of Affiliate: BNY MELLON ASSET MANAGMENT AUSTRALIA LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON ASSET MANAGMENT GESTAO DE PATRIMONIA LTD. Primary Business Name of Affiliate: BNY MELLON ASSET MANAGMENT GESTAO DE PATRIMONIA LTD. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: BNY MELLON ASSET MANAGMENT JAPAN LIMITED Primary Business Name of Affiliate: BNY MELLON ASSET MANAGMENT JAPAN LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON ASSET MANAGMENT INTERNATIONAL LIMITED Primary Business Name of Affiliate: BNY MELLON ASSET MANAGMENT INTERNATIONAL LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: BNY MELLON GLOBAL MANAGEMENT LIMITED Primary Business Name of Affiliate: BNY MELLON GLOBAL MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON INTERNATIONAL MANAGEMENT LIMITED Primary Business Name of Affiliate: BNY MELLON INTERNATIONAL MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: NEWTON FUND MANAGERS (CI) LIMITED Primary Business Name of Affiliate: NEWTON FUND MANAGERS (CI) LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: NEWTON INVESTMENT MANAGEMENT LIMITED Primary Business Name of Affiliate: NEWTON INVESTMENT MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: NEWTON INTERNATIONAL INVESTMENT MANAGEMENT LIMITED Primary Business Name of Affiliate: NEWTON INTERNATIONAL INVESTMENT MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: PERSHING SECURITIES LIMITED Primary Business Name of Affiliate: PERSHING SECURITIES LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: THE BANK OF NEW YORK SECURITIES COMPANY JAPAN, LTD. Primary Business Name of Affiliate: THE BANK OF NEW YORK SECURITIES COMPANY JAPAN, LTD. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BLACKFRIARS ASSET MANAGEMENT LIMITED Primary Business Name of Affiliate: BLACKFRIARS ASSET MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 69993 Affiliate's CRD Number (if any): Legal Name of Affiliate: DHF SERVICES LLC Primary Business Name of Affiliate: DHF SERVICES LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: EZE CASTLE TRANSACTION SERVICES LLC Primary Business Name of Affiliate: EZE CASTLE TRANSACTION SERVICES LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 66577 Affiliate's CRD Number (if any): 132246 Legal Name of Affiliate: LIQUIDPOINT LLC Primary Business Name of Affiliate: LIQUIDPOINT LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): 47658


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Legal Name of Affiliate: WESTLB MELLON ASSET MANAGEMENT LUXEMBOURG, S.A. Primary Business Name of Affiliate: WESTLB MELLON ASSET MANAGEMENT LUXEMBOURG, S.A. Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: BNY MELLON ASSET MANAGEMENT HONG KONG LIMITED Primary Business Name of Affiliate: BNY MELLON ASSET MANAGEMENT HONG KONG LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON ARX INVESTIMENTOS LTDA Primary Business Name of Affiliate: BNY MELLON ARX INVESTIMENTOS LTDA Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 69636 Affiliate's CRD Number (if any): Legal Name of Affiliate: PARETO NYC LLC Primary Business Name of Affiliate: PARETO NYC LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: ALCENTRA LTD Primary Business Name of Affiliate: ALCENTRA LTD Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: ALCENTRA MANAGEMENT (IRELAND) LIMITED Primary Business Name of Affiliate: ALCENTRA MANAGEMENT (IRELAND) LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY CONVERGEX LIMITED Primary Business Name of Affiliate: BNY CONVERGEX LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: BNY MARKETS LIMITED Primary Business Name of Affiliate: BNY MARKETS LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY SECURITIES AUSTRALIA LIMITED Primary Business Name of Affiliate: BNY SECURITIES AUSTRALIA LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: BNY MELLON SERVICES LIMITED Primary Business Name of Affiliate: BNY MELLON SERVICES LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: CONVERGEX GLOBAL MARKETS LIMITED Primary Business Name of Affiliate: CONVERGEX GLOBAL MARKETS LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: G-TRADE SERVICES LIMITED Primary Business Name of Affiliate: G-TRADE SERVICES LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: IVY INTERNATIONAL LLC Primary Business Name of Affiliate: IVY INTERNATIONAL LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): Legal Name of Affiliate: PERSHING LIMITED Primary Business Name of Affiliate: PERSHING LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer




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Legal Name of Affiliate: BNY MELLON CAPITAL MARKETS, LLC Primary Business Name of Affiliate: BNY MELLON CAPITAL MARKETS, LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): 17454 Legal Name of Affiliate: NORTHPOINT TRADING PARTNERS, LLC Primary Business Name of Affiliate: NORTHPOINT TRADING PARTNERS, LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- Affiliate's CRD Number (if any): 140185


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Legal Name of Affiliate: SIGULAR GUFF ADVISERS LLC Primary Business Name of Affiliate: SIGULAR GUFF ADVISERS LLC Affiliate is (check only one box):

Investment Adviser

Broker - Dealer


Affiliated Investment Adviser's SEC File Number (if any) 801- 494482 Affiliate's CRD Number (if any): 106788 Legal Name of Affiliate: INSIGHT INVESTMENT MANAGEMENT LIMITED Primary Business Name of Affiliate: INSIGHT INVESTMENT MANAGEMENT LIMITED Affiliate is (check only one box):

Investment Adviser

Broker - Dealer



Section 7.B. Limited Partnership Participation or Other Private Fund Participation

You must complete a separate Schedule D Page 4 for each limited partnership in which you or a related person is a general partner, each limited liability company for which you or a related person is a manager, and each other private fund that you advise.



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Section 10 Control Persons

You must complete a separate Schedule D Page 4 for each control person not named in Item 1.A. or Schedules A, B, or C that directly or indirectly controls your management or policies.


Schedule D - Miscellaneous

You may use the space below to explain a response to an Item or to provide any other information. ITEM 1F:PURSUANT TO AN AGREEMENT BETWEEN THE APPLICANT AND CERTAIN OF ITS AFFILIATES, CERTAIN EMPLOYEES OF SUCH AFFILIATES ACT AS EMPLOYEES OF THE APPLICANT FOR PURPOSES OF SERVING AS PORTFOLIO MANAGERS FOR INVESTMENT COMPANIES ADVISED BY THE APPLICANT. IN SUCH CASES, THE INVESTMENT COMPANIES EXECUTE PORTFOLIO TRANSACTIONS THROUGH THE TRADING DESK OF THE AFFILIATED ENTITY. THOSE INVESTMENT COMPANIES USE THE METHODS OF ANALYSIS, SOURCES OF INFORMATION AND INVESTMENT STRATEGIES, AND ARE SUBJECT TO THE INTERNAL TRADING DESK POLICIES AND PROCEDURES (INCLUDING THOSE RELATING TO BROKERAGE AND TRADE ALLOCATION) OF THE APPLICABLE AFFILIATED ENTITY. THE BANK OF NEW YORK MELLON CORPORATION ("BNYMC") IS A GLOBAL FINANCIAL SERVICES COMPANY PROVIDING A COMPREHENSIVE ARRAY OF FINANCIAL SERVICES (INCLUDING ASSET MANAGEMENT, WEALTH MANAGEMENT, ASSET SERVICING, CLEARING AND EXECUTION SERVICES, ISSUER SERVICES, AND TREASURY SERVICES) THROUGH A WORLDWIDE CLIENT-FOCUSED TEAM THAT ENABLES INSTITUTIONS AND INDIVIDUALS TO MANAGE AND SERVICE THEIR FINANCIAL ASSETS. BNY MELLON ASSET MANAGEMENT IS THE UMBRELLA DESIGNATION FOR THE BNYMC'S AFFILIATED INVESTMENT MANAGEMENT FIRMS AND GLOBAL DISTRIBUTION COMPANIES AND IS RESPONSIBLE, THROUGH VARIOUS SUBSIDIARIES, FOR U.S. AND NON-U.S. RETAIL, INTERMEDIARY AND INSTITUTIONAL DISTRIBUTION OF INVESTMENT MANAGEMENT AND RELATED SERVICES. BNYMC HAS ADOPTED AN INCENTIVE COMPENSATION PROGRAM DESIGNED (I) TO FACILITATE CLIENTS GAINING ACCESS TO AND BEING PROVIDED WITH EXPLANATIONS ABOUT THE FULL RANGE OF PRODUCTS AND SERVICES OFFERED BY BNYMC AND ITS SUBSIDIARIES AND (II) TO EXPAND AND DEVELOP CLIENT RELATIONSHIPS. THIS PROGRAM MAY LEAD TO THE PAYMENT OF REFERRAL FEES AND/OR BONUSES TO EMPLOYEES OF BNYMC OR ITS SUBSIDIARIES WHO MAY HAVE BEEN INVOLVED IN A REFERRAL THAT RESULTED IN THE CLIENT'S ENGAGEMENT OF REGISTRANT. ANY SUCH REFERRAL FEES OR BONUSES ARE FUNDED SOLELY OUT OF (BUT DO NOT INCREASE) THE FEES AND COMMISSIONS PAID BY REGISTRANT'S CLIENTS. BNYMC HAS A SIGNIFICANT NUMBER OF INVESTMENT-RELATED LIMITED PARTNERSHIPS AND LIMITED LIABILITY COMPANIES FOR WHICH A RELATED PERSON SERVES AS GENERAL PARTNER OR


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MANAGER, RESPECTIVELY, BUT WHICH ARE WHOLLY OWNED, DIRECTLY OR INDIRECTLY, BY BNYMC. A LIST OF THESE LIMITED PARTNERSHIPS AND LIMITED LIABILITY COMPANIES IS AVAILABLE UPON REQUEST. WE HEREBY INCORPORATE BY REFERENCE THE RESPONSES INCLUDED IN EACH FORM OF THE ADV OF THE REGISTERED INVESTMENT ADVISERS LISTED ON SCHEDULE D, SECTION 7A. THE REGISTRANT ANSWERED QUESTIONS PERTAINING TO BOTH THE REGISTRANT AND ITS RELATED PERSONS REFERRING ONLY TO THE CLIENT'S ASSETS UNDER THE REGISTRANT'S MANAGEMENT. RELATED PERSONS OF THE REGISTRANT MAY HAVE A RELATIONSHIP WITH A CLIENT THAT IS INDEPENDENT OF THE REGISTRANT'S RELATIONSHIP WITH THE CLIENT. FOR EXAMPLE, AN ADVISORY CLIENT OF THE REGISTRANT MAY ALSO BE AN ADVISORY CLIENT OF AN AFFILIATE OF THE REGISTRANT. REGISTRANT'S RESPONSES HEREIN DO NOT ADDRESS SUCH INDEPENDENT RELATIONSHIPS. FURTHER INFORMATION REGARDING REFERRAL ARRANGEMENTS MAY BE FOUND IN SCHEDULE F OF PART II. IN ADDITION TO THE ASSETS MANAGED ON BEHALF OF THE REGISTRANT, CERTAIN OF THE REGISTRANT'S EMPLOYEES MANAGE DISCRETIONARY PORTFOLIOS IN THEIR CAPACITY AS DUAL EMPLOYEES OF ONE OF OUR AFFILIATES, THE BANK OF NEW YORK MELLON. IF WE WERE TO INCLUDE THESE PORTFOLIOS IN OUR TOTAL ASSETS, OUR ASSETS WOULD TOTAL $617,951,625,492. CERTAIN OF OUR DISCRETIONARY PORTFOLIOS ARE MANAGED BY EMPLOYEES OF OUR AFFILIATES INCLUDING BNYMC, BLACKFRIARS ASSET MANAGEMENT LIMITED, THE BOSTON COMPANY ASSET MANAGEMENT LLC, EACM ADVISORS LLC, MELLON CAPITAL MANAGEMENT CORPORATION AND STANDISH MELLON ASSET MANAGEMENT COMPANY LLC, IN THEIR CAPACITY AS DUAL EMPLOYEES OR ASSOCIATED PERSONS OF THE DREYFUS CORPORATION, WHOSE ASSETS TOTAL $52,235,404,800.




Rev. 02/2005

Form ADV, DRPs


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CRIMINAL DISCLOSURE REPORTING PAGE (ADV) No Information Filed

REGULATORY ACTION DISCLOSURE REPORTING PAGE (ADV) GENERAL INSTRUCTIONS This Disclosure Reporting Page (DRP ADV) is an INITIAL OR AMENDED

response used to report details for affirmative responses to Items 11.C., 11.D., 11.E., 11.F. or 11.G. of Form ADV.

Check item(s) being responded to:

Regulatory Action 11.C(1) 11.C(5) 11.D(4) 11.E(3)

11.C(2) 11.D(1) 11.D(5) 11.E(4)

11.C(3) 11.D(2) 11.E(1) 11.F

11.C(4) 11.D(3) 11.E(2) 11.G

Use a separate DRP for each event or proceeding. The same event or proceeding may be reported for more than one person or entity using one DRP. File with a completed Execution Page.

One event may result in more than one affirmative answer to Items 11.C., 11.D., 11.E., 11.F. or 11.G. Use only one DRP to report details related to the same event. If an event gives rise to actions by more than one regulator, provide details to each action on a separate DRP.

PART I

A. The person(s) or entity(ies) for whom this DRP is being filed is (are): You (the advisory firm)

You and one or more of your advisory affiliates

One or more of your advisory affiliates

If this DRP is being filed for an advisory affiliate, give the full name of the advisory affiliate below (for individuals, Last name, First name, Middle name). If the advisory affiliate has a CRD number, provide that number. If not, indicate "non-registered" by checking the appropriate box.


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ADV DRP - ADVISORY AFFILIATECRD Number:

44645 This advisory affiliate is a Firm an Individual

Registered: Yes

No

Name: FOUNDERS ASSET MANAGEMENT LLC (For individuals, Last, First, Middle)

This DRP should be removed from the ADV record because the advisory

affiliate(s) is no longer associated with the adviser. This DRP should be removed from the ADV record because: (1) the event or

proceeding occurred more than ten years ago or (2) the adviser is registered or applying for registration with the SEC and the event was resolved in the adviser's or advisory affiliate's favor. If you are registered or registering with a state securities authority, you may remove a DRP for an event you reported only in response to Item 11.D(4), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any event listed in Item 11 that occurred more than ten years ago.

B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD or U-4) to the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.

Yes No

NOTE: The completion of this form does not relieve the advisory affiliate of its obligation to update its IARD or CRD records.

PART II

1. Regulatory Action initiated by: SEC Other Federal State SRO Foreign

(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) SECURITIES AND EXCHANGE COMMISSION

2. Principal Sanction: Other Sanctions:


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3. Date Initiated (MM/DD/YYYY): Exact Explanation

If not exact, provide explanation:

4. Docket/Case Number:

5. Advisory Affiliate Employing Firm when activity occurred which led to the regulatory action (if applicable):

6. Principal Product Type: Other Product Types:

7. Describe the allegations related to this regulatory action (your response must fit within the space provided):

8. Current status ? Pending On Appeal Final

9. If on appeal, regulatory action appealed to (SEC, SRO, Federal or State Court) and Date Appeal Filed:

If Final or On Appeal, complete all items below. For Pending Actions, complete Item 13 only.

10. How was matter resolved:

11. Resolution Date (MM/DD/YYYY): Exact Explanation



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12. Resolution Detail:

A. Were any of the following Sanctions Ordered (check all appropriate items)?

Monetary/Fine Amount:$

Revocation/Expulsion/Denial Disgorgement/Restitution

Censure Cease and Desist/Injunction

Bar Suspension

B. Other Sanctions Ordered: Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal, Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution, disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of penalty was waived:

13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response must fit within the space provided.)

GENERAL INSTRUCTIONS This Disclosure Reporting Page (DRP ADV) is an INITIAL OR AMENDED




11.C(2) 11.D(1) 11.D(5) 11.E(4)

11.C(3) 11.D(2) 11.E(1) 11.F

11.C(4) 11.D(3) 11.E(2) 11.G


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PART I





ADV DRP - ADVISORY AFFILIATENo Information Filed





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Yes No


PART II


(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) U.S. SECURITIES AND EXCHANGE COMMISSION

2. Principal Sanction: Civil and Administrative Penalt(ies) /Fine(s) Other Sanctions: CEASE AND DESIST CENSURE UNDERTAKING

3. Date Initiated (MM/DD/YYYY): 05/10/2000 Exact Explanation


4. Docket/Case Number: ICA RELEASE NO. 24450


6. Principal Product Type: Mutual Fund(s) Other Product Types:


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7. Describe the allegations related to this regulatory action (your response must fit within the space provided): THE SEC CONTENDED THAT: DREYFUS'S ALLOCATION OF IPOS TO THE DREYFUS AGGRESSIVE GROWTH FUND HAD THE EFFECT OF FAVORING THE FUND OVER THREE OTHER FUNDS WITH THE SAME PORTFOLIO MANAGER; DREYFUS INADEQUATELY DISCLOSED THE EFFECT THAT THE FUND'S ALLOCATION OF IPOS HAD ON THE FUND'S FIRST YEAR PERFORMANCE; AND DREYFUS'S PERSONAL SECURITIES TRADING POLICY DID NOT ADEQUATELY DETERMINE WHETHER TRANSACTIONS BY THE FUND'S PORTFOLIO MANAGER GAVE RISE TO A POTENTIAL CONFLICT OF INTEREST.




10. How was matter resolved: Settled

11. Resolution Date (MM/DD/YYYY): 05/10/2000 Exact Explanation




Monetary/Fine Amount:$ 950000



Bar Suspension

B. Other Sanctions Ordered: RETENTION OF AN INDEPENDENT CONSULTANT TO CONDUCT A COMPREHENSIVE REVIEW OF DREYFUS'S POLICIES AND PROCEDURES RELATING TO IPOS, PERFORMANCE ADVERTISING AND PERSONAL SECURITIES TRANSACTIONS.


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Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal, Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution, disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of penalty was waived: CIVIL PENALTY OF $950,000 WAS PAID BY DREYFUS ON MAY 17, 2000.

13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response must fit within the space provided.) WITHOUT ADMITTING OR DENYING ANY LIABILITY, DREYFUS, IN SETTLEMENT OF THE PROCEEDING, CONSENTED TO CERTAIN FINDINGS OF VIOLATIONS OF SECTION 206(2) OF THE ADVISORS ACT, SECTION 17(A)(3) OF THE SECURITIES ACT AND SECTION 17(J) OF THE INVESTMENT COMPANY ACT, AND TO THE IMPOSITION OF A CEASE AND DESIST ORDER RELATING TO SUCH FINDINGS, A NINE MONTH SUSPENSION OF THE FUND'S FORMER PORTFOLIO MANAGER, A FINE OF $950,000 TO BE PAID BY DREYFUS, A FINE OF $50,000 TO BE PAID BY THE FORMER PORTFOLIO MANAGER AND THE RETENTION BY DREYFUS OF AN INDEPENDENT CONSULTANT.





11.C(2) 11.D(1) 11.D(5) 11.E(4)

11.C(3) 11.D(2) 11.E(1) 11.F

11.C(4) 11.D(3) 11.E(2) 11.G


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PART I





ADV DRP - ADVISORY AFFILIATENo Information Filed





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Yes No


PART II


(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) U.S. SECURITIES AND EXCHANGE COMMISSION

2. Principal Sanction: Censure Other Sanctions: CEASE AND DESIST FROM COMMITTING OR CAUSING ANY VIOLATIONS OF SECTION 205(A) OF THE INVESTMENT ADVISERS ACT OF 1940.

3. Date Initiated (MM/DD/YYYY): 09/07/2006 Exact Explanation


4. Docket/Case Number: FILE NO. 3-12413; IA RELEASE NO. 2549


6. Principal Product Type: Mutual Fund(s) Other Product Types:


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7. Describe the allegations related to this regulatory action (your response must fit within the space provided): IN THE SEPTEMBER 7, 2006 ORDER, THE SECURITIES AND EXCHANGE COMMISSION ALLEGED THAT FROM JULY 2000 THROUGH JUNE 2004 DREYFUS COLLECTED COMPENSATION FROM DREYFUS PREMIER ENTERPRISE FUND AND DREYFUS PREMIER NEXTECH FUND IN VIOLATION OF SECTION 205 OF THE INVESTMENT ADVISERS ACT OF 1940. SPECIFICALLY, THE COMMISSION ALLEGED THAT DURING THE RELEVANT PERIOD DREYFUS CHARGED PERFORMANCE-BASED COMPENSATION THAT WAS CALCULATED FOR EACH OF THE TWO FUNDS BY APPLYING ITS TOTAL FEE RATE (COMPRISED OF A FULCRUM-FEE RATE AS ADJUSTED BY A PERFORMANCE-ADJUSTEMENT RATE)AGAINST EACH FUND'S DAILY NET ASSET VALUE AND, THUS, DREYFUS DID NOT CALCULATE ITS TOTAL FEE CONSISTENT WITH EITHER RULE 205-2(B) OR RULE 2052(C).




10. How was matter resolved: Decision & Order of Offer of Settlement

11. Resolution Date (MM/DD/YYYY): 09/07/2006 Exact Explanation




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Bar Suspension

B. Other Sanctions Ordered: Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal, Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution, disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of penalty was waived: DREYFUS REIMBURSED THE FUNDS (INCLUDING INTEREST) $3,270,025

13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response must fit within the space provided.) UPON NOTIFICATION BY THE COMMISSION THAT DREYFUS WAS CHARGING A TOTAL FEE BASED ON A METHOD THAT DID NOT COMPLY WITH SECTION 205 OF THEINVESTMENT ADVISERS ACT OF 1940, DREYFUS DISCONTINUED THE METHOD AND SUBSEQUENTLY REIMBURSED THE FUNDS PLUS INTEREST OF $273,830, FOR A TOTAL PAYMENT OF $3,270,025. IN DETERMINING TO ACCEPT THE OFFER OF SETTLEMENT, THE COMMISSION CONSIDERED REMEDIAL ACTS PROMPTLY UNDERTAKEN BY DREYFUS AND THE COOPERATION AFFORDED THE COMMISSION STAFF.





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11.C(2) 11.D(1) 11.D(5) 11.E(4)

11.C(3) 11.D(2) 11.E(1) 11.F

11.C(4) 11.D(3) 11.E(2) 11.G



PART I







Registered: Yes

No

Name: MBSC SECURITIES CORPORATION (For individuals, Last, First, Middle)


affiliate(s) is no longer associated with the adviser.


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This DRP should be removed from the ADV record because: (1) the event or



Yes No


PART II


(Full name of regulator, foreign financial regulatory authority, federal, state, or SRO) NASD

2. Principal Sanction: Other Sanctions:

3. Date Initiated (MM/DD/YYYY): Exact Explanation


4. Docket/Case Number:



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7. Describe the allegations related to this regulatory action (your response must fit within the space provided):












Bar Suspension

B. Other Sanctions Ordered:


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Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal, Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution, disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of penalty was waived:

13. Provide a brief summary of details related to the action status and (or) disposition and include relevant terms, conditions and dates (your response must fit within the space provided.)

CIVIL JUDICIAL ACTION DISCLOSURE REPORTING PAGE (ADV) GENERAL INSTRUCTIONS This Disclosure Reporting Page (DRP ADV) is an INITIAL OR AMENDED

response used to report details for affirmative responses to Item 11.H. of Part 1A and Item 2.F. of Part 1B of Form ADV.

Check Part 1A item(s) being responded to:

Civil Judicial 11.H(1)(a) 11.H(1)(b) 11.H(1)(c) 11.H(2)

Check Part 1B item(s) being responded to:

Civil Judicial 2.F(1) 2.F(2) 2.F(3) 2.F(4) 2.F(5)


One event may result in more than one affirmative answer to Item 11.H. of Part 1A or Item 2.F. of Part 1B. Use only one DRP to report details related to the same event. Unrelated civil judicial actions must be reported on separate DRPs.

PART I


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Registered: Yes

No

Name: MBSC SECURITIES CORPORATION (For individuals, Last, First, Middle)



proceeding occurred more than ten years ago or (2) the adviser is registered or applying for registration with the SEC and the event was resolved in the adviser's or advisory affiliate's favor. If you are registered or registering with a state securities authority, you may remove a DRP for an event you reported only in response to Item 11.H(1)(a), and only if that event occurred more than ten years ago. If you are registered or registering with the SEC, you may remove a DRP for any event listed in Item 11 that occurred more than ten years ago.

B. If the advisory affiliate is registered through the IARD system or CRD system, has the advisory affiliate submitted a DRP (with Form ADV, BD, or U-4) to the IARD or CRD for the event? If the answer is "Yes," no other information on this DRP must be provided.

Yes No



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PART II

1. Court Action initiated by: (Name of regulator, foreign financial regulatory authority, SRO, commodities exchange, agency, firm, private plaintiff, etc.) GEORGE DALE, ET. AL.

2. Principal Relief Sought: Other Relief Sought:

3. Filing Date of Court Action (MM/DD/YYYY): Exact Explanation



5. Formal Action was brought in (include name of Federal, State or Foreign Court, Location of Court - City or County and State or Country, Docket/Case Number):

6. Advisory Affiliate Employing Firm when activity occurred which led to the civil judicial action (if applicable):

7. Describe the allegations related to this civil action (your response must fit within the space provided):

8. Current Status? Pending On Appeal Final

9. If on appeal, action appealed to (provide name of court) and Date Appeal Filed (MM/DD/YYYY):

10. If pending, date notice/process was served (MM/DD/YYYY): Exact Explanation



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A. Were any of the following Sanctions Ordered or Relief Granted (check appropriate items)?




Bar Suspension

B. Other Sanctions:

C. Sanction detail: if suspended, enjoined or barred, provide duration including start date and capacities affected (General Securities Principal, Financial Operations Principal, etc.). If requalification by exam/retraining was a condition of the sanction, provide length of time given to requalify/retrain, type of exam required and whether condition has been satisfied. If disposition resulted in a fine, penalty, restitution, disgorgement or monetary compensation, provide total amount, portion levied against you or an advisory affiliate, date paid and if any portion of penalty was waived:

14. Provide a brief summary of circumstances related to the action(s), allegation(s), disposition(s) and/or finding(s) disclosed above (your response must fit within the space provided)


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Rev. 02/2005

Form ADV, Signature Page

DOMESTIC INVESTMENT ADVISER EXECUTION PAGE

You must complete the following Execution Page to Form ADV. This execution page must be signed and attached to your initial application for SEC registration and all amendments to registration. Appointment of Agent for Service of Process By signing this Form ADV Execution Page, you, the undersigned adviser, irrevocably appoint the Secretary of State or other legally designated officer, of the state in which you maintain your principal office and place of business and any other state in which you are submitting a notice filing, as your agents to receive service, and agree that such persons may accept service on your behalf, of any notice, subpoena, summons, order instituting proceedings, demand for arbitration, or other process or papers, and you further agree that such service may be made by registered or certified mail, in any federal or state action, administrative proceeding or arbitration brought against you in any place subject to the jurisdiction of the United States, if the action, proceeding or arbitration (a) arises out of any activity in connection with your investment advisory business that is subject to the jurisdiction of the United States, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these acts, or (ii) the laws of the state in which you maintain your principal office and place of business or of any state in which you are submitting a notice filing. Signature I, the undersigned, sign this Form ADV on behalf of, and with the authority of, the investment adviser. The investment adviser and I both certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this ADV, including exhibits and any other information submitted, are true and correct, and that I am signing this Form ADV Execution Page as a free and voluntary act. I certify that the adviser's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having custody or


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possession of these books and records to make them available to federal and state regulatory representatives.

Signature: JOSEPH W. CONNOLLY

Date: MM/DD/YYYY 03/31/2010

Printed Name: JOSEPH W. CONNOLLY

Title: CHIEF COMPLIANCE OFFICER

Adviser CRD Number: 105642

NON-RESIDENT INVESTMENT ADVISER EXECUTION PAGE

You must complete the following Execution Page to Form ADV. This execution page must be signed and attached to your initial application for SEC registration and all amendments to registration. 1. Appointment of Agent for Service of Process By signing this Form ADV Execution Page, you, the undersigned adviser, irrevocably appoint each of the Secretary of the SEC, and the Secretary of State or other legally designated officer, of any other state in which you are submitting a notice filing, as your agents to receive service, and agree that such persons may accept service on your behalf, of any notice, subpoena, summons, order instituting proceedings, demand for arbitration, or other process or papers, and you further agree that such service may be made by registered or certified mail, in any federal or state action, administrative proceeding or arbitration brought against you in any place subject to the jurisdiction of the United States, if the action, proceeding, or arbitration (a) arises out of any activity in connection with your investment advisory business that is subject to the jurisdiction of the United States, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these acts, or (ii) the laws of any state in which you are submitting a notice filing. 2. Appointment and Consent: Effect on Partnerships If you are organized as a partnership, this irrevocable power of attorney and consent to service of process will continue in effect if any partner withdraws from or is admitted to the partnership, provided that the admission or withdrawal does not create a new partnership. If the partnership dissolves, this irrevocable power of attorney and consent shall be in effect for any action brought against you or any of your former partners. 3. Non-Resident Investment Adviser Undertaking Regarding Books and Records By signing this Form ADV, you also agree to provide, at your own expense, to the U.


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S. Securities and Exchange Commission at its principal office in Washington D.C., at any Regional or District Office of the Commission, or at any one of its offices in the United States, as specified by the Commission, correct, current, and complete copies of any or all records that you are required to maintain under Rule 204-2 under the Investment Advisers Act of 1940. This undertaking shall be binding upon you, your heirs, successors and assigns, and any person subject to your written irrevocable consents or powers of attorney or any of your general partners and managing agents. Signature I, the undersigned, sign this Form ADV on behalf of, and with the authority of, the non-resident investment adviser. The investment adviser and I both certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this ADV, including exhibits and any other information submitted, are true and correct, and that I am signing this Form ADV Execution Page as a free and voluntary act. I certify that the adviser's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having custody or possession of these books and records to make them available to federal and state regulatory representatives.

Signature:

Date: MM/DD/YYYY

Printed Name:

Title:

Adviser CRD Number: 105642

State Registered Investment Adviser Execution Page

You must complete the following Execution Page to Form ADV. This execution page must be signed and attached to your initial application for state registration and all amendments to registration. 1. Appointment of Agent for Service of Process By signing this Form ADV Execution Page, you, the undersigned adviser, irrevocably appoint the legally designated officers and their successors, of the state in which you maintain your principal office and place of business and any other state in which you are applying for registration or amending your registration, as your agents to receive service, and agree that such persons may accept service on your behalf, of any notice, subpoena, summons, order instituting proceedings, demand for arbitration, or other process or papers, and you further agree that such service may be made by registered or certified mail, in any federal or state action, administrative proceeding or arbitration brought against you in any place subject to the jurisdiction of the United States, if the action, proceeding, or arbitration (a) arises out of any activity in


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connection with your investment advisory business that is subject to the jurisdiction of the United States, and (b) is founded, directly or indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the Investment Advisers Act of 1940, or any rule or regulation under any of these acts, or (ii) the laws of the state in which you maintain your principal office and place of business or of any state in which you are applying for registration or amending your registration. 2. State-Registered Investment Adviser Affidavit If you are subject to state regulation, by signing this Form ADV, you represent that, you are in compliance with the registration requirements of the state in which you maintain your principal place of business and are in compliance with the bonding, capital, and recordkeeping requirements of that state. Signature I, the undersigned, sign this Form ADV on behalf of, and with the authority of, the investment adviser. The investment adviser and I both certify, under penalty of perjury under the laws of the United States of America, that the information and statements made in this ADV, including exhibits and any other information submitted, are true and correct, and that I am signing this Form ADV Execution Page as a free and voluntary act. I certify that the adviser's books and records will be preserved and available for inspection as required by law. Finally, I authorize any person having custody or possession of these books and records to make them available to federal and state regulatory representatives.

Signature

Date MM/DD/YYYY

CRD Number 105642Printed Name

Title


(Schedules A, B, C, D, and E are included with Part I of this Form, for the use of regulatory bodies, and are not distributed to clients.)

Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

©2004 National Compliance Services 800-800-3204

The Dreyfus Corporation

Form ADV Part II

Amended and Restated as of

March 31, 2010

Answer all items. Complete amended pages in full, circle amended items and file with execution page (page 1).

© 2004 National Compliance Services 800-800-3204

OMB APPROVAL OMB Number: 3235-0049 FORM ADV Expires: July 31, 2008 Uniform Application for Investment Adviser Registration Estimated average burden Part II - Page 1 Hours per response… . .9.402 Name of Investment Adviser: The Dreyfus Corporation Address: (Number and Street) (City) (State) (Zip Code) Area Code: Telephone Number: 200 Park Avenue New York NY 10166 ( 212) 922-6000

This part of Form ADV gives information about the investment adviser and its business for the use of clients. The information has not been approved or verified by any governmental authority.

Table of Contents Item Number Item Page 1 Advisory Services and Fees . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 2 Types of Clients . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 3 Types of Investments . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 4 Methods of Analysis, Sources of Information and Investment Strategies . . . . . . 3 5 Education and Business Standards . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 6 Education and Business Background . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 7 Other Business Activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 8 Other Financial Industry Activities or Affiliations . . . . . . . . . . . . . . . . . . . . . . . . 4 9 Participation or Interest in Client Transactions . . . . . . . . . . . . . . . . . . . . . . . . . . 5 10 Conditions for Managing Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 11 Review of Accounts . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 12 Investment or Brokerage Discretion . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 13 Additional Compensation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 14 Balance Sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 Continuation Sheet . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Schedule F

Balance Sheet, if required. . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . .. . Schedule G



FORM ADV Applicant: SEC File Number: Date: Part II - Page 2 The Dreyfus Corporation 801-8147 March 31, 2010

1. A. Advisory Services and Fees. (check the applicable boxes) For each type of service provided, state the approximate % of

total advisory billings from that service. Applicant: (See instruction below.) (1) Provides investment supervisory services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . … 100.0% (2) Manages investment advisory accounts not involving investment supervisory services . . . . . . . . . . . . . . . . . . . % (3) Furnishes investment advice through consultations not included in either service described above . . . . . . . . . . % (4) Issues periodicals about securities by subscription . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . …. % (5) Issues special reports about securities not included in any service described above . . . . . . . . . . . . . . . . . . . . . %

(6) Issues, not as part of any service described above, any charts, graphs, formulas, or other devices which clients may use to evaluate securities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . ….

%

(7) On more than an occasional basis, furnishes advice to clients on matters not involving securities . . . . . . . . . . . % (8) Provides a timing service . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ….. % (9) Furnishes advice about securities in any manner not described above . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . … %

(Percentages should be based on applicant’s last fiscal year. If applicant has not completed its first fiscal year, provide estimates of advisory billings for that year and state that the percentages are estimates.)

B.

Does applicant call any of the services it checked above financial planning or some similar term? . . . . . . . . . …….. .

Yes

No

C. Applicant offers investment advisory services for: (check all that apply)

(1) A percentage of assets under management (4) Subscription fees (2) Hourly charges (5) Commissions (3) Fixed fees (not including subscription fees) (6) Other

D. For each checked box in A above, describe on Schedule F: the services provided, including the name of any publication or report issued by the adviser on a subscription basis or for a fee applicant’s basic fee schedule, how fees are charged and whether its fees are negotiable when compensation is payable, and if compensation is payable before service is provided, how a client may get a

refund or may terminate an investment advisory contract before its expiration date

2. Types of clients - Applicant generally provides investment advice to: (check those that apply) A. Individuals E. Trusts, estates, or charitable organizations

B. Banks or thrift institutions F. Corporations or business entities other than those listed above C. Investment companies G. Other (describe on Schedule F) D. Pension and profit sharing plans



FORM ADV Applicant: SEC File Number: Date: Part II - Page 3 The Dreyfus Corporation 801- 8147 March 31, 2010 3. Types of Investments. Applicant offers advice on the following: (check those that apply) A. Equity securities H. United States government securities (1) exchange-listed securities (2) securities traded over-the-counter I. Options contracts on: (3) foreign issues (1) securities (2) commodities B. Warrants J. Futures contracts on:

C. Corporate debt securities (1) tangibles (other than commercial paper) (2) intangibles D. Commercial paper K. Interests in partnerships investing in:

(1) real estate E. Certificates of deposit (2) oil and gas interests (3) other (explain on Schedule F) F. Municipal securities L. Other (explain on Schedule F) G. Investment company securities:

(1) variable life insurance (2) variable annuities (3) mutual fund shares 4. Methods of Analysis, Sources of Information, and Investment Strategies.

A. Applicant’s security analysis methods include: (check those that apply)

(1) Charting (4) Cyclical

(2) Fundamental (5) Other (explain on Schedule F)

(3) Technical B. The main sources of information applicant uses include: (check those that apply)

(1) Financial newspapers and magazines (5) Timing services

(2) Inspections of corporate activities (6) Annual reports, prospectuses, filings with the Securities and Exchange Commission (3) Research materials prepared by others (7) Company press releases (4) Corporate rating services (8) Other (explain on Schedule F)

C. The investment strategies used to implement any investment advice given to clients include: (check those that apply)

(1) Long term purchases (5) Margin transactions (securities held at least a year)

(2) Short term purchases (6) Option writing, including covered options, uncovered (securities sold within a year) options or spreading strategies

(3) Trading (securities sold within 30 days) (7) Other (explain on Schedule F)

(4) Short sales



FORM ADV Applicant: SEC File Number: Date: Part II - Page 4 The Dreyfus Corporation 801-8147 March 31, 2010 5. Education and Business Standards. Are there any general standards of education or business experience that applicant requires of those involved in

determining or giving investment advice to clients? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . …... . . . . . Yes

No

(If yes, describe these standards on Schedule F.) 6. Education and Business Background. For: each member of the investment committee or group that determines general investment advice to be given to clients, or if the applicant has no investment committee or group, each individual who determines general investment advice given

to clients (if more than five, respond only for their supervisors) each principal executive officer of applicant or each person with similar status or performing similar functions. On Schedule F, give the: name formal education after high school year of birth business background for the preceding five years 7. Other Business Activities. (check those that apply) A. Applicant is actively engaged in a business other than giving investment advice. B. Applicant sells products or services other than investment advice to clients. C. The principal business of applicant or its principal executive officers involves something other than providing investment

advice.

(For each checked box describe the other activities, including the time spent on them, on Schedule F.) 8. Other Financial Industry Activities or Affiliations. (check those that apply) A. Applicant is registered (or has an application pending) as a securities broker-dealer. B. Applicant is registered (or has an application pending) as a futures commission merchant, commodity pool operator or commodity

trading adviser. C. Applicant has arrangements that are material to its advisory business or its clients with a related person who is a: (1) broker-dealer (7) accounting firm (2) investment company (8) law firm (3) other investment adviser (9) insurance company or agency (4) financial planning firm (10) pension consultant (5) commodity pool operator, commodity trading (11) real estate broker or dealer adviser or futures commission merchant (12) entity that creates or packages limited partnerships (6) banking or thrift institution

(For each checked box in C, on Schedule F identify the related person and describe the relationship and the arrangements.) Yes No D. Is applicant or a related person a general partner in any partnership in which clients are solicited to invest?……..

(If yes, describe on Schedule F the partnerships and what they invest in.)



FORM ADV Applicant: SEC File Number: Date: Part II - Page 5 The Dreyfus Corporation 801- 8147 March 31,2010 9. Participation or Interest in Client Transactions. Applicant or a related person: (check those that apply) A. As principal, buys securities for itself from or sells securities it owns to any client.

B. As broker or agent effects securities transactions for compensation for any client.

C. As broker or agent for any person other than a client effects transactions in which client securities are sold to or bought from a brokerage customer.

D. Recommends to clients that they buy or sell securities or investment products in which the applicant or a related person has some financial interest.

E. Buys or sells for itself securities that it also recommends to clients. (For each box checked, describe on Schedule F when the applicant or a related person engages in these transactions and what restrictions, internal procedures, or disclosures are used for conflicts of interest in those transactions.) Describe, on Schedule F, your code of ethics, and state that you will provide a copy of your code of ethics to any client or prospective client upon request.

10. Conditions for Managing Accounts. Does the applicant provide investment supervisory services, manage investment advisory

accounts or hold itself out as providing financial planning or some similarly termed services and impose a minimum dollar value of assets or other conditions for starting or maintaining an account? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

No

(If yes, describe on Schedule F.) 11. Review of Accounts. If applicant provides investment supervisory services, manages investment advisory accounts, or holds itself out as providing

financial planning or some similarly termed services: A. Describe below the reviews and reviewers of the accounts. For reviews, include their frequency, different levels, and triggering factors.

For reviewers, include the number of reviewers, their titles and functions, instructions they receive from applicant on performing reviews, and number of accounts assigned each.

See attached Schedule F.

B. Describe below the nature and frequency of regular reports to clients on their accounts.

See attached Schedule F.



FORM ADV Applicant: SEC File Number: Date: Part II - Page 6 The Dreyfus Corporation 801-8147 March 31, 2010 12. Investment or Brokerage Discretion. A. Does applicant or any related person have authority to determine, without obtaining specific client consent, the:

(1) securities to be bought or sold? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes

No

(2) amount of the securities to be bought or sold ? . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

No

(3) broker or dealer to be used ? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

No

(4) commission rates paid? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

No

B. Does applicant or a related person suggest brokers to clients? . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . .

Yes

No

For each yes answer to A describe on Schedule F any limitations on the authority. For each yes to A(3), A(4) or B, describe on

Schedule F the factors considered in selecting brokers and determining the reasonableness of their commissions. If the value of products, research and services given to the applicant or a related person is a factor, describe:

the products, research and services whether clients may pay commissions higher than those obtainable from other brokers in return for those products and

services whether research is used to service all of applicant’s accounts or just those accounts paying for it; and any procedures the applicant used during the last fiscal year to direct client transactions to a particular broker in return for

products and research services received. 13. Additional Compensation. Does the applicant or a related person have any arrangements, oral or in writing, where it: A. is paid cash by or receives some economic benefit (including commissions, equipment or non-research services) from a

non-client in connection with giving advice to clients? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes

No

B.

directly or indirectly compensates any person for client referrals? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Yes

No

(For each yes, describe the arrangements on Schedule F.)

14. Balance Sheet. Applicant must provide a balance sheet for the most recent fiscal year on Schedule G if applicant: has custody of client funds or securities unless applicant is registered or registering only with the Securities and Exchange

Commission; or requires prepayment of more than $500 in fees per client and 6 or more months in advance

Has applicant provided a Schedule G balance sheet? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Yes

No

The Dreyfus Corporation

Form ADV Part II, Schedule F

Amended and Restated as of

March 31, 2010

Complete amended pages in full, circle amended items and file with execution page (page 1).

Page 2 © 2004 National Compliance Services 800-800-3204

Schedule F of Applicant: SEC File Number: Date: Form ADV Continuation Sheet for Form ADV Part II The Dreyfus Corporation 801- 8147 March 31, 2010

IRS Empl. Ident.No.: 1. Full name of applicant exactly as stated in Item 1A of Part I of Form ADV:

The Dreyfus Corporation 13-5673135 Item of Form

(identify) Answer

ITEM 1: ADVISORY SERVICES AND FEES

Registrant, a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as investment adviser for U.S. registered mutual funds and sub-adviser to U.S. registered mutual funds (including exchange-traded funds) and offshore funds. Registrant also provides investment supervisory services for both discretionary and non-discretionary separate accounts. It also furnishes investment advice through consultations. Effective January 1, 2010, certain officers of The Bank of New York Mellon (the “Bank”) became employees of the Registrant. These officers provide investment advice generally for separate accounts and certain pooled funds sponsored and managed by the Bank that are used to reinvest collateral received in conjunction with the bank’s securities lending program acting in their capacity as dual officers of the Bank.

1(D) Separate Accounts and Index Products: Registrant provides continuous investment advice to clients based on their individual circumstances. A one-time only account set-up fee of $5,000 may be charged to new separate account clients. Fees charged are determined monthly or quarterly and paid in arrears at the following annual rates:

For Short-Term Investment Management Fund (STIF) and Money Market separate accounts: 0.15% on the first $ 50 million 0.10% on the next $ 50 million Negotiable thereafter The minimum account size for a STIF separate account is $50 million and the minimum annual fee is $75,000. Minimum annual fee may vary depending on account size.

For Super Short-Term Investment Fund (Super STIF),Short Term Investment Fund Plus (STIF Plus), Active Cash and Ultra Short separate accounts: 0.20% on the first $50 million 0.15% on the next $50 million The minimum account size for a Super STIF or a STIF Plus separate account is $50 million and the minimum annual fee is $100,000. Minimum annual fee may vary depending on account size.






(identify) Answer 1(D)

(continued) For 1-3 & 1-5 Fixed Income separate accounts: For accounts under $100 million: 0.25% on the first $50 million 0.20% on the next $50 million For accounts over $100 million: 0.20% on all assets The minimum account size for a 1-3 & 1-5 Fixed Income separate account is $25 million and the minimum annual fee is $62,500. Minimum annual fee may vary depending on account size.

For Intermediate Government/Credit Bond Index, Government/Credit Bond Index and Aggregate Bond Index separate accounts: 0.10% on the first $25 million 0.08% on the next $75 million Negotiable thereafter The minimum account size for an Intermediate Government/Credit Bond Index separate account is $50 million and the minimum annual fee is $45,000. Minimum annual fee may vary depending on account size. For a Government/Credit Bond Index separate account, the minimum account size is $75 million and the minimum annual fee is $65,000. Minimum annual fee may vary depending on account size. For an Aggregate Bond Index separate account, the minimum account size is $100 million and the minimum annual fee is $85,000. Minimum annual fee may vary depending on account size. There is no minimum account size if investment is made into a commingled fund.

Semi-Active / Index Treasury Inflation Protected Securities separate accounts: 0.10% on the first $50 million 0.08% on the next $50 million 0.06% over $100 million The minimum account size for a Semi-Active / Index Treasury Inflation Protected Securities separate account is $25 million and the minimum annual fee is $25,000. Minimum annual fee may vary depending on account size.

For Liability Driven Investing (LDI) Point Maturity separate accounts: 0.20% on the first $50 million 0.15% on the next $50 million 0.10% over $100 million The minimum account size for a LDI Point Maturity separate account is $25 million and the minimum annual fee is $ 50,000. Minimum annual fee may vary depending on account size.






(identify) Answer 1(D)

(continued) Stable Value Products: Registrant provides discretionary advisory services to develop and implement investment strategies concentrating on stable value instruments, including Guaranteed Investment Contracts (GICS) and GIC Alternatives. Registrant can also be retained in a consulting capacity to provide pertinent information on all aspects of a stable value asset portfolio. However, in the case(s) where Registrant acts as consultant, the institutional investor retains discretionary authority over all investments. There are no standard advisory fees for non-discretionary consulting and fees for discretionary individual advisory accounts are negotiated on a case-by-case basis taking into consideration factors such as account size, account structure, cash flow, and other account specific details. Depending on the account specific details mentioned above, Registrant may negotiate a fee schedule different from that listed below. The fees are charged at the following rates:

For stable value accounts under $250 million: 0.20% on the first $75 million 0.15% on the next $75 million 0.10% on the next $100 million The minimum annual fee is $100,000.

For stable value accounts over $250 million: 0.12% on the first $250 million or fraction thereof 0.075% on the next $250 million or fraction thereof 0.050% on the next $250 million or fraction thereof 0.030% over $750 million The minimum annual fee is $300,000.

Additional Fee Information on Registrant non-mutual fund Products: Fees may be negotiated or waived under special circumstances but in all cases the fee is fixed in advance as a flat sum or an agreed upon percentage of assets under management.

All separate account asset-based and fixed fees are payable monthly or quarterly in arrears. Registrant's advisory agreements may generally be terminated by either party with thirty (30) days' notice.

The value of any client account holdings invested in affiliated mutual funds is generally excluded from the amount on which Registrant's separate account fees are computed. In limited instances in which Registrant has agreed to charge a flat fee for all assets under management, an adjustment may be made to the fee to take into account the holdings in affiliated mutual funds.

Registrant also serves as adviser or sub-adviser to several investment companies sponsored by parties unaffiliated with Registrant. For the investment advisory services provided by Registrant, these investment companies, or their investment advisers, as the case may be, pay compensation to Registrant based on percentage of assets based on type of strategy, subject to negotiations.






(identify) Answer

1(D) (continued)

From time to time, Registrant may enter into different compensation arrangements with other clients, including arrangements providing for compensation on the basis of a share of the capital gains upon, or the capital appreciation of, the funds, or any portion of the funds of a client, in accordance with and to the extent permitted by Section 205-3 of the Investment Advisers Act, as amended, and the rules and regulations thereunder.

Registrant has entered into agreements with registered investment advisers and broker-dealers, under which each organization will present Registrant as a candidate for investment management consulting services programs. Registrant makes no payment to these organizations for this service. If selected by a client, Registrant enters into an investment advisory or similar agreement with the client in which Registrant is paid a management fee.

Mutual Fund Products Pursuant to the management agreements of the mutual funds advised by, the Registrant, subject to the supervision and approval of the investment companies' Boards of Directors or Trustees, as the case may be, the Registrant manages each fund’s portfolio consistent with its investment objective, policies and limitations as stated in the fund’s Prospectus and Statement of Additional Information. The Registrant, among other things, also supplies office facilities, data processing services, clerical, accounting and bookkeeping services, internal auditing and legal services, internal executive and administrative services and stationery and office supplies. Each fund pays its own expenses, such as outside legal and auditing fees, reporting and meeting costs, SEC registration fees, transfer agency, dividend disbursing and custodial expenses and taxes, unless otherwise stated in the investment company's Prospectus and Statement of Additional Information. In addition, each fund pays brokerage commissions and any interest charges on borrowing, Blue Sky (state securities law) notification fees and the cost of printing of Prospectuses/Statements of Additional Information unless otherwise stated in the investment company's Prospectus and Statement of Additional Information. Certain of these funds also have agreed to bear investor servicing costs allocated to them by the Registrant. Certain investment companies that have adopted a plan in accordance with Rule 12b-1 under the Investment Company Act of 1940, as amended (the “Investment Company Act”), bear expenses in connection with the advertising, marketing and distribution of their shares, printing of Prospectuses and Statements of Additional Information and the servicing of their investors. Certain investment companies have adopted Shareholder Services Plans under which each such investment company pays its distributor, which, in turn is permitted to pay certain financial institutions, securities dealers and other industry professionals in respect of these services, for providing personal services and/or maintaining shareholder accounts. The fee under each Shareholder Services Plan is a "service fee" as defined in Rule 2830 of the NASD Rules of Conduct. Under the terms of the management, sub-advisory and/or administration agreements with the mutual funds managed, sub-advised and/or administered by the Registrant, the Registrant is paid a fee based on the average daily (or in some cases weekly) value of such funds’ net assets. The Registrant is paid a performance-based fee by certain funds that it manages. The applicable fee for each fund is set forth in such fund’s Prospectus and Statement of Additional Information. The management fee paid by each of the fund advised by the Registrant is subject to possible reduction by reason of expense limitations undertaken by the Registrant. From time to time, the Registrant undertakes to reimburse, either partially or fully, some of the funds it






(identify) Answer

1(D) (continued)

advises to the extent that certain expenses exceed certain percentage limitations based on the fund’s average net assets. These limitations appear either in the management agreements themselves or in separate undertakings that may be of general or limited duration. The management agreements generally continue automatically for successive annual periods, provided such continuance is specifically approved at least annually by the (i) the fund’s Board, 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 Board members who are not “interested persons” (as defined in said Act) of any party to the agreement, by vote cast in person at a meeting called for the purpose of voting on such approval. The management agreements are terminable without penalty, on 60 days’ notice, by the fund’s Board or by vote of holders of a majority of the fund’s shares or, upon not less than 90 days’ notice by the Registrant. The agreements also will terminate automatically in the event of its assignment.

ITEM 3: TYPES OF INVESTMENTS

3(L)

Registrant provides discretionary management and investment advisory services to institutional investors with stable value portfolios consisting of traditional Guaranteed Investment Contracts (“GICs”) and other fixed income instruments commonly referred to as Synthetic GICs.

A GIC is a fixed-income instrument that provides stipulated rates of return over specified periods of time. GICs are offered by large life insurance companies, are secured and backed by the assets of the issuing company and are typically accounted for at book value (cost plus accrued interest). Virtually all of the issuers offering contracts have confirmed assets in excess of $1 billion. A Synthetic GIC is an investment that combines a fixed income asset or a portfolio of actively or passively managed fixed income assets with a book value “wrap” contract that is intended to minimize the market volatility of the underlying asset(s). Synthetic GIC contracts are issued by large bank and insurance companies and provide a fixed rate of return over a stated period. This rate is reviewed and adjusted periodically to reflect the return of the underlying asset and/or portfolio. Individual fixed income assets generally consist of AAA-rated securities including agency mortgage-backed securities, commercial mortgage-backed securities, asset-backed securities and corporate securities. Portfolios of assets utilize both indexed bonds, which usually track one or more components of a particular index (e.g. the Barclays Capital Index) and actively managed portfolios. Synthetic GICs are also typically accounted for at book value. GICs and Synthetic GICs are negotiated and designed on the basis of funding constraints, yield requirements, creditworthiness of the issuer, and market interest rates.






(identify) Answer

ITEM 4: METHODS OF ANALYSIS, SOURCES OF INFORMATION, AND INVESTMENT STRATEGIES

4(C)(7)

Use of Derivatives (Separate Accounts) Except to the extent prohibited or limited by client agreements or guidelines, Registrant from time to time includes derivatives in client portfolios. Derivatives may include, among other things, options and futures. Derivatives may be used for interest rate and other hedging purposes relating to particular investments or for overall portfolio management. In the absence of a contrary direction in a client account agreement or guideline, Registrant does not generally use derivatives for speculative purposes or to create leverage. In using derivatives, Registrant takes into account, among other things, structural, operational and counterparty risks, as well as the characteristics of the underlying investment or index. In certain accounts, Registrant is permitted to invest client assets in financial futures contracts and options on such futures contracts. A change in the level of interest rates, currency exchange rates or the rate of inflation may affect the value of a client's securities (or of securities that Registrant expects to purchase on behalf of a client). Registrant believes that futures contracts and options thereon may provide an effective mechanism for increasing or decreasing interest rate, currency exchange rate and general market exposure in changing markets and also believes that such techniques can be used to take advantage of temporary inefficiencies in the markets to enhance yields and returns.

The futures contracts may be based on various securities or indices, such as U.S. government securities, Eurodollar time deposits, securities indices, economic indices (such as the Consumer Price Indices compiled by the U.S. Department of Labor) and other financial instruments and indices. Registrant engages in futures and related options transactions both for bona fide hedging and non-hedging purposes.

Registrant uses long and short transactions in stock index and bond index futures to implement strategies.

Stable Value Products: For GICs and Synthetic GICs, Registrant’s discretionary portfolios are managed on a team basis. At the inception of a new account, Registrant develops a detailed plan that outlines Registrant’s strategy of the ongoing management of the fund. This includes:

a) The specific credit quality and diversification guidelines established for the portfolio b) The discussion of the fund’s prospective liquidity needs and proposed portfolio

structure designed to accommodate those needs while maintaining a high yield c) A target duration for the portfolio, usually in the 1.5 to 3.5 year range d) Asset allocation target ranges for various types of stable value assets based on

parameters identified in a, b and c above e) A strategy for minimizing reinvestment risk in the portfolio utilizing one or more of the

following techniques - Contract restructuring - Cash flow management - Variable-rate products

f) A plan for providing liquidity for the fund’s benefit disbursement needs; and






(identify) Answer

4(C)(7) (continued)

g) A proposed purchase timetable, which calls for the orderly investment of available cash, if appropriate, into GICs or Synthetic GICs consistent with Registrant’s interest rates and economic outlook.

The above factors provide the framework for making actual investment decisions. Within this framework, Registrant structures client portfolios to provide for all employee-directed benefits disbursements. The structure would work as follows: Registrant would divide the fund’s assets into three categories or tiers. The first tier would be comprised primarily of cash equivalents. This tier would be the first to be accessed for employee directed withdrawals if net cash flow is negative. The second tier would be comprised of a diversified pool of GICs and Synthetic GICs (hereafter referred to as stable value products). This tier would be accessed on a pro-rata basis after 100% of the first tier has been depleted. The third tier would be comprised of “insulated” stable value products, which are depleted only after the first two tiers are completely exhausted. The percentage size of each tier is determined after a careful analysis of the projected cash flow into the portfolio as well as determining the optimum ways of achieving the highest yields. In practice, the amount of money maintained in the first tier generally would be sufficient to cover all normal, expected disbursements. This cash buffer is managed by Registrant in a portfolio of high quality money market instruments. Benefit-responsive stable value products within the second tier would be the next assessed for benefit needs. These pay outs would come in a pro rata basis for all contracts, in most cases, there would not be the need to go into this tier for any money, since adequate cash would be available from the first tier. We would expect to maintain approximately 40-70% of total fund assets in this tier. Finally, the third tier contracts of “insulated” stable value products would be accessed once the first two tiers were fully depleted. This tier might represent as much as 50% of total fund assets. A variety of product types within the broad category of stable value products would be utilized in structuring a portfolio. Please refer to Item 3.L. above.

ITEM 5: EDUCATION AND BUSINESS STANDARDS

5

Investment managers are normally required to have a college degree, several years’ investment management, investment analyst or related experience. An advanced degree may be considered in lieu of experience.

ITEM 6: EDUCATION AND BUSINESS BACKGROUND

6

Jonathan R. Baum Born: 1955 Education: B.A. Bucknell University. Business Background: Chairman of the Registrant, 1/09-present Chief Executive Officer of Registrant 04/08-present Director of Registrant 12/06-present






(identify) Answer

6 (continued)

Vice Chair – Distribution of Registrant 05/06-03/08 Chief Executive Officer and Chairman of MBSC Securities Corporation 03/08-present Executive Vice President and Director of MBSC Securities Corporation from 08/06 to 03/08 Chief Operating Officer of Scudder Investments from 07/02 through 01/05 President and Chief Executive Officer of Scudder Distributors, Inc. from 07/02 through 01/05 Jeffrey Landau Born: 1962 Education: B.A., University of Virginia; M.B.A, Columbia University Business Background: Chief Executive Officer of BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/10 – present Executive Vice President and Treasurer of The Bank of New York Mellon 06/05-12/09 J. Charles Cardona Born: 1955 Education: B.A. Manhattan College Business Background: President of Registrant 04/08-present President of BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/09 – present Chief Executive Officer of BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/09 – 1/10 Director of Registrant 04/02-present Vice Chairman of Registrant from 04/02 through 03/08 Executive Vice President of MBSC Securities Corporation 03/07-present Director of MBSC Securities Corporation 03/07-present Executive Vice President of Dreyfus Service Corporation 02/97-3/07 Director of Dreyfus Service Corporation 08/00-03/07 Bradley J. Skapyak Born: 1958 Education: B.A. University of St. Thomas Business Background: Director of Registrant 06/09-present Chief Operating Officer of Registrant 06/09-present Executive Vice President of MBSC Securities Corporation 02/07-present Senior Vice President of The Bank of New York Mellon 04/07-present Senior Vice President of Mellon Financial Corporation 2004-2007 Director. Hamilton Funds Plc. 07/09-present Phillip N. Maisano Born: 1947 Education: B.A., Economics, Belmont Abbey College; M.B.A., Finance, Iona College. Business Background: Chief Investment Officer, Vice Chair and a Director of the Registrant, 11/06 – present Member, Board of Managers, Founders Asset Management, LLC, 11/06 - present Member, Board of Managers, The Boston Company Asset Management LLC, 12/06 - present Member, Board of Managers, Standish Mellon Asset Management LLC, 12/06 - present






(identify) Answer

6 (continued)

Director, Mellon Capital Management Corporation, 12/06 - present Member, Executive Committee, Mellon Equity Associates LLC, 12/06 – 12/07 Director, Newton Capital Management Limited, 12/06 - present Member, Board of Managers, Franklin Portfolio Associates LLC, 12/06 – 12/08 Chairman, EACM Advisors LLC, 7/04 – present Chairman, Evaluation Associates Holding Corporation, 3/96 – 7/04 President and Chief Executive Officer, Evaluation Associates Holding Corporation, 3/91 – 7/04 President, Evaluation Associates, Inc., 5/88 – 3/91 Director and Chief Executive Officer, Evaluation Associates Capital Markets, Inc., 6/91 – 7/04 Chairman, Evaluation Associates Capital Markets, Inc., 3/96 – 7/04 Vice Chairman, Evaluation Associates Capital Markets, Inc., 6/91 – 3/96 Chairman and Chief Executive Officer, Evaluation Associates Capital Markets, LLC., 9/00 – 7/04 Chairman, EAI Securities, Inc., 1/92 -8/04 Patricia A. Larkin Born: 1961 Business Background: Chief Investment Officer (Money Market Fund Strategies) of BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/09 – present Senior Portfolio Manager and Manager of Taxable Money Market Portfolio Management and Trading Group of the Registrant, 01/90-12/08 Laurie A. Carroll Born: 1959 Education: B.A., Seton Hill College, M.B.A., University of Pittsburgh Business Background: Global Investment Strategist of BNY Mellon Cash Investment Strategies, a division of the Registrant, 4/09 - present Chief Investment Officer (Short Duration, Index and Stable Value Strategies) of BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/09 – 4/09 Managing Director Short Duration, Index and Stable Value Strategies, Standish Mellon Asset Management Company LLC, 2003-2008 Senior Vice President, Mellon Bond Associates, LLP, 1987-2003 Colleen Meehan Born: 1958 Business Background: Director (Tax-Exempt Money Market Fund Strategies) of BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/09 – present Senior Portfolio Manager and Manager of Tax-Exempt Money Market Portfolio Management and Trading Group of the Registrant, 08/99-12/08 Dawn Guffey Born: 1962 Education: B. S., Managerial Economics, Carnegie-Mellon University Business Background: Chief Investment Officer (Short Duration and Index Strategies) of BNY Mellon Cash






(identify) Answer

6 (continued)

Investment Strategies, a division of the Registrant, 4/09 - present Director (Short Duration and Index Strategies ) of BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/09 – 4/09 Director Short Duration and Index Strategies, Standish Mellon Asset Management Company LLC, 04/08-12/08 Director of Indexing, Standish Mellon Asset Management Company LLC, 06/07-12/08 Senior Portfolio Manager-Active Strategies, Standish Mellon Asset Management Company LLC, 2003-04/08 Senior Portfolio Manager, Mellon Bond Associates, LLP, 1993-2003 Eric Baumhoff Born: 1961 Education: BA in Economics, University of California, Santa Cruz 1983; MS in Finance, Sloan School of Management; Massachusetts Institute of Technology, 1986 Business Background: Chief Investment Officer (Stable Value), BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/10 - present Director, Stable Value, BNY Mellon Cash Investment Strategies, a division of the Registrant, 1/09 – 1/10 Director, Stable Value Strategies, Standish Mellon Asset Management Company LLC, 2003 - 2008 Chief Investment Officer, Certus Asset Advisors, 1998 - 2003 Senior Portfolio Manager, Certus Asset Advisors, 1990 - 1997 Joseph W. Connolly Born: 1957 Education: B.A., Long Island University; M.B.A., Pace University. Business Background: Chief Compliance Officer of the Registrant, 10/04 - present Chief Compliance Officer, The Dreyfus Family of Funds, 10/04-present Chief Compliance Officer, The BNY Mellon Funds Trust, 10/04-present Chief Compliance Officer, MBSC Securities Corporation, 3/07-present Chief Compliance Officer, Dreyfus Investment Advisors, Inc., 01/04-07/05 Chief Compliance Officer, Lighthouse Growth Advisors, LLC, 10/04-09/05 Chief Compliance Officer, MBSC, LLC, 10/04-3/07 Chief Compliance Officer, Boston Safe Advisors, 10/04-05/05 Vice President, Mellon Global Securities Services, 11/01 – 3/04 Affiliate Associated Persons Hugh Hunter (1959) Education: Plymouth Polytechnic (B.A. (Hons) 1981) CFA Charterholder Business Background: Affiliate Associated Person of the Registrant- 1/09-Present WestLB Mellon Asset Management (UK) Ltd (9/04-12/08) – Managing Director, Chief Executive Officer, and CIO of Global Emerging Markets WestLB Asset Management (UK) Ltd (1998-2004) – Global Emerging Markets Asset Manager






(identify) Answer

6 (continued)

LGT Asset Management (1997-1998) – Global Emerging Markets Fund Manager Baring Asset Management (1987-1997) Head of Quantitative Research and Strategy-Global Emerging Markets Richard Peter Fairgrieve (1962) Education: New York University (B.Sc 1985) Emory University (M.B.A 1987) Business Background: Affiliate Associated Person of the Registrant- 1/09-Present WestLB Mellon Asset Management (UK) Ltd (2002-2008) – Global Emerging Markets Asset Manager Barclays Private Client Services (2001-2002) – Asian Equity Strategist Navigator Funds Advisor (2000-2001) – Global Emerging Markets Hedge Fund Manager Hermes Investment Management (1994-2000) – Director of Emerging Markets Nomura Research Institute, Hong Kong (1992-1994) – Investment Analyst Anthony Martin Hann (1960) Education: Brunel University (B.Sc (Hons) (1983) University of Reading post graduate coursework Business Background: Affiliate Associated Person of the Registrant- 1/09-Present WestLB Mellon Asset Management (UK) Ltd (2005-2008) – Global Emerging Markets Asset Manager WestLB Asset Management (UK) (1998-2005) – Head of Asia Desk General Accident (formerly Provident Mutual) (1992-1998) - Head of Pacific Basin Desk Sanwa International PLC (1991-1992) – Far East Fund Manager William Jamie Rudman (1966) Education: Cambridge University (B.A. (Hons) – 1989) Member of the IK Society of Investment Professionals (UKSIP) Business Background: Affiliate Associated Person of the Registrant- 1/09-Present WestLB Mellon Asset Management (UK) Ltd (2005-2008) – Global Emerging Markets Asset Manager WestLB Asset Management (UK) 1998-2005) – Head of Latin America NPI Investment Management (1993-1999) – Head of Latin America Norwich Union Investment Management (1990-1993) – Fund Manager, UK Equities

ITEM 8: OTHER FINANCIAL INDUSTRY ACTIVITIES OR AFFILIATIONS

8(C)

The Registrant is the investment adviser to the Dreyfus Family of Funds and the BNY Mellon Funds Trust (collectively, the “Funds”). The Registrant also provides fund accounting and administrative services to the Funds and acts as sub-adviser to a number of non-proprietary investment companies, as well as certain unregistered, offshore investment companies. The non-proprietary investment companies for which the Registrant serves as sub-adviser include certain currency income exchange-traded funds for which WisdomTree Asset Management, Inc. is the investment adviser.






(identify) Answer

8(C) (continued)

The Bank of New York Mellon, which is also a wholly-owned subsidiary of BNY Mellon, serves as custodian for the Funds. Shares of the Funds are distributed by MBSC Securities Corporation, a wholly-owned subsidiary of the Registrant. Certain employees of the Registrant are registered representatives of MBSC.

Certain funds advised or sub-advised by the Registrant are managed by dual employees of the Registrant and other affiliated investment advisers in the BNY Mellon organization, including The Boston Company Asset Management, LLC, The Bank of New York Mellon, EACM Advisers, LLC, Mellon Capital Management Corporation, and Standish Mellon Asset Management Company LLC. In such cases, the funds execute portfolio transactions through the trading desk of the affiliated investment adviser. Furthermore, those funds use the methods of analysis, sources of information and investment strategies, and are subject to the internal trading desk policies and procedures (including those relating to brokerage and trade allocation) of the applicable affiliated investment adviser.

The Registrant may enter into transactions with unaffiliated counterparties or third party service providers who then use affiliates of the Registrant to effect or complete such transactions. Services provided by such affiliates may include, for example, execution and clearance of trades, issuance or cancellation of depositary receipts, foreign exchange or other services not contemplated by the Registrant. Such affiliates may receive compensation for providing these services. The decision to use an affiliate of the Registrant in these circumstances, however, is made by the unaffiliated counterparty or third party service provider. Further, the Registrant often is unaware that the counterparty has chosen to use an affiliate of the Registrant to provide such services.

Where Registrant selects the broker, Registrant may use an affiliated broker, or unaffiliated broker-dealers for the purchase and sale of securities for client accounts consistent with its duties of best execution, and subject to any client and regulatory proscriptions. The Registrant does not use affiliated broker-dealers for any of its ERISA accounts or for any clients from which it has not received consent to do so. See Schedule D, Section 7.A. for a list of affiliated investment advisers and broker-dealers

From time to time and to the extent permitted by applicable laws, rules and regulations, the Registrant and BNY Mellon and its affiliates may engage in certain joint efforts to market the Registrant's investment advisory services. The Registrant's services are sometimes offered under the umbrella designation "Dreyfus." In such cases, "Dreyfus" may be used to describe the range of investment products and services available from the affiliates of BNY Mellon. The Registrant’s services are sometimes offered under the designation of “BNY Mellon Cash Investment Strategies (“CIS”), “BNY Mellon Fund Advisers” or “Dreyfus Investment Advisers,” each of which is a division of the Registrant. Additionally, the Registrant’s services are sometimes offered under the umbrella designation, “BNY Mellon”. In such cases, “BNY Mellon” is used to describe the range of investment products and services available from the affiliates of BNY Mellon. The Registrant’s services are also sometimes offered under the umbrella designations, “BNY Mellon Asset Management (BNYMAM)” and “BNY Mellon Asset Management International Limited”. "BNY Mellon Asset Management" is used to describe the array of investment management services available to both U.S. and non-U.S. investors from the affiliates of The Bank of New York Mellon Corporation.






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8(C) (continued)

“BNY Mellon Asset Management International Limited” is used to describe the array of investment management services available from the affiliates of BNY Mellon to investors outside the U.S.

BNY Mellon is a global financial services company providing a comprehensive array of financial services (including asset management, wealth management, asset servicing, clearing and execution services, issuer services, and treasury services) through a worldwide client-focused team that enables institutions and individuals to manage and service their financial assets. BNY Mellon Asset Management is the umbrella designation for the BNY Mellon’s affiliated investment management firms and global distribution companies and is responsible, through various subsidiaries, for U.S. and non-U.S. retail, intermediary and institutional distribution of investment management and related services. BNY Mellon has adopted an incentive compensation program designed (i) to facilitate clients gaining access to and being provided with explanations about the full range of products and services offered by BNY Mellon and its subsidiaries and (ii) to expand and develop client relationships. This program may lead to the payment of referral fees and/or bonuses to employees of BNY Mellon or its subsidiaries who may have been involved in a referral that resulted in the client’s engagement of registrant. Any such referral fees or bonuses are funded solely out of (but do not increase) the fees and commissions paid by registrant’s clients.

The Registrant’s parent and/or its other affiliates may gather data from the registrant about its investment activities, including information about holdings within client portfolios, which is required for regulatory filings to be made by the Registrant and/or its parent or other affiliates (e.g., reporting beneficial ownership of equity securities) or for other compliance, legal or risk management purposes, pursuant to policies and procedures of the Registrant, its parent or other affiliates. This data is deemed confidential and procedures are followed to ensure that any information is utilized solely for the purposes intended.

BNY Mellon has established a policy regarding purchases of securities where an affiliate acts as underwriter or as a member of the underwriting syndicate. Affiliates of registrant occasionally participate in the underwriting group for certain securities. In compliance with applicable banking, securities and ERISA regulations, Registrant may purchase securities for which an affiliate is acting as underwriter or as a member of the syndicate during the syndication period so long as requirements of the policy, including written approval and compliance with certain investment criteria, are met. The policy prohibits direct purchases from an affiliate for any fiduciary account under any circumstances. In addition the fund’s advised by the Registrant have adopted procedures pursuant to Rule 10f-3 of the Investment Company Act of 1940, which govern the Funds purchase of securities where an affiliate acts as underwriter or as a member of the underwriting syndicate.

Registrant may be prohibited or limited from effecting transactions on behalf of clients due to rules in the marketplace it trades, because of foreign laws, or its own policies and procedures. In certain cases, we may face further limitations because of aggregation issues due to our relationship with affiliated investment advisory firms.






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8(C) (continued)

The Bank of New York Mellon is frequently engaged to serve as trustee, indenture trustee, custodian, paying agent or other similar capacities for the issuers of corporate bonds and other fixed income securities, including asset-backed and/or mortgage-backed securities. Because the receipt of compensation for such services by its affiliate may be affected by the success and/or size of a primary offering of such securities, Registrant may be prohibited from purchasing such securities in the primary offering for its ERISA clients in order to avoid a violation of ERISA’s prohibited transaction rules. Registrant, through its parent company, is has received an exemption from the U.S. Department of Labor in order to provide relief from these restrictions for its ERISA clients.

8 (C) (1) Certain officers of Registrant are officers or registered representatives of MBSC Securities Corporation. BNY Capital Markets Inc. is a registered broker pursuant to Section 15(b) of the Securities and Exchange Act of 1934, and is a wholly owned subsidiary of The Bank of New York Mellon Corporation. BNY Capital Markets Inc. purchases or sells mutual fund shares and units of investment trust as agent upon the order of their clients.

8(C)(3)

Registrant also engages in sub-advisory relationships with other BNY Mellon affiliated companies, these companies being The Bank of New York Mellon, Mellon Capital Management Corporation, BNY Mellon Asset Management International Limited and The Boston Company Asset Management, LLC.

From time to time, the Registrant may use investment management services provided to it by “participating affiliates” (as such term is used in relief granted by the staff of U.S. Securities and Exchange Commission (“SEC”) in a series of no-action letters allowing a registered adviser to use portfolio management and trading and research services and resources provided by an unregistered affiliate subject to the supervision of the registered adviser). The Registrant has entered into a memorandum of understanding with Blackfriars Asset Management Ltd.(Blackfriars), formerly WestLB Mellon Asset Management (UK) Limited, an asset management affiliate of the Registrant, pursuant to which Blackfriars is considered a participating affiliate. Blackfriars and certain of its employees have been deemed associated persons of the Registrant and (subject to the Registrant’s supervision) may provide portfolio management, research and trading services to the Registrant in connection with the Registrant’s management of one or more investment companies. Blackfriars will act in accordance with the series of SEC no-action letters referred to above requiring Blackfriars , as a participating affiliate, to be subject to the supervision of the Registrant and the SEC in the manner contemplated in such letters. Blackfriars has agreed to submit to the jurisdiction of U.S. courts for actions arising under the U.S. securities laws in connection with its investment advisory activities provided for the Registrant’s U.S. clients and has appointed the Registrant as its agent for service of process, in each case in accordance with, and subject to the requirements of, such letters. Blackfriars may recommend to its own clients, or invest on behalf of its own clients in, securities that are the subject of recommendations to, or discretionary trading on behalf of, the Registrant’s U.S. clients.






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8(C)(6)

Registrant is wholly owned by The Bank of New York Mellon Corporation, a bank holding company and the direct parent of The Bank of New York Mellon, a New York state chartered bank. The Bank of New York Mellon may provide accounting services, record keeping, administrative and marketing services, including the referral of clients to Registrant. Certain officers of Registrant are also officers of The Bank of New York Mellon, an affiliate of Registrant. These officers provide investment advice generally for certain pooled funds sponsored and managed by the bank, including some of the portfolios within The Boston Company, Inc. Pooled Employees Funds, a collective investment vehicle for qualified pension plans maintained by The Bank of New York Mellon. These officers may also provide investment advice for certain collective and common trust funds maintained by The Bank of New York Mellon as discretionary trustee and for certain separately managed accounts for which The Bank of New York Mellon may be trustee, custodian, or investment manager. For these services, Registrant receives a portion of the investment management fee charged generally based upon the assets under management within the fund. These officers also provide investment advice for BNY Series Trust, a Delaware series trust, in their capacity as dual officers of The Bank of New York Mellon.

ITEM 9: PARTICIPATION OR INTEREST IN CLIENT TRANSACTIONS

9 (B)

Neither Registrant nor any officer or director of Registrant, as broker or agent, effects securities transactions for compensation for any client. Registrant is part of a large diversified financial organization, which includes broker-dealers. As a result, it is possible that a related person other than Registrant’s officers and directors may, as agent without knowledge or intent, effect securities transactions for Registrant’s clients for compensation. Certain unaffiliated broker-dealers used by the Registrant to execute trades for its clients may use a broker-dealer who is an affiliate of the Registrant to clear those trades. In such cases, the clearing broker receives a clearance fee negotiated and paid by the executing broker-dealer. The decision to use an affiliate of the Registrant in these circumstances is made by the unaffiliated executing broker-dealer, and the Registrant has no influence over whether a broker-dealer which it selects for execution of client trades clears through an affiliate of the Registrant, or the financial arrangement between them. Further, the Registrant is often unaware that the executing broker-dealer has chosen to use an affiliate of the Registrant to clear its trades. To the extent that a fund managed by the Registrant utilizes an affiliated broker to execute a securities transaction, such transaction will be effected in accordance with procedures adopted pursuant to Rule 17e-1 under the Investment Company Act of 1940.

9(D) Where appropriate Registrant may recommend that qualified clients invest in the BNY Series Trust, a private placement for which the Bank of New York Mellon serves as trustee and which is managed by Registrant’s personnel in their role as dual officers of The Bank of New York Mellon.

From time to time, related persons of the Registrant may recommend that their advisory clients invest in the Dreyfus Family of Funds. Such investments in the Dreyfus Family of Funds are generally made when, in the investment manager's opinion, the client's account should have investment exposure in certain industries or types of securities but, for a variety






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9(D) (continued)

of reasons, it is not in the client's best interest to purchase these securities directly. If investments on behalf of any such client are made in the Dreyfus Family of Funds, the Registrant will waive the portion of the private account advisory fee attributable to the assets invested in the Fund, which the Registrant would otherwise have received from the client. Thus, those assets are subject only to the Fund fees and charges applicable to all shareholders in the Fund, as described in the Funds' prospectus. Furthermore, the Dreyfus Family of Funds (other than money market funds) may invest their cash reserves in shares of money market funds advised by the Registrant under the terms of a Securities and Exchange Commission exemptive order.

Personnel of Registrant may invest for their own account in interests in investment partnerships, venture capital vehicles, hedge funds and other commingled or individual investment accounts managed by other investment advisers. These entities may purchase or sell securities also purchased or sold or recommended by Registrant for purchase or sale by Registrant's clients. Generally, Registrant's personnel have no ability to influence or control these entities' transactions in securities, and in the rare event that such influence or control is present, these transactions generally would be subject to the policies on employee trading described below.

Registrant may, in appropriate circumstances and consistent with the client's investment objectives, recommend to clients investment products in which it or a related party has a financial interest. Specifically, Registrant may suggest participation in a collective fund maintained by The Bank of New York Mellon, an affiliated party to Registrant. Such commingled funds are managed by Registrant’s personnel in their roles as dual officers of The Bank of New York Mellon. Generally, the same investment philosophy and policies are used by Registrant for commingled portfolios and separately managed accounts. The initial decision to become a participant in a related fund is made by the client. Registrant may use its discretion to make additional investments in such funds where (1) the client's contract provides that Registrant has the authority to make such asset allocation decisions and (2) the client and Registrant have entered into a fee arrangement that provides for a single fee schedule for all assets under management in lieu of a different fee schedule for each such related fund. Registrant may use its discretion to make withdrawals from such funds where (1) such action has been approved by the client in order to ensure that client's asset allocation guidelines are met and (2) such action does not result in the client paying a higher fee.

9(E)

Securities Trading Policy Applicant has adopted a Code of Ethics that is made up of two parts - BNYMC Code of Conduct and Interpretive Guidance (the “BNYMC Code”), and the BNYMC Personal Securities Trading Policy (the “PSTP”). BNYMC is the ultimate parent company of Registrant. The BNYMC Code addresses conflicts of interest; proper use and care of information and proper recordkeeping; dealing with customers, prospects, suppliers, and competitors; doing business with the government; personal finances; and compliance with the law, among other matters. Under the heading of “conflicts of interest,” the BNYMC Code addresses gifts, entertainment and other payments; personal conflicts of interest; fiduciary






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9(E) (continued)

appointments and bequests; outside affiliations, outside employment and certain outside compensation issues; and disclosure of relationships and transactions. Under the heading of “proper use and care of information and proper recordkeeping,” the BNYMC Code addresses proprietary information and intellectual property; data integrity and corporate information; use of e-mail and internet; accurate accounting and internal controls; inside information; talking to the media; and document retention. Under the heading of “dealing with customers, prospects, suppliers and competitors,” the BNYMC Code addresses business relationships with customers, prospects, suppliers, and competitors; business decisions; exploitation of relationships and use of the company’s name, letterhead or facilities; knowing your customer; and recognizing and reporting illegal, suspicious, or unusual activities. Under the heading of “doing business with the government,” the BNYMC Code addresses complying with government contracts, government contracting laws and regulations; integrity in the sales and marketing process; truthful, accurate statements and recordkeeping; safeguarding government information and property; cooperating with government audits and investigations; and meeting employment and labor obligations. Under the heading of “personal finances,” the BNYMC Code addresses personal investments; personal brokerage accounts; contributions to political parties; contributions to not-for-profit entities; and individual employees’ regulatory requirements. Under the heading of “compliance with the law,” the BNYMC Code addresses illegal or criminal activities; investigations; and protection of company assets. The PSTP is a comprehensive policy concerning personal securities trading designed to reinforce BNYMC’s reputation for integrity by avoiding even the appearance of impropriety and to ensure compliance with applicable laws in the conduct of BNYMC's business. The PSTP sets forth procedures and limitations that govern the personal securities transactions of every BNYMC employee in accounts held in their own name as well as accounts in which they have indirect ownership. Applicant, and its related persons and employees, may, under certain circumstances and consistent with the PSTP, purchase or sell for their own accounts securities that Applicant also recommends to clients. Applicant, as an indirect subsidiary of BNYMC, is part of a diversified financial services organization. While certain PSTP requirements are applicable to all BNYMC employees, the PSTP imposes different requirements and limitations on employees based on the nature of their business activities for the company. Each of Applicant's employees is classified as an Investment Employee ("IE"), an Access Decision Maker ("ADM"), or an Other Employee ("OE"). IEs are employees who, in the normal conduct of their job responsibilities, have access (or are likely to be perceived as having access) to nonpublic information regarding any advisory client's purchase or sale of securities or nonpublic information regarding the portfolio holdings of any Proprietary Fund, or are involved in making securities recommendations to advisory clients or have access to such recommendations before they are public. (For purposes of the PSTP, a Proprietary Fund is defined as an investment company or collective fund for which a BNYMC subsidiary serves as an investment adviser, sub-adviser or principal underwriter, other than money market funds.) ADMs (generally portfolio managers and research analysts who make recommendations or decisions regarding the purchase or sale of equity, convertible debt and non-investment grade debt securities for mutual funds and other managed accounts) are subject to the most extensive procedures under the PSTP. A further designation of Micro-Cap Access Decision Maker ("MCADM") is reserved for those ADMs who make recommendations or decisions regarding the purchase or sale of any security of an issuer with a low common equity market capitalization, as defined in the PSTP. Applicant's






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9(E) (continued)

employees are considered OEs if they are not an IE or ADM. The principal elements of the PSTP applicable to Applicant's employees are summarized below. Administration of the provisions of the PSTP is carried out by affiliates of Registrant, and any references to the Preclearance Compliance Officer and other officers in connection therewith, refers to officers of those affiliates. IEs and ADMs are subject to preclearance and personal securities reporting requirements, with respect to discretionary accounts in which they have direct or indirect ownership (as defined in the PSTP), wherein they must: (a) provide to the Preclearance Compliance Officer or his/her designee, a statement of all securities and Proprietary Fund accounts that may trade reportable securities and their respective holdings, as well as a listing of any reportable securities held outside of trading accounts, within 10 calendar days of becoming an IE or ADM, and again quarterly upon request of the BNYMC Ethics Office; (b) instruct their broker or other entity through which they have a securities or Proprietary Fund trading account to submit directly to the Preclearance Compliance Officer or his/her designee copies of all trade confirmations and account statements; (c) provide to the Preclearance Compliance Officer or his/her designee, within 30 calendar days after the end of each calendar quarter, a statement of securities or Proprietary Fund transactions; and (d) obtain written preclearance from the Preclearance Compliance Officer before initiating any securities or Proprietary Fund (with certain exemptions) transaction. Transaction reporting is not required for non-discretionary accounts, transactions in exempt securities (as defined in the PSTP), or certain other transactions that are not deemed to present any potential conflicts of interest. Other securities transactions which were not completed through an account must be reported to the Preclearance Compliance Officer or his/her designee within 30 calendar days after the end of the calendar quarter in which the transaction occurs. OEs are not subject to these requirements. Preclearance is not required for transactions involving certain exempt securities (such as open-end investment company securities that are not Proprietary Funds or money market funds (regardless of BNYMC affiliation) and short-term instruments, as specified in the PSTP); non-financial commodities; transactions in non-discretionary accounts (approved accounts over which the employee has no direct or indirect influence or control over the investment decision-making process); transactions done pursuant to automatic investment plans; and certain other transactions detailed in the PSTP which are either involuntary or deemed not to present any potential conflict of interest. The Preclearance Compliance Officer maintains a "restricted list" of companies whose securities are deemed appropriate for implementation of trading restrictions for IEs and ADMs. This list is used by the Preclearance Compliance Officer to determine whether or not to grant trading authorization. In general, employees will not be given clearance to trade in any security that is on the restricted list or for which there is a pending buy or sell order for an affiliated account. The Preclearance Compliance Officer may approve certain de minimis transactions even when the firm is trading such securities, as specified in the PSTP. If preclearance approval is received, the trade must be executed by the close of business on the next business day, at which time the preclearance authorization will expire. The acquisition of any securities in a private placement requires prior written approvals from (a) each of the BNYMC Operating Committee Member representing Registrant's business, the BNYMC Ethics Office and the Preclearance Compliance Officer (for IEs and OEs) or (b) the BNYMC Investment Ethics Council (“IEC”) (for ADMs). All covered employees are prohibited from investing in initial public offerings without prior approval of






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9(E) (continued)

the BNYMC Ethics Office or, for ADMs, the IEC, which is only granted when the allocation is the result of a direct family relationship. With respect to transactions involving BNYMC securities, all employees are also prohibited from engaging in short sales, purchases on margin, option transactions (other than employee option plans), and short-term trading (i.e. purchasing and selling, or selling and purchasing BNYMC securities within any 60 calendar day period). With respect to non-BNYMC securities (other than Proprietary Funds, discussed below), purchasing and selling, or selling and purchasing the same or equivalent security within 60 calendar days is discouraged. Any profits realized on short-term trades in BNYMC or non-BNYMC securities by ADMs and IEs must be disgorged (except for short-term trades in BNYMC securities in the BNYMC 401(k) plan accounts). However, transactions in non-BNYMC securities that are exempt from preclearance are not considered purchases or sales for purposes of profit disgorgement. The PSTP provides that no covered employee should knowingly participate in or facilitate late trading, market timing or any other activity with respect to any fund in violation of applicable law or the provisions of such fund’s disclosure documents. These restrictions include funds held within employee benefit plans and other types of accounts established for retirement purposes. In addition, because holdings in Proprietary Funds are expected to be long-term investments, IEs and ADMs are prohibited from purchasing and redeeming, or redeeming and purchasing, shares of any Proprietary Fund within any 60 calendar day period, unless they have the prior approval of the Preclearance Compliance Officer or his/her designee. Transactions within non-discretionary accounts or pursuant to an automatic investment plan are not deemed to be purchases or redemptions for purposes of this 60-day holding period. With respect to employees' movements of balances into or out of Proprietary Funds within their BNYMC 401(k) plan accounts, the transactions generally do not need to be precleared, but they are nonetheless subject to holdings reporting and to the 60-day holding period. The IEC is composed of investment, legal, risk management, compliance and ethics management representatives of BNYMC and its affiliates. The IEC provides interpretive guidance to the Ethics Office and has oversight responsibility with respect to personal securities trading and investment activity of ADMs. The following additional restrictions apply to ADMs: (a) subject to certain exceptions specified in the PSTP, ADMs must disclose and obtain written authorization from their Chief Investment Officer, Chief Executive Officer or their designee prior to making or acting upon a portfolio recommendation in a security which they own directly or indirectly (“contemporaneous disclosure”); (b) ADMs who are portfolio managers are prohibited from purchasing or selling a security (owned directly or indirectly) within seven (7) days before and after a fund or other advised account managed by the portfolio manager (excluding index funds) has effected a transaction in that security; and (c) ADMs must provide to the Preclearance Compliance Officer or his/her designee within 30 calendar days of each quarter-end the Special Purpose ADM Quarterly Securities Report, which includes information on securities directly or indirectly owned by the ADM at any time during the quarter which were also recommended for a transaction or held in a portfolio managed by the ADM during the quarter, private placements and micro-cap holdings. ADMs who are designated as MCADMs have additional restrictions, disclosure obligations, and required approvals when voluntarily acquiring, directly or indirectly, securities of issuers with low common equity market capitalization, as defined in the PSTP. A copy of Registrant's Code of Ethics will be provided upon request.






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ITEM 10: CONDITIONS FOR MANAGING ACCOUNTS

10 Registrant has minimum fee and minimum account requirements for separate accounts as detailed in Schedule F, Item 1(A) above. Additonally, the mutual funds for which the Registrant serves as investment adviser impose their own minimum investment requirements.

ITEM 11: REVIEW OF ACCOUNTS

11 (A)

Credit Risk Management BNY Mellon and its affiliates, including Dreyfus and others involved in the management, sales, investment activities, business operations or distribution of the funds, are engaged in businesses and have interests other than that of managing client accounts or mutual funds (collectively, “clients”). These activities and interests include potential multiple advisory, transactional, financial and other interests in securities, instruments and companies that may be directly or indirectly purchased or sold by clients and the clients’ service providers, which may cause conflicts that could disadvantage a client account. BNY Mellon and its affiliates may have deposit, loan and commercial banking or other relationships with the issuers of securities purchased by a client. BNY Mellon has no obligation to provide to Dreyfus or the client, or effect transactions on behalf of the client in accordance with, any market or other information, analysis, or research in its possession. Consequently, BNY Mellon (including, but not limited to, BNY Mellon’s central Risk Management Department) may have information that could be material to the management of the client account and may not share that information with relevant personnel of Dreyfus. Accordingly, Dreyfus has informed management that in making investment decisions it does not obtain or use material inside information that BNY Mellon or its affiliates may possess with respect to such issuers. Dreyfus will make investment decisions for each client as it believes is in the best interests of the client. Investment decisions made for each client may differ from, and may conflict with, investment decisions made for other investment companies and accounts advised by Dreyfus or BNY Mellon and its other affiliates. Actions taken with respect to such other investment companies or accounts may adversely impact each client, and actions taken by the client may benefit BNY Mellon or other investment companies or accounts (including the client) advised by Dreyfus or BNY Mellon and its other affiliates. Regulatory restrictions (including, but not limited to, those related to the aggregation of positions among different other investment companies and accounts) and internal BNY Mellon policies, guidance or limitations (including, but not limited to, those related to the aggregation of positions among all fiduciary accounts managed or advised by BNY Mellon and all its affiliates (including Dreyfus) and the aggregated exposure of such accounts) may restrict investment activities of the client. While the allocation of investment opportunities among each client and other investment companies and accounts advised by Dreyfus or BNY Mellon and its other affiliates may raise potential conflicts because of financial, investment or other interests of BNY Mellon or its personnel, Dreyfus will make allocation decisions consistent with the interests of the client and the other investment companies and accounts and not solely based on such other interests.






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11 (A) (continued)

With regard to money market and short duration clients, Dreyfus draws upon BNY Mellon Cash Investment Strategies (“CIS”), a division of Dreyfus that provides investment and credit risk management services and approves all eligible securities for these accounts including investment companies and accounts managed by Dreyfus or its affiliates that invest primarily in money market instruments. CIS, through a team of professionals who contribute a combination of industry analysis and client-specific expertise, monitors all issuers approved for investment by such investment companies and other accounts by analyzing third party inputs, such as financial statements and media sources, ratings releases and company meetings, as well as internal research. CIS investment and credit professionals also utilize inputs and guidance from BNY Mellon’s central Risk Management Department (the “Risk Department”) as part of the investment process. These inputs and guidance focus primarily on concentration levels and market and credit risks and are based upon independent analysis done by the Risk Department relating to fundamental characteristics such as the sector, sovereign, tenor and rating of investments or potential investment. The Risk Department also may perform stress and scenario testing on various money market type portfolios advised by CIS or BNY Mellon and its other affiliates, and provides various periodic and ad-hoc reporting to the investment and credit professionals at CIS. In the event a security is removed from the “approved” credit list after being purchased by a client, the client is not required to sell that security.

Mutual Funds The Dreyfus Investment Oversight team, reporting directly to the Dreyfus CIO, reviews the portfolios of the investment companies via daily, weekly and monthly processes. The goal of the team is to ensure Dreyfus long term mutual funds are managed in accordance with their investment objectives and style mandates by evaluating portfolio holdings. In addition, the team analyzes and monitors short, intermediate, and long-term fund performance relative to benchmarks, peer universes, and expectations. To meet these goals, the team employs tools that include Barra, Factset, The Yield Book, RiskMetrics, Bloomberg, and Morningstar Direct. Detailed fund reviews and annual due diligence meetings of all internal and external managers are conducted by the team. Frequency and priority of fund reviews are determined by performance track record, volatility of performance, management changes, and length of fund history. A primary and secondary analyst is assigned to each fund in the complex, and priority of fund reviews and due diligence must be approved by the Director of Investment Oversight before an analyst can begin conducting his/her review. Members of the Investment Oversight team: William Reilly, CFA, Director of Investment Oversight: Equity A. Paul Disdier, Director of Investment Oversight: Fixed Income Wen Liu, CFA, Manager of Portfolio Research and Analysis: Equity Robert Pomeroy, CFA, Manager of Portfolio Research and Analysis: Fixed Income Joseph Miller, CFA, Investment Analyst Harsh Parikh, Investment Analyst Leah Silverstein, Investment Analyst

Separate Accounts Investment advisory accounts are under the continuing supervision of the Registrant. Each client is assigned to two or more officers who manage the portfolio as a team. Each account has a primary portfolio manager with the other team members acting as backup or alternate portfolio managers. The primary portfolio manager, along with the alternate portfolio






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11 (A) (continued)

managers, reaches an understanding with the client with regard to appropriate guidelines and objectives for the portfolio. At the time that the initial contribution is made from the client, the portfolio manager makes a formal review of the account, and a proper investment policy and strategy is determined in light of the guidelines and objectives of the client and long-term outlook of Registrant. Following the initial review, the primary (or in the absence, the alternate) portfolio manager will have daily responsibility for the account. At least once each year, the formal review includes a reexamination of the guidelines and objectives as to appropriateness. From time to time, as deemed appropriate by the portfolio manager, special reviews will be conducted to consider the effects of unusual economic, political, or other macro-economic developments, which seem likely to call for particular attention. Stable Value Accounts Investment advisory accounts are under the continuing supervision of the Registrant. Reviews are conducted on two separate levels – Stable Value investment management group and portfolio managers’ meetings. Meetings are held weekly, where the members of the investment management group discuss general economic conditions, the state of the credit markets, issues related to the solvency of issuers individual portfolio requirements, liquidity requirements and trading orders. Portfolio managers draw up twelve-month investment plans for each of their accounts. The portfolio managers meet periodically to discuss these investments, which are reviewed and approved by the entire portfolio management team.

11 (B) Semi-annual and annual reports are furnished to the shareholders of the investment companies; in the case of certain investment companies, quarterly reports are furnished to the shareholders of the investment companies. Reports for Separate Accounts and Stable Value Accounts include asset lists, performance and transaction updates which are provided to clients monthly. These statements may describe assets held, quantity and market price for each position and the book value of the account. Additional supplementary information and reports may be prepared for clients, highlighting characteristics such as duration, sector weightings, etc. Upon request, clients can also have on-line access to portfolio information.

If a client is invested in a stable value strategy, they may additionally receive profiles of contract portfolios including contract terms, current book values net yields, deposit dates, maturity dates, credit quality and diversification profile and cash flow spreadsheets. Additionally, for stable value strategy clients, clients interact directly and frequently with members of the Investment Management Group, the individuals directly responsible for management of the portfolio. A Registrant representative generally meets with clients semi-annually in person and Portfolio Managers generally visit the client on an annual basis to review investment strategy and portfolio performance.






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ITEM 12: REVIEW OF ACCOUNTS INVESTMENT OR BROKERAGE DISCRETION (Mutual Funds)

12 (A) The Registrant assumes general supervision over the placement of securities purchase and sale orders on behalf of the funds it manages. Funds managed by dual employees of the Registrant and an affiliated entity, and funds that employ a sub-investment adviser, execute portfolio transactions through the trading desk of the affiliated entity or sub-investment adviser, as applicable (the “Trading Desk”). Those funds use the research facilities, and are subject to the internal policies and procedures, of applicable affiliated entity or sub-investment adviser.

The Trading Desk generally has the authority to select brokers (for equity securities) or dealers (for fixed income securities) and the commission rates or spreads to be paid. Allocation of brokerage transactions is made in the best judgment of the Trading Desk and in a manner deemed fair and reasonable. In choosing brokers or dealers, the Trading Desk evaluates the ability of the broker or dealer to execute the transaction at the best combination of price and quality of execution.

In general, brokers or dealers involved in the execution of portfolio transactions on behalf of a fund are selected on the basis of their professional capability and the value and quality of their services. The Trading Desk attempts to obtain best execution for the funds by choosing brokers or dealers to execute transactions based on a variety of factors, which may include, but are not limited to, the following: (i) price; (ii) liquidity; (iii) the nature and character of the relevant market for the security to be purchased or sold; (iv) the quality and efficiency of the broker’s or dealer’s execution; (v) the broker’s or dealer’s willingness to commit capital; (vi) the reliability of the broker or dealer in trade settlement and clearance; (vii) the level of counter-party risk (i.e., the broker’s or dealer’s financial condition); (viii) the commission rate or the spread; (ix) the value of research provided; (x) the availability of electronic trade entry and reporting links; and (xi) the size and type of order (e.g., foreign or domestic security, large block, illiquid security). In selecting brokers or dealers no factor is necessarily determinative; however, at various times and for various reasons, certain factors will be more important than others in determining which broker or dealer to use. Seeking to obtain best execution for all trades takes precedence over all other considerations.

Investment decisions for each fund are made independently from those of the other investment companies and accounts advised by Dreyfus and its affiliates. If, however, such other investment companies or accounts desire to invest in, or dispose of, the same securities as the fund, Dreyfus or its affiliates may, but are not required to, aggregate (or “bunch”) orders that are placed or received concurrently for more than one investment company or account and available investments or opportunities for sales will be allocated equitability to each. 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. When transactions are aggregated, but it is not possible to receive the same price or execution on the entire volume of securities purchased or sold, the various prices may be averaged, and the Fund will be charged or credited with the average price. Dreyfus may buy for each fund securities of issuers in which other investment companies or accounts advised by Dreyfus or BNY Mellon and its other affiliates have made, or are making, an investment in securities that are subordinate or senior to the securities purchased






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12(A) (continued)

for the fund. For example, each fund may invest in debt securities of an issuer at the same time that other investment companies or accounts are investing, or currently have an investment, in equity securities of the same issuer. To the extent that the issuer experiences financial or operational challenges which may impact the price of its securities and its ability to meet its obligations, decisions by BNY Mellon or its affiliates (including Dreyfus) relating to what actions are to be taken may raise conflicts of interests and Dreyfus or BNY Mellon and its other affiliates may take actions for certain accounts that have negative impacts on other advisory accounts, including the fund.

12 (B)

With respect to the receipt of research, the brokers or dealers selected may include those that supplement the Registrant's (and where applicable, a sub-adviser’s or Dreyfus affiliate’s) research facilities with statistical data, investment information, economic facts and opinions. Such information may be useful to the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) in serving funds or accounts that it advises and, conversely, supplemental information obtained by the placement of business of other clients may be useful to the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) in carrying out its obligations to the funds. Information so received is in addition to, and not in lieu of, services required to be performed by the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate), and the Registrant's (and where applicable, a sub-adviser’s or Dreyfus affiliate’s) fees are not reduced as a consequence of the receipt of such supplemental information. Although the receipt of such research services does not reduce the Registrant’s (and where applicable, a sub-adviser’s or Dreyfus affiliate’s) normal independent research activities, it enables it to avoid the additional expenses that might otherwise be incurred if it were to attempt to develop comparable information through its own staff.

Portfolio turnover may vary from year to year as well as within a year. In periods in which extraordinary market conditions prevail, the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) will not be deterred from changing a fund's investment strategy as rapidly as needed, in which case higher turnover rates can be anticipated which would result in greater brokerage expenses. The overall reasonableness of brokerage commissions paid is evaluated by the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) based upon its knowledge of available information as to the general level of commissions paid by other institutional investors for comparable services. Higher portfolio turnover rates usually generate additional brokerage commissions and transaction costs and any short-term gains realized from these transactions are taxable to shareholders as ordinary income.

To the extent that a fund invests in foreign securities, certain of such fund's transactions in those securities may not benefit from the negotiated commission rates available to funds for transactions in securities of domestic issuers. For funds that permit foreign exchange transactions, such transactions are made with banks or institutions in the interbank market at prices reflecting a mark-up or mark-down and/or commission.

For funds where the Registrant invests in municipal securities, portfolio securities ordinarily are purchased from and sold to parties acting either as 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,






(identify) Answer and purchases of after-market securities from dealers ordinarily are executed at a price between the bid and asked price.

12B (continued)

In cases where the Registrant manages money market funds, all portfolio transactions of each money market fund are placed on behalf of the fund by the Registrant. Debt securities purchased and sold by a fund generally are traded on a net basis (i.e., without a commission) through dealers acting for their own account and not as brokers, or otherwise involve transactions directly with the issuer of the instrument. This means that a dealer makes a market for securities by offering to buy at one price and sell at a slightly higher price. The difference between the prices is known as a “spread.” Other portfolio transactions may be executed through brokers acting as agent. A fund will pay a spread or commission in connection with such transactions. The Registrant uses its best efforts to obtain execution of portfolio transactions at prices that are advantageous to a fund and at spreads and commission rates (if any) that are reasonable in relation to the benefits received. The Registrant also places transactions for other accounts that it provides with investment advice. When transactions are executed in the over-the-counter market (i.e., with dealers), the Registrant will typically deal with the primary market makers unless a more favorable price or execution otherwise is obtainable.

The Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) may deem it appropriate for one fund or account it manages to sell a security while another fund or account it manages is purchasing the same security. Under such circumstances, the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) may arrange to have the purchase and sale transactions effected directly between the funds and/or accounts ("cross transactions"). Cross transactions will be effected in accordance with procedures adopted pursuant to Rule 17a-7 under the 1940 Act.

When more than one fund or account is simultaneously engaged in the purchase or sale of the same investment instrument, the prices and amounts are allocated in accordance with a formula considered by the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) to be equitable to each fund or account. In some cases this system could have a detrimental effect on the price or volume of the investment instrument as far as a fund or account is concerned. In other cases, however, the ability of a fund or account to participate in volume transactions will produce better executions for the fund or account.

Certain funds advised by the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) may participate in IPOs. In deciding whether to purchase an IPO, the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) generally considers the capitalization characteristics of the security, as well as other characteristics of the security, and targets funds and accounts with investment objectives and strategies consistent with such a purchase. Generally, as more IPOs are for small- and mid-cap companies, the funds and accounts with a small- and mid-cap focus may participate in more IPOs than funds and accounts with a large-cap focus. Within each product group and capitalization category, the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate), when consistent with client guidelines, generally will allocate shares of an IPO on a pro rata basis. In the case of "hot" IPOs, where the Registrant (and if applicable, a sub-adviser or Dreyfus affiliate) only receives a partial allocation of the total amount requested, those shares will be distributed fairly and equitably across participating product groups. "Hot" IPOs raise special allocation concerns because opportunities to invest in such issues are limited as they are often






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12B (continued)

oversubscribed. The distribution of the partial allocation across product groups will be based on the percentage of total assets under management of the product to the total assets under management of all product groups participating. Within each product, shares will be allocated on a pro rata basis to all appropriate funds and accounts, subject to a minimum allocation determined by each product group based on trading, custody, and other associated costs. International hot IPOs may not be allocated on a pro rata basis due transaction costs, market liquidity and other factors unique to international markets.

The Registrant may place “step-out” trades on behalf of clients that direct the Registrant to execute transactions through a particular broker-dealer. The Registrant may bunch client directed brokerage transactions with non-directed brokerage transactions and request that the executing broker allocate a portion of the transaction to the directed broker. In such instances, the broker providing execution services may differ from a particular client's directed broker.

The Registrant may utilize the services of an affiliate to effect certain client transactions when it determines that the use of such affiliate is consistent with its fiduciary obligations, including its obligation to obtain best execution as described in this section and the transactions are in the best interests of its clients.

BNY Mellon Cash Investment Strategies (“CIS”), a division of Dreyfus manages all money market funds advised by the Registrant. CIS portfolio management and trading executes transactions through their own trading desk and are subject to the portfolio management, credit and trading policies and procedures of CIS supervised by CIS management.

As noted in this Schedule F, Item 8.C., certain employees of affiliates of the Registrant act as employees of the Registrant for purposes of performing the investment management function for certain investment companies under the Registrant's management. In such cases, the brokerage allocation and trade allocation procedures will be those followed by such affiliates and will be supervised by such affiliates. Those procedures are substantially similar to, and are based on the same principles as, the policies and procedures described herein.

Portfolio managers for the Registrant’s registered funds may also provide investment advice to other types of clients, such as private accounts or hedge funds (collectively, “investment accounts”). Simultaneous management of both registered funds and investment accounts may raise potential conflicts of interest, including those associated with (i) any differences in fee structures, (ii) investments in the funds and/or investment accounts by their portfolio managers, and (iii) trading practices engaged in by these portfolio managers. These potential conflicts and the means by which they are addressed by the Registrant are discussed below.

Because the registered funds and investment accounts handled by the same portfolio manager have different fee structures, there may be a potential conflict of interest for the portfolio manager to favor the client that pays the higher management fee, particularly in a situation where the portfolio manager is entitled to a performance-based fee. Differences in compensation also may cause a portfolio manager to take different positions in the same securities for different clients; for example, the portfolio manager may sell short securities for an investment account while simultaneously holding the same securities long in a registered






(identify) Answer fund, or vice versa.

12B (continued)

Portfolio managers may invest their own money together with that of their clients. Although some portfolio managers invest in the registered funds that they advise, these investments generally are not as substantial as those made by portfolio managers in similar investment accounts. As a result, portfolio managers to both registered funds and investment accounts that have similar investment objectives and strategies could be viewed as having a potential conflict of interest when they have sizeable investments only in the investment accounts.

To address the potential conflicts relating to differing fee schedules and personal investments by portfolio managers in certain investment accounts, the Registrant monitors both investment strategies and performance for clients over time to ensure that no client is being favored or disadvantaged in the decision making process.

Conflicts of interest also may arise with respect to trading for registered funds and investment accounts. Portfolio managers to registered funds and investment accounts may, after providing appropriate disclosure, seek to aggregate (or “bunch”) transactions for both these types of clients and allocate securities accordingly. A portfolio manager could be viewed as causing one client to participate in an offering of securities because another client, who desires to participate in the offering, otherwise would be unable to meet the minimum purchase requirements. A portfolio manager could similarly be viewed as causing its clients to participate in an offering to increase the portfolio manager’s overall allocation of securities in that offering, or to increase the portfolio manager’s ability to participate in future offerings by the same underwriter or issuer. Allocations of bunched trades, particularly trades that were only partially filled as a result of the limited availability of desired securities, could be viewed as raising a potential conflict of interest, as the portfolio manager may have an incentive to allocate securities that are expected to increase in value to certain clients (including those that provide the portfolio manager with performance-based compensation). To address these potential conflicts, the Registrant has adopted policies that are designed to ensure that no client of the Registrant or its subsidiaries is favored in the allocation of investment opportunities over any other client. Similarly, the Registrant monitors trade execution for all of its clients and those of its subsidiaries in order to assess that its best execution policies are being followed for all clients.

Under certain conditions, a portfolio manager may trade securities between two accounts (known as “cross trades”). Despite their potential benefits to clients, cross trades can be effected in a manner perceived to favor one client over another. For example, a portfolio manager receiving performance-based compensation could be viewed as crossing trades that are expected to increase in value from a registered fund to an investment account in order to increase the performance-based compensation that the portfolio manager receives from the investment account. Conversely, a portfolio manager could be viewed as potentially cross-trading securities that are expected to decrease in value from an investment account to a registered fund in order to mitigate the effect that these securities may have on the portfolio manager’s performance-based compensation. Whenever a mutual fund is involved in a cross trade, the Registrant follows the procedures set forth in Rule 17a-7 under the Investment Company Act of 1940 (which is designed to ensure that such cross-trades do not disadvantage the participating clients).






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12B (continued)

A portfolio manager also may engage in sequential transactions, i.e., trading first on behalf of one fund or investment account, then on behalf of another fund or investment account (which funds and investment accounts could involve those in which the portfolio manager or its affiliates have an interest). A potential conflict of interest could be viewed as arising if transactions in one fund or investment account closely precede transactions in related securities in a different fund or investment account, such as when a subsequent purchase by the second fund or investment account increases the value of securities that were previously purchased by the first fund or investment account. Conversely, an investment account could benefit at the expense of a registered fund when the portfolio manager first sells certain securities short in an investment account (thus potentially decreasing the price of those securities and increasing the account’s profits), followed by the portfolio manager’s selling the same securities for the registered fund at the potentially lower price. In such a case, the registered fund’s return on the sale would be less than if it had traded ahead of the investment account, and the registered fund’s transaction could further decrease the market value of the securities due to its sale, while increasing the returns of the investment account. The Registrant's trade aggregation policies are designed to ensure that trades are bunched, rather than being handled sequentially, whenever bunching will result in best execution. When trades are done sequentially, the Registrant typically uses an average price to protect clients.

12 (B)

Soft Dollars (only applicable to certain mutual funds) The term “soft dollars” is commonly understood to refer to arrangements where an investment adviser uses client (or fund) brokerage commissions to pay for research and other services to be used by the investment adviser. Section 28(e) of the Securities Exchange Act of 1934 provides a “safe harbor” that permits investment advisers to enter into soft dollar arrangements if the investment adviser determines in good faith that the amount of the commission is reasonable in relation to the value of the brokerage and research services provided. Eligible products and services under Section 28(e) include those that provide lawful and appropriate assistance to the investment adviser in the performance of its investment decision-making responsibilities. Subject to the policy of seeking best execution, Dreyfus-managed funds may execute transactions with brokerage firms that provide research services and products, as defined in Section 28(e). Any and all research products and services received in connection with brokerage commissions will be used to assist the applicable affiliated entity or sub-investment adviser in its investment decision-making responsibilities, as contemplated under Section 28(e). Under certain conditions, higher brokerage commissions may be paid in connection with certain transactions in return for research products and services. The products and services provided under these arrangements permit the Trading Desk to supplement its own research and analysis activities, and provide it with information from individuals and research staffs of many securities firms. Such services and products may include, but are not limited to the following: fundamental research reports (which may discuss, among other things, the value of securities, or the advisability of investing in, purchasing or selling securities, or the availability of securities or the purchasers or sellers of securities, or issuers, industries, economic factors and trends, portfolio strategy and performance); current market data and news; technical and portfolio analyses; economic forecasting and interest rate projections; and historical information on securities and






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12 (B) (continued)

companies. The Trading Desk also may defray the costs of certain services and communication systems that facilitate trade execution (such as on-line quotation systems, direct data feeds from stock exchanges and on-line trading systems with brokerage commissions generated by client transactions) or functions related thereto (such as clearance and settlement). Some of the research products or services received by the Trading Desk may have both a research function and a non-research administrative function (a “mixed use”). If the Trading Desk determines that any research product or service has a mixed use, the Trading Desk will allocate in good faith the cost of such service or product accordingly. The portion of the product or service that the Trading Desk determines will assist it in the investment decision-making process may be paid for in soft dollars. The non-research portion is paid for by the Trading Desk in hard dollars. The Trading Desk generally considers the amount and nature of research, execution and other services provided by brokerage firms, as well as the extent to which such services are relied on, and attempts to allocate a portion of the brokerage business of its clients on the basis of that consideration. Neither the services nor the amount of brokerage given to a particular brokerage firm are made pursuant to any agreement or commitment with any of the selected firms that would bind the Trading Desk to compensate the selected brokerage firm for research provided. The Trading Desk endeavors, but is not legally obligated, to direct sufficient commissions to broker/dealers that have provided it with research and other services to ensure continued receipt of research the Trading Desk believes is useful. Actual commissions received by a brokerage firm may be more or less than the suggested allocations. There may be no correlation between the amount of brokerage commissions generated by a particular fund or client and the indirect benefits received by that fund or client. The affiliated entity or sub-investment adviser may receive a benefit from the research services and products that is not passed on to a fund in the form of a direct monetary benefit. Further, research services and products may be useful to the affiliated entity or sub-investment adviser in providing investment advice to any of the funds or clients it advises. Likewise, information made available to the affiliated entity or sub-investment adviser from brokerage firms effecting securities transactions for a fund may be utilized on behalf of another fund or client. Information so received is in addition to, and not in lieu of, services required to be performed by the affiliated entity or sub-investment adviser and fees are not reduced as a consequence of the receipt of such supplemental information. Although the receipt of such research services does not reduce the normal independent research activities of the affiliated entity or sub-investment adviser, it enables them to avoid the additional expenses that might otherwise be incurred if it were to attempt to develop comparable information through its own staff. The Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) may receive a benefit from the research services and products that is not passed on to a fund in the form of a direct monetary benefit. Further, research services and products may be useful to the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) in providing investment advice to any of the funds or clients it advises. Likewise, information made available to the Registrant (and where applicable, a sub-adviser or Dreyfus affiliate) from brokerage firms effecting securities transactions for a fund may be utilized on behalf of another fund or client. Thus, there may be no correlation between the amount of brokerage commissions generated by a particular fund or client and the indirect benefits received by that fund or client.






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ITEM 12: REVIEW OF ACCOUNTS INVESTMENT OR BROKERAGE DISCRETION (Separate Accounts)

12 Registrant generally has authority to select broker-dealers for which it executes transactions. The primary consideration in placing portfolio transactions with broker-dealers for accounts under the management of Registrant, where placement is discretionary with Registrant, is to obtain executions at the most favorable and reasonable commission rates in relation to the benefits received by the account.

The Registrant attempts to achieve these results by choosing brokers to execute transactions based on (1) the price of the securities which they offer, (2) the value and quality of their services, and (3) their professional capabilities (including use of capital, clearance, and settlement procedures and participation in underwriting and corporate finance issues).

When a trade is placed for more than one advisory client, Registrant may, in its discretion, aggregate orders or block trades when Registrant believes this will result in more favorable execution. All Registrant’s clients may participate in block trades to the extent it is consistent with the accounts’ investment policy, guidelines and restrictions.

Registrant may aggregate transactions for its managed accounts with affiliate managed accounts for which Registrant’s officers are also officers of such affiliates. Registrant may also aggregate trades for its clients with trades for accounts such as retirement plans in which Registrant’s employees are participants or mutual funds in which Registrant’s or related parties’ employees have invested). When trades are aggregated, each account within the block will receive the same price and commission.

If a block order is filled in its entirety, the order will be allocated in accordance with the pre-trade allocation specified. If a block order is partially filled, the order is allocated among the accounts specified on the trade ticket on a pro rata basis in proportion to the intended pre-trade allocation. When trades are aggregated, each account within the block will receive the same price and commission.

Managing performance fee accounts along side standard fee accounts may create potential conflicts of interest for the portfolio managers of such accounts. Any trade for a performance fee account must follow the Registrant’s Trade Allocation Policy which requires pro-rata allocation. Any deviation from this policy is documented and reviewed. Portfolio Managers must also document the rationale when a performance fee account participates in a new issue security that other client accounts do not participate in. The Registrant’s Compliance Department monitors the application of these policies and procedures, including a review of trades for performance fee accounts, any performance dispersion and any documentation on deviations from the Trade Allocation Policy.






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ITEM 13: ADDITIONAL COMPENSATION

13 (A) The Registrant may utilize an affiliated broker to effect certain client transactions. In such circumstances, the affiliate generally will receive commissions or similar compensation for effecting such transactions. The Registrant does not use affiliated broker-dealers for any of its ERISA accounts or for any clients from which it has not received consent to do so.

From time to time, Registrant may enter into agreements with third parties, providing cash compensation to solicitors who secure clients for Registrant. These agreements require that the solicitor meet the disclosure and other requirements of Rule 206(4)-3 under the Investment Advisers Act of 1940 ("Advisers Act"). They generally provide either for compensation equal to a specified percentage of fees received by Registrant from clients referred by the solicitor, or for fixed compensation payable monthly or quarterly. Such agreements with third party solicitors may also include the provision of client servicing by the solicitor for additional compensation. Registrant has also entered into an agreement with MBSC Securities Corporation ("MBSC"), its affiliate, to provide cash compensation for the referral by MBSC of clients to Registrant. This arrangement complies with the relevant disclosure and other provisions of Rule 206(4)-3 of the Advisers Act. Compensation under this arrangement is equal to a specified percentage of the net investment management fees received by Registrant over a three year period.

Registrant may pay a fee to an affiliate (or directly to employees of the affiliate) that has a preexisting relationship with a new client in one of the five other Sectors. For example, the Registrant may pay a referral fee to The Bank of New York Mellon, or an employee of the Bank, if the Bank, as a provider of non-discretionary trust and custody services to the ABC Pension Plan, refers the named fiduciary of the ABC Pension Plan to the Registrant and the Registrant is hired to provide investment management services to the Plan. The fees are based on revenues and may be a one-time payment or paid out over a number of years. In addition, the Registrant has entered into other fee sharing arrangements with its affiliates in connection with clients they refer to the Registrant or its advised mutual funds or other products. These agreements provide that the Registrant will pay the affiliate a fee based on a portion of the investment management fees received by Registrant on the client's assets.

13 (B)

Financial rewards may be paid to Registrant and its employees for referring business (services or products) to other companies owned or controlled by the same parent holding company, and such other companies and their employees may receive financial rewards for referring business to Registrant. The Registrant’s holding company has instituted a company-wide Cross-Sell Plan to reward eligible employees who offer a business lead that results in a sale of certain products or services to existing clients and prospects. The Plan promotes our company’s values of Client Focus, Trust, Teamwork and Outperformance by encouraging the cross-selling of our broad array of services and products throughout the organization to better meet a current or prospective client’s full range of needs for financial products and services, and to expand our customer relationship. The financial incentives may be based on the number of referrals made. Certain types of regulated entities, employees and referrals may be ineligible or subject to restrictions under applicable law or internal procedures governing the earning of such rewards.






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13 (B)

With the exception of the sale of alternative investment products, the Asset Management sales representatives are paid fees for sales into these accounts. The fees are based on revenues and may be a one-time payment or paid out over a number of years. In addition, the sales representatives of Registrant’s affiliates within the Asset Management Sector are paid for intra-sector referrals to their counterparts. Those fees are based on the first year’s revenue for the new business. Sales of any alternative investment products are effected exclusively through a broker-dealer affiliate of the Registrant. Only registered representatives of such broker-dealer receive compensation for sales of alternative investments.

As described in more detail below, Registrant may pay referral fees to affiliates of the Registrant and employees of the affiliates for referrals that result in additional investment management business.

Sales of any alternative investment products are effected exclusively through a broker-dealer affiliate of the Registrant. Only registered representatives of such broker-dealer receive compensation for sales of alternative investments.

Some of Registrant’s clients may retain consulting firms to assist them in selecting investment managers. Some consulting firms provide services to both those who hire investment managers and to investment management firms. Registrant may pay to attend conferences sponsored by consulting firms and/or purchase services from consulting firms where it believes those services will be useful to it in operating its investment management business. Registrant does not pay referral fees to consultants. However, Registrant’s clients and prospective clients should be aware that consulting firms might have business relationships with investment management firms that they recommend to their clients.

ADDITIONAL FORM ADV DISCLOSURES

Summary of Registrant’s Proxy Voting Policy and Procedures Registrant, through its participation on BNYMC’s Proxy Policy Committee (“PPC”), has adopted a Proxy Voting Policy, related procedures, and voting guidelines which are applied to those client accounts over which it has been delegated the authority to vote proxies. In voting proxies, Registrant seeks to act solely in the best financial and economic interest of the applicable client. Registrant will carefully review proposals that would limit shareholder control or could affect the value of a client’s investment. Registrant generally will oppose proposals designed to insulate an issuer’s management unnecessarily from the wishes of a majority of shareholders. Registrant will generally support proposals designed to provide management with short-term insulation from outside influences so as to enable them to bargain effectively with potential suitors and otherwise achieve long-term goals. On questions of social responsibility where economic performance does not appear to be an issue, Registrant will attempt to ensure that management reasonably responds to the social issues. Responsiveness will be measured by management’s efforts to address the proposal including, where appropriate, assessment of the implications of the proposal to the ongoing operations of the company. The PPC will pay particular attention to repeat issues where






(identify) Answer management has failed in its commitment in the intervening period to take actions on issues. Registrant recognizes its duty to vote proxies in the best interests of its clients. Registrant seeks to avoid material conflicts of interest through its participation in the PPC, which applies detailed, pre-determined proxy voting guidelines (the “Voting Guidelines”) in an objective and consistent manner across client accounts, based on internal and external research and recommendations provided by a third party vendor, and without consideration of any client relationship factors. Further, Registrant and its affiliates engage a third party as an independent fiduciary to vote all proxies for BNYMC securities and affiliated mutual fund securities. All proxy voting proposals are reviewed, categorized, analyzed and voted in accordance with the Voting Guidelines. These guidelines are reviewed periodically and updated as necessary to reflect new issues and any changes in our policies on specific issues. Items that can be categorized under the Voting Guidelines will be voted in accordance with any applicable guidelines or referred to the PPC, if the applicable guidelines so require. Proposals for which a guideline has not yet been established, for example, new proposals arising from emerging economic or regulatory issues, are referred to the PPC for discussion and vote. Additionally, the PPC may elect to review any proposal where it has identified a particular issue for special scrutiny in light of new information. With regard to voting proxies of foreign companies, Registrant weighs the cost of voting, and potential inability to sell the securities (which may occur during the voting process) against the benefit of voting the proxies to determine whether or not to vote. In evaluating proposals regarding incentive plans and restricted stock plans, the PPC typically employs a shareholder value transfer model. This model seeks to assess the amount of shareholder equity flowing out of the company to executives as options are exercised. After determining the cost of the plan, the PPC evaluates whether the cost is reasonable based on a number of factors, including industry classification and historical performance information. The PPC generally votes against proposals that permit the repricing or replacement of stock options without shareholder approval or that are silent on repricing and the company has a history of repricing stock options in a manner that the PPC believes is detrimental to shareholders. Registrant will furnish a copy of its Proxy Voting Policy, any related procedures, and its Voting Guidelines to each advisory client upon request. Upon request, Registrant will also disclose to an advisory client the proxy voting history for its account after the shareholder meeting has concluded.

Additional Information on Proxy Voting Policy, Procedures and Guidelines of The Dreyfus Family of Funds and BNY Mellon Funds Trust The Board of each equity fund and taxable fixed income fund in the Dreyfus Family of Funds and the BNY Mellon Funds Trust has delegated to Dreyfus the authority to vote proxies of companies held in the fund’s portfolio. Dreyfus, through its participation on the PPC, applies BNY Mellon’s Proxy Voting Policy, related procedures, and voting guidelines when voting proxies on behalf of the funds.






(identify) Answer Dreyfus recognizes that an investment adviser is a fiduciary that owes its clients, including funds it manages, a duty of utmost good faith and full and fair disclosure of all material facts. An investment adviser’s duty of loyalty requires an adviser to vote proxies in a manner consistent with the best interest of its clients and precludes the adviser from subrogating the clients’ interests to its own. In addition, an investment adviser voting proxies on behalf of a fund must do so in a manner consistent with the best interests of the fund and its shareholders. Information regarding how Dreyfus voted proxies for the funds is available on the Dreyfus Family of Funds’ website at http://www.dreyfus.com and on the Securities and Exchange Commission’s website at http://www.sec.gov on the Company’s Form N-PX filed with the Commission.

Side by Side Management Certain of Registrant’s portfolio managers, in their role as employees of an investment adviser affiliated with the Registrant may be responsible for simultaneously managing hedge funds alongside portfolios of registered investment companies, separate accounts and pooled investment vehicles. The side by side management of these accounts may raise potential conflicts of interest relating to the allocation of investment opportunities and the aggregation and allocation of trades. Moreover, while the Registrant’s portfolio managers generally only manage accounts with similar investment strategies, it is possible, due to varying investment restrictions among other accounts or other reasons, that certain investments could be made for some accounts and not others or conflicting investment positions could be taken among accounts. The Registrant has a fiduciary duty to manage all client accounts in a fair and equitable manner. It strives to provide the best execution of all securities transactions and aggregate and then allocate securities to client accounts in a fair and equitable manner. To accomplish this, Registrant and Registrant’s affiliated investment advisers have developed policies and procedures designed to mitigate and manage the potential conflicts of interest that may arise from side by side management. Administration of these policies and procedures is carried out by the Registrant’s affiliated investment advisers, as applicable.

CONFIDENTIALITY AND SECURITY OFNONPUBLIC PERSONAL INFORMATION

Our internal data security policies restrict access tononpublic personal information to authorizedemployees. We maintain physical, electronic andprocedural safeguards that are designed to complywith federal standards to guard our customers’ non-public personal information. Employees who violateour data security policies are subject to disciplinaryaction, up to and including termination.

(Continued inside)

© 2009 The Bank of New York Mellon Corporation

Protecting Your Privacy(Important Privacy Choices For Consumers)

This notice applies to individual consumers who arecustomers or former customers who obtain or applyfor a financial product or service for personal, family, orhousehold purposes, or have done so in the past, fromany of the businesses listed below. It describes ourpolicies and practices for collecting, disclosing, andsafeguarding “nonpublic personal information,” whichmay include financial or other customer information.

• The Dreyfus Family of Mutual Funds• The General Family of Mutual Funds• Advantage Funds, Inc.• Strategic Funds, Inc.• Dreyfus Service Organization, Inc.• BNY Mellon Funds Trust• The Bank of New York Mellon as Custodian for

Dreyfus retirement plan accounts• MBSC Securities Corporation

This notice replaces all previous notices of ourconsumer privacy policy, and may be amended at anytime. We’ll keep you informed of changes as requiredby law.

RET-PRVINS-1009

INFORMATION WE COLLECTWe collect a variety of nonpublic personal informationabout you, which may include:• Information we receive from you, as provided, for

example, on applications or other forms, such asyour name, address, social security number, assetsand income.

• Information about your transactions with us, ouraffiliates, and others, such as your account balance,payment history, parties to transactions and debitcard usage.

• Other information we receive from affiliates andnonaffiliated third parties, including credit report-ing agencies, such as your creditworthiness andcredit history.

INFORMATION WE DISCLOSEWe may disclose any of the information we collect toour affiliates and to nonaffiliated third parties asdescribed below.

Our affiliates include financial service providers such asbanks, securities broker-dealers, investment advisers,insurance agencies, and transfer agents as well as firmsthat provide technology and other services to us. Wemay disclose information to affiliates as permitted orrequired by law. For example:• We may disclose information for administrative

purposes, such as to process your transactions andservice your accounts.

• We disclose information to our affiliates so thatthey can tell you about their services and productsthat may be of value or interest to you, subject toyour right to opt out as described below.

We may disclose information to third parties that arenot affiliated with us, as required or permitted by law.For example:• We may disclose information to companies that

provide services to us, in order to process transactions and service accounts.

• We may disclose information to companies whoperform marketing services on our behalf, orfinancial institutions with whom we have jointmarketing agreements.

• We may disclose information in response to subpoenas, court orders and other legal processes.

YOUR RIGHT TO RESTRICT INFORMATIONSHARING WITH AFFILIATES

You may tell us not to disclose nonpublic personalinformation about you to our affiliates for the purposeof enabling them to market their products and servicesto you.These affiliates include the following:

• The Bank of New York Mellon• BNY Mellon, N.A.• The Boston Company Asset Management LLC• Boston Safe Deposit Finance Co., Inc.• Dreyfus Service Organization, Inc.• EACM Advisors LLC• G-Trade Services LLC• Ivy Capital Management Corp.• Lockwood Advisors, Inc.• Lockwood Capital Management, Inc.• MBSC Securities Corporation• Pershing LLC• Standish Mellon Asset Management Company LLC• Urdang Securities Management, Inc.

and all other banks or companies whose names include“BNY”,“Mellon” or “Dreyfus.” Your opt-out will alsoapply to banks or other companies that may becomeour affiliates in the future.

Your opt-out will continue to be effective unless anduntil you revoke it. You can notify us of yourpreference by completing and returning the attachedform in the envelope provided. You may notify usabout your privacy preferences at any time bycontacting us at the address provided on the form.

If you invest in mutual funds listed in this publicationthrough a nonaffiliated third party, such as a bank,broker-dealer or financial adviser, you willautomatically be excluded from nonpublic personalinformation sharing with affiliates and you need notreturn the attached Opt-Out Form.

For joint consumer accounts, any one of the jointaccount holders has the right to exercise the optiondescribed above. If you are a joint account holder, yourdecision will also apply to others with whom you jointlyhold accounts. If you have more than one consumeraccount with us, you need only respond once.

SPECIAL NOTICE FOR RESIDENTS OFVERMONT

If our account records show that you live in Vermont,then we will not disclose nonpublic personalinformation about you to our affiliates for the purposeof enabling them to market their products and servicesto you.There is no need for you to opt out to preventthat kind of disclosure.

If you have previously notified us of your privacy preferences, there isno need to return the Opt-Out Form.Your opt-out will continue tobe effective unless and until you revoke it.

✁ PLEASE CUT HERE

OPT-OUT FORM

Exclude me from information sharing with youraffiliates, as described in this document.

Name (please print)

Address Apt. #

City State Zip Code

Last 4 digits of Social Security Number (used toaccess your records)

Detach this form, and mail it back to us at thefollowing address:

The Bank of New York Mellon CorporationP.O. Box 535009Pittsburgh, PA 15253-5009

RET-PRVINS-1009

ADV Part II, Privacy and Proxy Policies All Pages FORM ADV OMB: 3235-0049 UNIFORM APPLICATION FOR...

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