DEF 14A

SCHEDULE 14A

(RULE 14A-101)

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

PROXY STATEMENT PURSUANT TO SECTION 14(A) OF THE SECURITIES

EXCHANGE ACT OF 1934 (AMENDMENT NO. )____)

Filed by the RegistrantsRegistrant [X]

Filed by a Party other than the [_]

Registrant [    ]

Check the appropriate box:

[   ]
[   ]

[X]
[   ]
[   ]
Preliminary Proxy Statement
Confidential, for Use of the Commission Only
(as permitted by Rule 14a-6(e)(2))
Definitive Proxy Statement
Definitive Additional Materials
Soliciting Material Pursuant to Rule 14a-12

[_]       Preliminary Proxy Statement

[_]       Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

[X]       Definitive Proxy Statement

[_]       Definitive Additional Materials

[_]       Soliciting Materials under Rule 14a-12

BNY Mellon Advantage Funds, Inc.
BNY Mellon Appreciation Fund, Inc.
BNY Mellon Index Funds, Inc.
BNY Mellon Investment Funds V, Inc.
BNY Mellon Investment Funds VI
BNY Mellon Midcap Index Fund, Inc
BNY Mellon New Jersey Municipal Bond Fund, Inc.
BNY Mellon New York AMT-Free Municipal Bond Fund
BNY Mellon Opportunistic Municipal Securities Fund
BNY Mellon Research Growth Fund, Inc.
BNY Mellon Stock Index Fund, Inc.
BNY Mellon Variable Investment Fund
BNY Mellon Worldwide Growth Fund, Inc.
General Money Market Fund, Inc.
General Municipal Money Market Funds, Inc.
General New York Municipal Money Market Fund

ADVANTAGE FUNDS, INC.
DREYFUS A BONDS PLUS, INC.
DREYFUS GROWTH AND INCOME FUND, INC.
DREYFUS GROWTH OPPORTUNITY FUND, INC.
DREYFUS INDEX FUNDS, INC.
DREYFUS INSTITUTIONAL MONEY MARKET FUND
DREYFUS INTERNATIONAL FUNDS, INC.
DREYFUS MIDCAP INDEX FUND, INC.
DREYFUS MONEY MARKET INSTRUMENTS, INC.
DREYFUS PREMIER EQUITY FUNDS, INC.
DREYFUS PREMIER MANAGER FUNDS I
DREYFUS PREMIER MANAGER FUNDS II
DREYFUS STOCK INDEX FUND, INC.
DREYFUS VARIABLE INVESTMENT FUND


(Name of RegistrantsRegistrant as Specified in Their Charters)



In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Thanother than the Registrant)



Payment of Filing Fee (Check(check the appropriate box):

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[_]       Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11:

(4) Proposed maximum aggregate value of transaction:

(5) Total Fee Paid:

[_]       Fee paid previously with preliminary materials.

[   ]

Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.


(1)
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Title of each class of securities to which transaction applies:_________________________
Aggregate number of securities to which transaction applies:________________________
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):_________________________
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Fee previously paid with preliminary materials.
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)0- 11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.
(1)
(2)
(3)
(4)
Amount previously paid:____________________________
Form, schedule or registration statement no.:____________
Filing party:______________________________________
Date filed:_______________________________________

The Dreyfus Family

Identify the previous filing by registration statement number, or the Form or Schedule and the date of Funds
200 Park Avenue
its filing.

(1) Amount Previously Paid:

(2) Form, Schedule or Registration Statement No.:

(3) Filing Party:

(4) Date Filed:

THE BNY MELLON FAMILY OF FUNDS

c/o BNY Mellon Investment Adviser, Inc.

240 Greenwich Street

New York, New York 1016610286

1-800-373-9387

www.bnymellonim.com/us

August 14, 2023

Dear Stockholder:Shareholder:

Your Dreyfus fund(s) and certain other funds in The Dreyfusthe BNY Mellon Family of Funds will hold special stockholdershareholder meetings on June 29, 2006. StockholdersOctober 12, 2023 in a virtual meeting format only. Shareholders of each of these funds will be asked to elect Board members of their funds. TheAll but one of the nominees are current Board members of some or all of these funds or, in one instance, a current Board member of other funds in The Dreyfus Family of Funds.funds. The election of additional Board members to your fund is being proposed primarily so as to consolidate the Boards of these funds. Consolidating the Boards of the funds may provide certain administrative efficiencies and potential future cost savings for the funds. The enclosed combined proxy statement describes the nominees’nominees' qualifications and each of their respective current roles overseeing funds in The Dreyfusthe BNY Mellon Family of Funds. Please take the time to read the enclosed materials.

Since the proposal to elect Board members is common to these funds, we have combined the proxy statement to save on fund expenses. If you own shares of more than one of these Dreyfus funds, the combined proxy statement also may save you the time of reading more than one document before you vote. If you own shares of more than one of these Dreyfus funds on the record date for the meeting, please note thateach fund has a separate proxy card. You should vote one proxy card for each fund in which you own shares.

Remember, your vote is extremely important, no matter how large or small your fund holdings. By voting promptly, you can help avoid additional costs that are incurred with follow-up letters and calls.

To vote, you may use any of the following methods:

·By Mail. Please complete, date and sign the enclosed proxy card for each fund in which you own shares and mail it in the enclosed, postage-paid envelope.

·ByOver the Internet. Have your proxy card(s)card available. Go to the website listed on the proxy card. Enter your control number from your proxy card. Follow the instructions on the website.

·By Telephone. Have your proxy card(s)card available. Call the toll-free number listed on the proxy card. Enter your control number from your proxy card. Follow the recorded instructions.

·In PersonAt the Meeting. Any shareholder who attendsYou will not be able to attend the meeting in person, but you may attend the meeting virtually and vote by ballot atover the Internet during the meeting.

The meeting will be conducted over the Internet in a virtual meeting format only. However, if it is determined that the meeting will be held in person, we will make an announcement in the manner discussed in the Notice of Special Meeting of Shareholders.

We encourage you to vote throughover the Internet or by telephone using the number that appears on your proxy card(s). These voting methods will save the funds money because they would not have to pay for return-mail postage. If you later decide to attend the meeting virtually, you may revoke your proxy and vote your shares in person atover the Internet during the meeting. Whichever voting method you choose, please take the time to read the full text of the combined proxy statement before you vote.

Your vote is very important to us. If you have any questions before you vote, please call one of the Dreyfus service representativesFunds' proxy solicitor, Equiniti Fund Solutions, LLC, at 1-800-645-6561.(866) 796-7181. Thank you for your response and for your continued investment with The Dreyfusthe BNY Mellon Family of Funds.

Sincerely,


Stephen E. Canter

Sincerely,

/s/ David DiPetrillo

David DiPetrillo

President

The BNY Mellon Family of Funds

Advantage Funds, Inc.
Dreyfus A Bonds Plus, Inc.
Dreyfus Growth and Income Fund, Inc.
Dreyfus Growth Opportunity Fund, Inc.
Dreyfus Index Funds, Inc.
Dreyfus Institutional Money Market Fund
Dreyfus International Funds, Inc.
Dreyfus MidCap Index Fund, Inc.
Dreyfus Money Market Instruments, Inc.
Dreyfus Premier Equity Funds, Inc.
Dreyfus Premier Manager Funds I
Dreyfus Premier Manager Funds II
Dreyfus Stock Index Fund, Inc.
Dreyfus Variable Investment FundBNY MELLON ADVANTAGE FUNDS, INC.*

_________________

Notice of Special Meetings of Stockholders
To Be Held on June 29, 2006
_________________BNY MELLON APPRECIATION FUND, INC.

BNY MELLON INDEX FUNDS, INC.*

BNY MELLON INVESTMENT FUNDS V, INC.*

BNY MELLON INVESTMENT FUNDS VI*

BNY MELLON MIDCAP INDEX FUND, INC.

BNY MELLON NEW JERSEY MUNICIPAL BOND FUND, INC.

BNY MELLON NEW YORK AMT-FREE MUNICIPAL BOND FUND

BNY MELLON OPPORTUNISTIC MUNICIPAL SECURITIES FUND

BNY MELLON RESEARCH GROWTH FUND, INC.

BNY MELLON STOCK INDEX FUND, INC.

BNY MELLON VARIABLE INVESTMENT FUND*

BNY MELLON WORLDWIDE GROWTH FUND, INC.

GENERAL MONEY MARKET FUND, INC. *

GENERAL MUNICIPAL MONEY MARKET FUNDS, INC.*

GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND*

Notice of Special Meeting of Shareholders

To the Stockholders:Shareholders:

A Special MeetingsMeeting of StockholdersShareholders (each, a "Meeting") of each offund in the funds in The DreyfusBNY Mellon Family of Funds listed above (each, a “Fund” and, collectively, the “Funds”"Fund")* will be held atover the offices of The Dreyfus Corporation, 200 Park Avenue, 7th Floor, New York, New York 10166,Internet in a virtual meeting format only on Thursday, June 29, 2006October 12, 2023 at the time set forth on Schedule 1 to the Proxy Statement,Funds' combined proxy statement. The Meeting is being held for the following purposes:

           1.       To elect Board members to hold office until their successors are duly elected and qualified.

           2.       To transact such other business as may properly come before the meeting, or any adjournment or adjournments thereof.

___________________

*Advantage Funds, Inc., Dreyfus Index Funds, Inc., Dreyfus Institutional Money Market Fund, Dreyfus International Funds, Inc., Dreyfus Money Market Instruments, Inc., Dreyfus Premier Equity Funds, Inc., Dreyfus Premier Manager Funds I, Dreyfus Premier Manager Funds II1.To elect Board members to hold office until their successors are duly elected and Dreyfus Variable Investment Fund are "series" investment companies comprised of separate portfolios, each of which may be deemed a Fund, as applicable, in the Proxy Statement. For a list of the series, see Schedule 1 to the Proxy Statement.qualified.

2.To transact such other business as may properly come before the Meeting, or any adjournments or postponements thereof.

           StockholdersThe Meeting will be held in a virtual meeting format only. You will not be able to attend the Meeting in person, but you may participate over the Internet as described below. However, if it is determined that the Meeting will be held in person, we will make an announcement in the manner noted below.

Shareholders of record atas of the close of business on May 3, 2006August 14, 2023 will be entitled to receive notice of and to vote at the meeting.Meeting.

To participate in the Meeting, you must request the Meeting credentials by emailing attendameeting@equiniti.com. Please include your full name, address, your control number found on your enclosed proxy card, your intent to attend the virtual Meeting and "[Name of Fund]" in the subject line. The Meeting will begin promptly at the time set forth on Schedule 1 to the Funds' combined proxy statement, on Thursday, October 12, 2023. If you hold your shares through an intermediary, such as a bank or broker, you must register in advance of the Meeting. To register, you must submit proof of your proxy power (legal proxy provided by your intermediary) reflecting your Fund holdings along with your name and email address to attendameeting@equiniti.com. You may also forward proof of ownership from your intermediary to attendameeting@equiniti.com. Requests for registration should be received no later than 12:00 p.m., Eastern Time, on Monday, October 9, 2023. You will receive a confirmation email from attendameeting@equiniti.com of your registration and control number that will allow you to vote over the Internet during the Meeting.

If you have any questions after considering the enclosed materials, please call the Funds' proxy solicitor, Equiniti Fund Solutions, LLC, at (866) 796-7181.

PLEASE NOTE: If it is determined that the Meeting will be held in person, instead of virtually, an announcement of the change will be provided by means of a press release, which will be posted on our website https://im.bnymellon.com/us/en/individual/resources/proxy-materials.jsp. We encourage you to check the website prior to the Meeting. An announcement of any change will also be filed with the Securities and Exchange Commission via its EDGAR system.

By Order of the Boards
Michael A. Rosenberg
/s/ James Bitetto
James Bitetto
Secretary
New York, New York
August 14, 2023

________________________________________

New York, New York
May 12, 2006* The Fund is an investment company comprised of separate "series", each of which may be deemed a Fund, as applicable, in the combined proxy statement. For a list of the series, see Schedule 1 to the Funds' combined proxy statement.

WE NEED YOUR PROXY VOTE.

VOTE

A STOCKHOLDERSHAREHOLDER MAY THINK HIS OR HER VOTE IS NOT IMPORTANT, BUT IT ISVITAL. BY LAW, THE MEETING OF STOCKHOLDERSSHAREHOLDERS OF A FUND WILL HAVE TO BE ADJOURNED WITHOUT CONDUCTING ANY BUSINESS IF LESS THAN A QUORUM ELIGIBLE TO VOTE IS REPRESENTED. IN THAT EVENT, THE AFFECTED FUND, AT SHAREHOLDERS' EXPENSE, WOULD CONTINUE TO SOLICIT VOTES IN AN ATTEMPT TO ACHIEVE A QUORUM. CLEARLY, YOUR VOTE COULD BE CRITICAL TO ENABLE THE FUND TO HOLD THE MEETING AS SCHEDULED, SO PLEASE RETURN YOUR PROXY CARD(S) OR OTHERWISE VOTEPROMPTLY. PROMPTLY. YOU AND ALL OTHER STOCKHOLDERSSHAREHOLDERS WILL BENEFIT FROM YOUR COOPERATION.


Advantage Funds, Inc.
Dreyfus A Bonds Plus, Inc.
Dreyfus Growth and Income Fund, Inc.
Dreyfus Growth Opportunity Fund, Inc.
Dreyfus Index Funds, Inc.
Dreyfus Institutional Money Market Fund
Dreyfus International Funds, Inc.
Dreyfus MidCap Index Fund, Inc.
Dreyfus Money Market Instruments, Inc.
Dreyfus Premier Equity Funds, Inc.
Dreyfus Premier Manager Funds I
Dreyfus Premier Manager Funds II
Dreyfus Stock Index Fund, Inc.
Dreyfus Variable Investment FundBNY MELLON ADVANTAGE FUNDS, INC.

COMBINED PROXY STATEMENTBNY MELLON APPRECIATION FUND, INC.

Special Meetings of Stockholders
to be held on Thursday, June 29, 2006BNY MELLON INDEX FUNDS, INC.

BNY MELLON INVESTMENT FUNDS V, INC.

BNY MELLON INVESTMENT FUNDS VI

BNY MELLON MIDCAP INDEX FUND, INC.

BNY MELLON NEW JERSEY MUNICIPAL BOND FUND, INC.

BNY MELLON NEW YORK AMT-FREE MUNICIPAL BOND FUND

BNY MELLON OPPORTUNISTIC MUNICIPAL SECURITIES FUND

BNY MELLON RESEARCH GROWTH FUND, INC.

BNY MELLON STOCK INDEX FUND, INC.

BNY MELLON VARIABLE INVESTMENT FUND

BNY MELLON WORLDWIDE GROWTH FUND, INC.

GENERAL MONEY MARKET FUND, INC.

GENERAL MUNICIPAL MONEY MARKET FUNDS, INC.

GENERAL NEW YORK MUNICIPAL MONEY MARKET FUND

 

COMBINED PROXY STATEMENT
Special Meeting of Shareholders
to be held on Thursday, October 12, 2023

This Proxy Statementcombined proxy statement is furnished in connection with a solicitation of proxies by the Board of Directors/Trustees (the "Board") of each of the respective Boards ofBNY Mellon Advantage Funds, Inc. (“AF”("BNYMAD"), Dreyfus A Bonds Plus, Inc. (“DABP”), Dreyfus Growth and IncomeBNY Mellon Appreciation Fund, Inc. (“DGIF”("BNYMAF"), Dreyfus Growth Opportunity Fund, Inc. (“DGOF”), DreyfusBNY Mellon Index Funds, Inc. (“DIF”("BNYMIF"), Dreyfus Institutional Money Market Fund (“DIMMF”BNY Mellon Investment Funds V, Inc. ("BNYMIF V"), Dreyfus InternationalBNY Mellon Investment Funds Inc. (“DILF”VI ("BNYMIF VI"), Dreyfus MidCapBNY Mellon Midcap Index Fund, Inc. (“DMIF”("BNYMMIF"), Dreyfus Money Market Instruments,BNY Mellon New Jersey Municipal Bond Fund, Inc. (“DMMI”("BNYMNJMBF"), Dreyfus Premier Equity Funds,BNY Mellon New York AMT-Free Municipal Bond Fund ("BNYMNYAFMBF"), BNY Mellon Opportunistic Municipal Securities Fund ("BNYMOMSF"), BNY Mellon Research Growth Fund, Inc. (“DPEF”("BNYMRGF"), Dreyfus Premier Manager Funds I (“DPMFI”), Dreyfus Premier Manager Funds II (“DPMFII”), DreyfusBNY Mellon Stock Index Fund, Inc. (“DSIF”("BNYMSIF") and Dreyfus, BNY Mellon Variable Investment Fund (“DVIF”("BNYMVIF"), BNY Mellon Worldwide Growth Fund, Inc. ("BNYMWGF"), General Money Market Fund, Inc. ("GMMF"), General Municipal Money Market Funds, Inc. ("GMMMF") and General New York Municipal Money Market Fund ("GNYMMMF") (each, a “Fund”"Fund" and, collectively, the “Funds”"Funds") to be used at thea Special Meeting of Stockholders (the “Meeting”Shareholders (each, a "Meeting") of each Fund to be held on Thursday, June 29, 2006October 12, 2023 at the time set forth on Schedule 1 to this Proxy Statement,combined proxy statement, over the Internet in a virtual meeting format only, and at the offices of The Dreyfus Corporation, 200 Park Avenue, 7th Floor, New York, New York 10166,any and all adjournments or postponements thereof, for the purposes set forth in such Notice. Stockholdersthe accompanying Notice of Special Meeting of Shareholders. Shareholders of record atas of the close of business on May 3, 2006August 14, 2023 are entitled to receive notice of and to vote atover the Meeting. StockholdersInternet during the Meeting with respect to their Fund(s). Shareholders will not be able to attend the Meeting in person, but may participate over the Internet as described in the Notice of Special Meeting of Shareholders.

Shareholders are entitled to one vote for each Fund share held and fractional votes for each fractional Fund share held. StockholdersShareholders can vote only on matters affecting the Fund(s) ofin which they are stockholders.hold shares. Shareholders of each Fund will vote as a single class (which includes all series and classes of shares of a Fund) and will vote separately from the shareholders of each other Fund on the election of Board members. If a proposal is approved by shareholders of one Fund and not approved by shareholders of another Fund, the proposal will be implemented only for the Fund that approved the proposal. Therefore, it is essential that shareholders who own shares in more than one Fund complete, date, sign and return each proxy card they receive, or otherwise vote by telephone or over the Internet. Shares represented by executed and unrevoked proxies will be voted in accordance with the specifications made thereon. Unmarked but properly signed and dated proxy cards will be voted "FOR" a proposal . If anythe enclosed form of proxy card is

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executed and returned, itor if you have voted by telephone or over the Internet, your vote nevertheless may be revoked after it is received by anothersending a written notice of revocation to the proxy tabulator at the address listed on the proxy card or by mailing a duly executed proxy card bearing a later date; you may also change your vote by mailing a duly executed proxy card bearing a later date, by calling the toll-free telephone number throughlisted under "To vote by Telephone" on the proxy card or over the Internet or by letter or telegram directedgoing to the relevant Fund, which must indicatewebsite listed on the stockholder’s nameproxy card and account number.following the instructions on the website. To be effective, such revocation or vote change must be received before your prior proxy is exercised at the Meeting. If you hold shares through a bank or other intermediary, please consult your bank or intermediary regarding your ability to revoke voting instructions after such instructions have been provided. In addition, any stockholdershareholder who attends the Meeting in personvirtually may vote by ballot atover the Internet during the Meeting, thereby canceling any proxy previously given.

           Stockholders of each Fund will vote as a single class (which includes all series of a Fund) and will vote separately from the stockholders of each other Fund on the election of Board members. It is essential that stockholders who own shares in more than one Fund complete, date, sign and returneach proxy card they receive.

Information as to the number of shares outstanding and share ownership for each Fund is set forth on Schedule 2 to this Proxy Statement.combined proxy statement.

It is estimated that proxy materials will be mailed to shareholders of record on or about August 28, 2023. To reduce expenses, only one copy of this combined proxy statement will be mailed to certain addresses shared by two or more accounts. If you wish to revoke this arrangement and receive individual copies, you may do so at any time by writing to the address or calling the phone number set forth below. The Fund will begin sending you individual copies promptly after receiving your request.

The principal executive officesoffice of each Fund areis located at 200 Park Avenue,240 Greenwich Street, 18th Floor, New York, New York 10166.10286. Copies of each Fund’sFund's most recent Annual Report to Shareholders and, if applicable, Semi-Annual ReportsReport to Shareholders, are available upon request, without charge, by writing to the Fund at 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144, visiting www.im.bnymellon.com or by calling toll-free 1-800-645-6561.1-800-373-9387.

IMPORTANT NOTICE REGARDING INTERNET

AVAILABILITY OF PROXY MATERIALS

THIS COMBINED PROXY STATEMENT AND COPIES OF THE FUND'S MOST RECENT

ANNUAL REPORT TO SHAREHOLDERS AND, IF APPLICABLE, SEMI-ANNUAL Report TO SHAREHOLDERS ARE AVAILABLE AT

HTTPS://IM.BNYMELLON.COM/US/EN/INDIVIDUAL/RESOURCES/PROXY-MATERIALS.JSP

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PROPOSAL: ELECTION OF BOARD MEMBERSBoard Members

The Nominees. It is proposed that stockholdersshareholders of each Fund consider the election of the individuals listed below (the “Nominees”"Nominees") as Board members of their Fund as indicated. The Nominees were selected and nominated by those members of the present Boards of the relevant Funds who are not “interested persons” of the Funds (“Independent Board members”), as"interested persons" (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”"1940 Act")) of the Funds ("Independent Board Members"). The Nominees, except Michael D. DiLecce, currently serve as Board members of some or all of the Funds or, in the case of Peggy C. Davis,Funds. Mr. DiLecce currently serves as aan Advisory Board member of other funds in The Dreyfus Familysome of the Funds. Some Board members of certain Funds (Joseph S. DiMartino and Peggy C. Davis with respect to each Fund) were previously elected by shareholders and need not be re-elected to the Board of those Funds.Funds ("Continuing Board Members" of such Funds). The election of additional Board members to the Boards of the Funds is being proposed primarily so as to consolidate the Boards of the Funds. Consolidating the Boards of the Funds may provide certain administrative efficiencies and potential future cost savings for the Funds. Each Nominee has consented to being named in this Proxy Statementcombined proxy statement and has agreed to serve as a Board member of the indicated Funds if elected. All of the Nominees and Continuing Board Members are Independent Board Members.

With respect to DABP, DGIF, DGOF, DIMMF, DILF, DMMI, DPEFBNYMAD, BNYMIF, BNYMIF V, BNYMIF VI, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF and DVIF,BNYMVIF, the Nominees for election as Board members of these Funds are: Peggy C. Davis, Joseph S. DiMartino, David P. Feldman, Ehud Houminer, Gloria MessingerFrancine J. Bovich, Michael D. DiLecce, Gina D. France, Joan L. Gulley, and Anne Wexler. Nathan Leventhal. Mses. France and Gulley currently are Board members of these Funds, but have not been previously elected by shareholders of the Funds.

With respect to AF, DIF, DMIF, DPMFI, DPMFIIBNYMAF, BNYMNYAFMBF, BNYMOMSF, BNYMWGF, GMMF, GMMMF and DSIF,GNYMMMF, the Nominees for election as Board members of these Funds are: Peggy C. Davis, James F. HenryFrancine J. Bovich, Michael D. DiLecce, Gina D. France, Joan L. Gulley, and Dr. Martin Peretz.Robin A. Melvin. Mses. Bovich and Melvin currently are Board members of these Funds, but have not been previously elected by shareholders of the Funds.

The persons named as proxies on the enclosedaccompanying proxy card(s) willintend to vote each proxy for the election of the Nominees, unless shareholders specifically indicate on their proxies the desire to withhold authority to vote for any or all of the Nominees is withheld in the proxy.elections to office. Each Nominee elected will serve as an Independent Board memberMember of the respective Fundconsolidated Boards of the Funds commencing, subject to the discretion of the Board, on or about January 1, 2007 (other than those Nominees who are current Independent Board members of such Fund)2024, and until his or her successor is duly elected and qualified. It is not contemplated that any Nominee will be unable to serve as a Board member for any reason, but, if that should occur prior to the Meeting, the proxy holders will vote for such otherBoards reserve the right to substitute another person or persons of their choice as nominee or nomineesnominees.

Board's Oversight Role in Management. Each Board's role in management of the respective Fund is oversight. As is the case with virtually all investment companies (as distinguished from operating companies), service providers to each Fund, primarily BNY Mellon Investment Adviser, Inc., each Fund's investment adviser (the "Investment Adviser" or "BNY Mellon Adviser"), and its affiliates, have responsibility for the day-to-day management of the Fund, which includes responsibility for risk management (including management of investment risk, valuation risk, issuer and counterparty credit risk, compliance risk and operational risk). As part of its oversight, each Board, acting at its scheduled meetings, or the Chairman, acting between Board meetings, regularly interacts with and receives reports from senior personnel of service providers, including senior personnel of the Investment Adviser, the Fund's and the Investment Adviser's Chief Compliance Officer and portfolio management personnel. Each Board's audit committee (which consists of all of the Independent Board Members) meets during its regularly scheduled and special meetings, and between meetings the audit committee chair is available to the Fund's independent registered public accounting firm and the Fund's Chief Financial Officer. Each Board also receives periodic

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presentations from senior personnel of the Investment Adviser or its affiliates regarding risk management generally, as well as periodic presentations regarding specific operational, compliance or investment areas, such as cybersecurity, business continuity, personal trading, valuation, credit and investment research. As warranted, each Board also receives informational reports from counsel to each Fund and each Board's independent legal counsel regarding regulatory compliance and governance matters. Each Board has adopted policies and procedures designed to address certain risks to the Fund. In addition, the Investment Adviser and other service providers to each Fund have adopted a variety of policies, procedures and controls designed to address particular risks to the Fund. Different processes, procedures and controls are employed with respect to different types of risks. However, it is not possible to eliminate all of the risks applicable to each Fund, and the Boards' risk management oversight is subject to inherent limitations.

Board Composition and Leadership Structure. The 1940 Act requires that at least 40% of each Fund's Board Members be Independent Board Members and as such are not affiliated with the Investment Adviser. To rely on certain exemptive rules under the 1940 Act, a majority of each Fund's Board Members must be Independent Board Members, and for certain important matters, such as the Funds’approval of each Fund's investment advisory agreement or transactions with affiliates, the 1940 Act or the rules thereunder require the approval of a majority of the Independent Board members may recommend.Members. Currently, all of each Fund's Board Members, including the Chairman of the Board, are Independent board membersBoard Members. Each Board has determined that its leadership structure, in which the Chairman of investment companies play a critical rolethe Board is not affiliated with the Investment Adviser, is appropriate in overseeing fund operationslight of the specific characteristics and policingcircumstances of each Fund, including, but not limited to: (i) the services that the Investment Adviser and its affiliates provide to the Fund and potential conflicts of interest betweenthat could arise from these relationships; (ii) the fundextent to which the day-to-day operations of each Fund are conducted by Fund officers and employees of the Investment Adviser and its investment adviseraffiliates; and other service providers. The following tables present(iii) each Board's oversight role in management of each Fund.

Information About Each Nominee's and Continuing Board Member's Experience, Qualifications, Attributes or Skills. Nominees for Board Member of each Fund, together with information aboutas to their positions with the current Board members and Nominees, including theirFund, principal occupations and other board memberships and affiliations and when they first became a Board member of a Fund of which theyfor the past five years, are currently a Board member.shown below. The address of each Board member and Nominee is c/o The Dreyfus Corporation, 200 Park Avenue, 8th Flr.,240 Greenwich Street, New York, New York 10166. Information10286. Specific information about the Continuing Board Members of each Fund, information on each Nominee's and Continuing Board member’s and Nominee’sMember's ownership of Fund shares, of the Funds and other relevant information including information about the Funds’ officers, is set forth on Exhibit A to this Proxy Statement.combined proxy statement.

Nominees for all Funds

Name (Age)(Year of Board Member orBirth) of Nominee
Position with Funds (Since)

Principal Occupation
During Past 5 Years

Other Public Company Board
Memberships During Past 5 Years

Francine J. Bovich (1951)

Board Memberships
and AffiliationsMember

BNYMAF (2012)

BNYMNYAFMBF (2012)

BNYMOMSF (2012)

BNYMWGF (2012)

GMMF (2012)

GMMMF (2012)

GNYMMMF (2012)

The Bradley Trusts, private trust funds, Trustee (2011 – Present)

Annaly Capital Management, Inc., a real estate investment trust, Director (2014 – Present)


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Peggy C. Davis (62)

Nominees for all Funds

Name (Year of Birth) of Nominee
Position with Funds (Since)

Principal Occupation
During Past 5 Years

Other Public Company Board
Memberships During Past 5 Years

Michael D. DiLecce (1962)

Advisory Board Member

BNYMAD (2022)

BNYMIF (2022)

BNYMIF V (2022)

BNYMIF VI (2022)

BNYMMIF (2022)

BNYMNJMBF (2022)

BNYMRGF (2022)

BNYMSIF (2022)

BNYMVIF (2022)

Retired since July 2022; Global Asset Management Assurance Leader, Ernst & Young LLP (2015 – 2022); Americas Regional Talent Managing Partner for Ernst & Young's Financial Service Practice (2017 – 2021); Partner, Ernst & Young LLP (1997 – 2022)N/A
Shad Professor of Law,
  New York University School of
  Law (1983 - present)
Writer

Gina D. France (1958)

Board Member

BNYMAD (2019)

BNYMIF (2019)

BNYMIF V (2019)

BNYMIF VI (2019)

BNYMMIF (2019)

BNYMNJMBF (2019)

BNYMRGF (2019)

BNYMSIF (2019)

BNYMVIF (2019)

France Strategic Partners, a strategy and teacheradvisory firm serving corporate clients across the United States, Founder, President and Chief Executive Officer (2003 – Present)

Huntington Bancshares, a bank holding company headquartered in Columbus, Ohio, Director (2016 – Present)

Cedar Fair, L.P., a publicly-traded partnership that owns and operates amusement parks and hotels in the fields
  of evidence, constitutional
  theory, family law, social
  sciencesU.S. and the law, legal
  process and professional
  methodology and training

Board member of 12 funds (26 if elected at the
  Meeting) in The Dreyfus Family of Funds (23
  portfolios and 71 if elected at the Meeting)

Joseph S. DiMartino (62)
Chairman of the Board
    AF (1995)
    DABP (1995)
    DGIF (1995)
    DGOF (1995)
    DIF (1995)
    DIMMF (1995)
    DILF (1995)
    DMIF (1995)
    DMMI (1995)
    DPEF (1995)
    DPMFI (2003)
    DPMFII (2003)
    DSIF (1995)
    DVIF (1995)
Corporate Director and TrusteeThe Muscular Dystrophy Association,Canada, Director
Levcor International, Inc., an apparel fabric
  processor,Director
Century Business Services, (2011 – May 2023)

CBIZ, Inc., a provider of
  outsourcing functions for smallpublic company providing professional business services, products and medium
  size companies,solutions, Director
The Newark Group, a provider of a national
  market of paper recovery facilities,
  paperboard mills and paperboard converting
  plants,Director
Sunair Services Corporation, engages in the
  design, manufacture and sale of high
  frequency systems for long-range voice and
  data communications, as well as provides
  certain outdoor-related services to homes
  and businesses,Director
Board member of 90 funds (before and after
  the Meeting) in The Dreyfus Family of
  Funds (192 portfolios, before and after the
  Meeting) (2015 – Present)


David P. Feldman (66)

Joan L. Gulley (1947)
Board Member
    AF (1996)
    DABP (1994)
    DGIF (1994)
    DGOF (1994)
    DIF (1991)
    DIMMF (1994)
    DILF (1994)
    DMIF (1991)
    DMMI (1994)
    DPEF (1994)
    DPMFI (2003)
    DPMFII (2003)
    DSIF (1989)
    DVIF (1994)

BNYMAD (2017)

BNYMIF (2017)

BNYMIF V (2017)

BNYMIF VI (2017)

BNYMMIF (2017)

BNYMNJMBF (2017)

BNYMRGF (2017)

BNYMSIF (2017)

BNYMVIF (2017)

Corporate Director

Nantucket Atheneum, public library, Chair (June 2018 – June 2021) and Trustee

BBH Mutual Funds Group (11 funds),
Director
The Jeffrey Company, a private investment
  company,Director
QMED, a medical device company,Director
Board member of 22 funds (before (2015 – June 2021)

Orchard Island Club, golf and after
  the Meeting) in The Dreyfus Family of Funds
  (57 portfolios, before and after the Meeting)


James F. Henry (75)
Board Member
    DABP (1976)
    DGIF (1991)
    DGOF (1971)
    DIMMF (1980)
    DILF (1993)
    DMMI (1974)
    DPEF (1968)
    DVIF (1990)
President, The International
  Institute for Conflict
  Prevention and Resolution, a
  non-profit organization
  principally engaged in the
  development of alternatives to
  business litigation (Retired
  2003)
Advisor to The Elaw Forum, a
  consultant on managing
  corporate legal costs
Advisor to John Jay Homestead
  (the restored home of the
  first U.S. Chief Justice)
Individual Trustee of several
  trusts
Board member of 8 funds (14 if elected at the
  Meeting) in The Dreyfus Family of Funds (21
  portfolios and 48 if elected at the Meeting)
Director, advisor and mediator involved in
  several non-profit organizations, primarily
  engaged in domestic and international dispute
  resolution, and historic preservation

Ehud Houminer (65)
Board Member
    AF (1993)
    DIF (1996)
    DMIF (1996)
    DPMFI (2003)
    DPMFII (2003)
    DSIF (1996)
Executive-in-Residence at the
  Columbia Business School,
  Columbia University
Principal of Lear, Yavitz and
  Associates, a management
  consulting firm (1996 - 2001)
Avnet Inc., an electronics distributor,beach club, DirectorGovernor
International Advisory Board to the MBA
  Program School of Management, Ben Gurion
  University,Chairman
Explore Charter School, Brooklyn, NY,
Chairman
Board member of 14 funds (22 if elected at the
  Meeting) in The Dreyfus Family of Funds (37
  portfolios and 59 if elected at the Meeting)

Dr. Paul A. Marks (79)
Board Member
    DABP (1979)
    DGIF (1991)
    DGOF (1979)
    DIMMF (1980)
    DILF (1993)
    DMMI (1979)
    DPEF (1978)
    DVIF (1990)
President, Emeritus (2000-
(2016 – Present) and President (February 2023 – Present)

N/A

5


Additional Nominee for BNYMAD, BNYMIF, BNYMIF V, BNYMIF VI, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF and BNYMVIF

Name (Year of Birth) of Nominee
Position with Funds (Since)

Principal Occupation
During Past 5 Years

Other Public Company Board
Memberships During Past 5 Years

Nathan Leventhal (1943)

Board Member

BNYMAF (1989)

BNYMNYAFMBF (1989)

BNYMOMSF (1989)

BNYMWGF (1989)

GMMF (1989)

GMMMF (1989)

GNYMMMF (1989)

Lincoln Center for the Performing Arts, President and
  Chief Executive Officer of
  Memorial Sloan-Kettering
  Cancer Center (Retired
  1999)Emeritus
(2001 – Present)

Palm Beach Opera, President (2016 – Present)

Pfizer,Movado Group, Inc., a pharmaceuticalpublic company that designs, sources, markets and distributes watches, Director (2003 2020)

Additional Nominee for BNYMAF, BNYMNYAFMBF, BNYMOMSF, BNYMWGF, GMMF, GMMMF and GNYMMMF

Name (Year of Birth) of Nominee
Director-EmeritusPosition with Funds (Since)

Principal Occupation
Lazard Freres &During Past 5 Years

Other Public Company LLC,Board
Memberships During Past 5 Years

Robin A. Melvin (1963)

Board Member

BNYMAD (2012)

BNYMAF (2012)

BNYMIF (2012)

BNYMIF V (2011)

BNYMIF VI (2012)

BNYMMIF (2012)

BNYMNJMBF (2011)

BNYMNYAFMBF (2012)

BNYMOMSF (2012)

BNYMRGF (2012)

BNYMSIF (2012)

BNYMVIF (2012)

BNYMWGF (2012)

GMMF (2012)

GMMMF (2012)

GNYMMMF (2012)

Westover School, a private girls' boarding school in Middlebury, Connecticut, Senior
  AdviserTrustee

Carrot Capital Health Care Ventures, (2019 – June 2023)

Mentor Illinois, a non-profit organization dedicated to increasing the quantity and quality of mentoring services in Illinois, AdviserCo-Chair
Armgo-Start-Up Biotech, (2014 – 2020); Board of DirectorsMember
Nanoviricide, (2013 – 2020)

JDRF, a non-profit juvenile diabetes research foundation, Board DirectorMember
PTC, (June 2021 – June 2022)

HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company, Scientific Advisory BoardTrustee
Board member of 8 funds (before and after the
  Meeting) in The Dreyfus Family of Funds (21
  portfolios, before and after the Meeting)(August 2021 – Present)

Gloria Messinger (76)
Board Member
    AF (1993)
    DIF (1996)
    DMIF (1996)
    DPMFI (2003)
    DPMFII (2003)
    DSIF (1996)
Arbitrator for American
  Arbitration Association and
  National Association of
  Securities Dealers, Inc.
Consultant in Intellectual
  Property
Theater for a New Audience, Inc.,Director
Brooklyn Philharmonic,Director
Board member of 6 funds (14 if elected at the
  Meeting) in The Dreyfus Family of Funds (26
  portfolios and 48 if elected at the Meeting)

Dr. Martin Peretz (66)
Board Member
    DABP (1976)
    DGIF (1991)
    DGOF (1971)
    DIMMF (1980)
    DILF (1993)
    DMMI (1974)
    DPEF (1968)
    DVIF (1990)
Editor-in-Chief of The New
  Republic Magazine
Lecturer in Social Studies at
  Harvard University (1965-2001)
Co-Chairman of TheStreet.com, a
  financial daily on the web
Academy for Liberal Education, an accrediting
  agency for colleges and universities certified
  by the U.S. Department of Education,
Director
Harvard Center for Blood Research,Trustee
Bard College,Trustee
Board of Overseers of YIVO Institute for
  Jewish Research,Chairman
Board member of 8 funds (14 if elected at the
  Meeting) in The Dreyfus Family of Funds (21
  portfolios and 48 if elected at the Meeting)

Anne Wexler (75)
Board Member
    AF (1996)
    DIF (1991)
    DMIF (1991)
    DPMFI (2003)
    DPMFII (2003)
    DSIF (1991)
Chairman of the Wexler & Walker
  Public Policy Associates,
  consultants specializing in
  government relations and
  public affairs
Wilshire Mutual Funds (5 funds),Director
Methanex Corporation, a methanol production
  company,Director
Member of the Council of Foreign Relations
Member of the National Park Foundation
Board member of 14 funds (22 if elected at the
  Meeting) in The Dreyfus Family of Funds (35
  portfolios and 57 if elected at the Meeting)

Each Fund typically pays itsNominee and Continuing Board members its allocated portionMember, with the exception of an annual retainerMses. Bovich, France and Gulley and Mr. DiLecce, has been a fee per meeting attended for the Fund and other funds in The DreyfusBNY Mellon Family of Funds board member for over twenty years. Ms. Bovich has been in the asset management business for 40 years, Ms. France has more than 35 years of strategy, investment banking and reimbursescorporate finance experience and Ms. Gulley was in the asset management business for more than 30 years prior to her retirement in 2014. Mr. DiLecce has over 30 years of experience as an accountant with independent registered public accounting firms. Additional information about each Nominee follows (supplementing the information provided in the table above) that describes some of the specific experiences, qualifications, attributes or skills that each Nominee possesses which the respective Board believes has prepared them to be effective Board Members (this information for the Continuing Board Members is set forth on Exhibit A). Each Board believes that the significance of each Board Member's experience, qualifications, attributes or skills is an individual matter (meaning that experience that is important for one Board Member may not have the same value for another) and that these factors are best evaluated at the Board level, with no single Board Member, or particular factor, being indicative of Board effectiveness. However, each Board believes that Board Members need to have the ability to critically review, evaluate, question and discuss information provided to them, and to interact effectively with Fund management, service providers and counsel, in order to exercise effective business judgment in the performance of their expenses. Withduties; each Board believes that its members satisfy this standard. Experience relevant to having this ability may be achieved through a Board Member's educational background; business or professional training or practice (e.g., medicine, accounting or law); public service or academic positions; experience from service as a board member (including the Board of the Fund) or as an executive of investment funds, public companies or significant private or not-for-profit entities or other organizations; and/or other life experiences. The charter for each Board's nominating committee contains certain other factors considered by the committee in identifying and evaluating potential Independent Board

6

Member nominees. To assist them in evaluating matters under federal and state law, the Board Members are counseled by their independent legal counsel, who participates in Board meetings and interacts with the Investment Adviser and also may benefit from information provided by the Investment Adviser's counsel; counsel to the Funds and to the Boards has significant experience advising funds and fund board members. Each Board and its committees have the ability to engage other experts as appropriate. Each Board evaluates its performance on an annual basis.

Francine J. Bovich – Ms. Bovich currently serves as a Trustee for The Bradley Trusts, private trust funds, and as a Director of Annaly Capital Management, Inc. She is an Emeritus Trustee of Connecticut College, and served as a Trustee from 1986 to 1997. She currently serves as a member of the Investment Committee (formerly, the Investment Sub Committee) for Connecticut College's endowment fund and served as Chair of the Investment Sub Committee until June 2020. From April 1993 until September 2010, Ms. Bovich was a Managing Director at Morgan Stanley Investment Management, holding various positions including Co-Head of Global Tactical Asset Allocation Group, Operations Officer, and Head of the U.S. Institutional Equity Group. Prior to joining Morgan Stanley Investment Management, Ms. Bovich was Principal, Executive Vice President and Senior Portfolio Manager at Westwood Management Corporation, where she worked from 1986 until 1993. From 1980 to 1986, she worked at CitiCorp Investment Management, Inc. as Managing Director and Senior Portfolio Manager. From 1973 to 1980, Ms. Bovich was an Assistant Vice President and Equity Portfolio Manager at Bankers Trust Company. From 1991 to 2005, she served as U.S. Representative to the United Nations Investments Committee, advising a global portfolio of approximately $30 billion.

Michael D. DiLecce – Mr. DiLecce retired as a Partner at the accounting firm of Ernst & Young LLP in June 2022. Mr. DiLecce has substantial accounting, investment management, and executive experience serving firms within the investment management industry. From August 1983 to June 2022, Mr. DiLecce was an auditor at Ernst & Young LLP where he served as Global Assurance Leader of Asset Management and as the audit partner for various investment company complexes. In addition, from July 2017 to June 2021, Mr. DiLecce was the Americas Regional Talent Managing Partner for Ernst & Young's Financial Service practice. He was an Assurance Partner at Ernst & Young LLP from 1997 to 2022. Mr. DiLecce currently serves as an Advisory Board Member of Welsh, Carson, Anderson & Stowe, a private equity firm focusing on investments in technology and healthcare companies.

Gina D. France – Ms. France serves as President and Chief Executive Officer of France Strategic Partners. Before founding France Strategic Partners in 2003, Ms. France was a managing director of Ernst & Young LLP where she led a national client-facing strategy group. She has served as a strategic advisor to over 250 companies throughout the course of her career. Ms. France has more than 35 years of strategy, investment banking and corporate finance experience. Previously, Ms. France was an investment banker with Lehman Brothers in New York and San Francisco. Prior to Lehman Brothers, she served as the international cash manager of Marathon Oil Company. Ms. France has served on several corporate boards including: Huntington Bancshares (investment company oversight committee chair); Cedar Fair, L.P. (audit committee chair); CBIZ, Inc.; Baldwin Wallace University; FirstMerit Corporation (nominating and governance committee chair); Dawn Food Products, Inc.; and Mack Industries. Ms. France served as Director of Cedar Fair, L.P. from 2011 to May 2023 and served as a Trustee of Dance Cleveland, a non-profit, from 2001 to June 2023.

Joan L. GulleyMs. Gulley served in various senior roles at PNC Financial Services Group, Inc. ("PNC") from 1993 until her retirement in 2014, including Chief Executive Officer of PNC Advisors, the wealth management and institutional services business of PNC, from 2002 to 2005, Executive Vice President and Chief Marketing Officer of PNC from 2002 to 2007, and Executive Vice President ("EVP") and Chief Human Resources Officer ("CHRO") of PNC from 2008 until 2014. In her role as EVP and CHRO of PNC, Ms. Gulley was responsible for the oversight of $8 billion in combined pension and 401(k) assets.

7

Ms. Gulley also served as a member of PNC's Executive Committee from 2008 to 2014, where she participated in all key strategic and operational decisions affecting PNC, and was responsible for all staff support to the PNC Board's Personnel and Compensation Committee with respect to AF, DIF, DMIF, DFMFI, DPMFIIexecutive compensation, succession planning, talent management, human resource regulatory matters and DSIF only,diversity. Prior to joining PNC, Ms. Gulley held positions with The Massachusetts Company, a chartered bank and subsidiary of The Travelers Insurance Company, which was acquired by PNC in 1993, and with branches of the Federal Reserve Bank in Boston, Massachusetts and Washington D.C. Ms. Gulley currently serves as a Governor and President of the Orchard Island Club and from 2015 to 2021 served on the Board of Trustees of the Nantucket Atheneum.

Nathan Leventhal – Mr. Leventhal was previously a Commissioner of the New York City Planning Commission. Previously, Mr. Leventhal served in a number of senior positions in New York City Government, including Fiscal Director of the Human Resources Administration and Chief of Staff to Mayor John V. Lindsay, Deputy Mayor to Mayor Ed Koch, and Transition Chairman for both Mayors David Dinkins and Michael Bloomberg. Mr. Leventhal is a former partner in the law firm Poletti Freidin Prashker Feldman & Gartner. Mr. Leventhal is a member of the Budget and Finance Committee of the Town of Southampton in Suffolk County New York. In the not-for-profit sector, Mr. Leventhal serves as President of the Palm Beach Opera and served as President of Lincoln Center for the Performing Arts and Chairman of the Board receives an additional 25%Avery Fisher Artist Program; he is now President Emeritus of such compensation. Emeritus Board members of a Fund are entitled to receive an annual retainer and a per meeting attended fee of one-half the amount paid to them as Board members. For information on the amount of compensation paid to each current Board member by a FundLincoln Center for the Fund’s last fiscal year,Performing Arts.

Robin A. Melvin – From 2014 to 2020, Ms. Melvin served as Co-Chair of Mentor Illinois, a non-profit organization dedicated to increasing the quantity and paid by all fundsquality of mentoring services in The Dreyfus Family of Funds for which such person wasIllinois, and served as a Board member forfrom 2013 to 2020. Ms. Melvin served as Director of the year ended December 31, 2005, see Exhibit ABoisi Family Foundation, a private family foundation that supports organizations serving the needs of youth from disadvantaged circumstances, from 1995 to this Proxy Statement.2012. In that role she also managed the Boisi Family Office, providing the primary interface with all investment managers, legal advisors and other service providers to the family. She has also served in various roles with MENTOR, a national non-profit youth mentoring advocacy organization, including Executive Director of the New York City affiliate, Vice President of the national affiliate network, Vice President of Development, and, immediately prior to her departure, Senior Vice President in charge of strategy. Prior to that, Ms. Melvin was an investment banker with Goldman Sachs Group, Inc. Ms. Melvin served as a Board member of JDRF, a non-profit juvenile diabetes research foundation from June 2021 to June 2022. She also serves as a Trustee of HPS Corporate Lending Fund, a closed-end management investment company regulated as a business development company (August 2021 to present), and served as a Trustee of Westover School, a private girls boarding school in Middlebury, Connecticut from 2019 to June 2023.

Fund Board Committees. Each Fund has a standing audit, nominating, compensation and compensation committee,litigation committees, each of which is comprised of the Fund’sits Independent Board members. For informationMembers, except that Joseph S. DiMartino does not serve on the number of committee meetings held during a Fund’s last fiscal year, see Exhibit A to this Proxy Statement.compensation committees.

The function of each Fund’sthe audit committee (the “Audit Committee”)of each Fund is (1) to (i) oversee the Fund’sFund's accounting and financial reporting processes and the audits of the Fund’sFund's financial statements and (ii)(2) to assist in the Board’sBoard's oversight of the integrity of the Fund’sFund's financial statements, the Fund’sFund's compliance with legal and regulatory requirements and the qualifications, independence and performance of the Fund's independent registered public accounting firm’s qualifications, independencefirm. A copy of each Fund's Audit Committee Charter, which describes the audit committee's purposes, duties and performance.responsibilities, is available at www.im.bnymellon.com. Each Fund's audit committee has determined that at least one Board Member qualifies as an audit committee financial expert under the securities laws and Gina D. France has been designated as the audit committee financial expert for each of BNYMAD, BNYMIF, BNYMIF V, BNYMIF VI, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF and BNYMVIF and Joseph S. DiMartino has been designated as the audit

 

8

committee financial expert for each of BNYMAF, BNYMNYAFMBF, BNYMOMSF, BNYMWGF, GMMF, GMMMF and GNYMMMF.

Each Fund’sFund's nominating committee is composed entirely of the Fund’s Independent Board members and is responsible for selecting and nominating persons as members of the Board for election or appointment by the Board and for election by stockholders.shareholders. In evaluating potential nominees, including any nominees recommended by stockholders,shareholders, the committee takes into consideration variousthe factors listed in the nominating committee charter,each Fund's Nominating Committee Charter and Procedures (the "Nominating Committee Charter"), including character and integrity, and business and professional experience, and whether the committee believes the person has the ability to apply sound and independent business judgment and would act in the interest of the Fund and its shareholders.experience. The nominating committee may consider whether a potential nominee's professional experience, education, skills and other individual qualities and attributes, including gender, race or national origin, would provide beneficial diversity of skills, experience or perspective to the Board's membership and collective attributes. Such considerations will vary based on the Board's existing membership and other factors, such as the strength of a potential nominee's overall qualifications relative to diversity considerations. The committee will consider recommendations for nominees from shareholders submitted to the Secretary of the Fund, c/o The Dreyfus CorporationBNY Mellon Investment Adviser Legal Department, 200 Park Avenue, 8th240 Greenwich Street, 18th Floor, East, New York, New York 10166, which includes10286, and including information regarding the recommended nominee as specified in the nominating committee charter. A copy of the Funds’ nominating committee charterNominating Committee Charter. The Nominating Committee Charter is set forth inattached as Exhibit B to this Proxy Statement.combined proxy statement.

The function of the compensation committee is to establish the appropriate compensation for serving on the Board.

The litigation committee seeks to address any potential conflicts of interest between the Funds and the Investment Adviser in connection with any potential or existing litigation or other legal proceeding relating to securities held by a Fund and held or otherwise deemed to have a beneficial interest held by the Investment Adviser or its affiliate.

Compensation. Each Nominee, except Mr. DiLecce, currently serves as a Board Member of multiple funds in the BNY Mellon Family of Funds. Annual retainer fees and meeting attendance fees are allocated on the basis of net assets, with the Chairman of each Board, Mr. DiMartino, receiving an additional 25% of such compensation. Each Fund reimburses Board Members for travel and out-of-pocket expenses in connection with attending Board or committee meetings. The Funds do not have a bonus, pension, profit-sharing or retirement plan.

The amount of compensation paid to each Nominee by each Fund for its most recent fiscal year and the aggregate amount of compensation paid to each such Nominee by all funds in the BNY Mellon Family of Funds for which the Nominee was a Board Member during 2022, was as follows:

Name of Nominee and Fund
Compensation
from each Fund*
Aggregate Compensation from each Fund and
Fund Complex
Paid to Nominee (**)
Francine J. Bovich
BNYMAF$38,994
BNYMNYAFMBF$4,745
BNYMOMSF$8,630
BNYMWGF$15,973
GMMF$49,131
GMMMF$13,582
GNYMMMF$2,223
$613,000 (53)

9

Name of Nominee and Fund
Compensation
from each Fund*
Aggregate Compensation from each Fund and
Fund Complex
Paid to Nominee (**)
Michael D. DiLecce***
BNYMAD
  (8/31 fiscal year end)N/A
  (10/31 fiscal year end)N/A
BNYMIFN/A
BNYMIF V
  (10/31 fiscal year end)N/A
  (12/31 fiscal year end)$1,404
BNYMIF VI$142
BNYMMIFN/A
BNYMNJMBF$764
BNYMRGF$2,857
BNYMSIF$6,073
BNYMVIF$1,950
$43,750 (24)
Gina D. France
BNYMAD
  (8/31 fiscal year end)$22,574
  (10/31 fiscal year end)$32,136
BNYMIF$33,846
BNYMIF V
  (10/31 fiscal year end)$7,008
  (12/31 fiscal year end)$5,814
BNYMIF VI$2,454
BNYMMIF$16,031
BNYMNJMBF$2,977
BNYMRGF$12,604
BNYMSIF$22,873
BNYMVIF$7,132
$171,000 (24)
Joan L. Gulley
BNYMAD
  (8/31 fiscal year end)$23,960
  (10/31 fiscal year end)$34,098
BNYMIF$35,856
BNYMIF V
  (10/31 fiscal year end)$7,436
  (12/31 fiscal year end)$6,168
BNYMIF VI$2,598
BNYMMIF$16,986
BNYMNJMBF$3,151
BNYMRGF$13,397
BNYMSIF$24,214
BNYMVIF$7,554
$347,000 (42)

10

Name of Nominee and Fund
Compensation
from each Fund*
Aggregate Compensation from each Fund and
Fund Complex
Paid to Nominee (**)
Nathan Leventhal
BNYMAF$38,994
BNYMNYAFMBF$4,742
BNYMOMSF$8,630
BNYMWGF$15,964
GMMF$49,109
GMMMF$13,575
GNYMMMF$2,222
$398,500 (32)
Robin A. Melvin
BNYMAD
  (8/31 fiscal year end)$24,051
  (10/31 fiscal year end)$34,134
BNYMAF$38,994
BNYMIF$35,897
BNYMIF V
  (10/31 fiscal year end)$7,444
 (12/31 fiscal year end)$6,168
BNYMIF VI$2,601
BNYMMIF$17,006
BNYMNJMBF$3,151
BNYMNYAFMBF$4,744
BNYMOMSF$8,630
BNYMRGF$13,397
BNYMSIF$24,214
BNYMVIF$7,554
BNYMWGF$15,973
GMMF$49,131
GMMMF$13,581
GNYMMMF$2,223
$747,500 (74)
_________________________

* Amounts shown do not include expenses reimbursed to Nominees for attending Board meetings. Amounts shown also hasdo not include the costs of office space and related parking, office supplies and secretarial services, which are paid by the Funds (allocated among the funds in the BNY Mellon Family of Funds based on net assets), which, in 2022, for the Funds ranged from $28 to $2,526 ($19,383 for all Funds).

** Represents the number of separate portfolios comprising the investment companies in the fund complex, including the Funds, for which the Nominee served as a standing pricing/evaluation committee comprisedboard member in 2022.

*** Mr. DiLecce became an advisory board member of any one Board member. The function ofBNYMAD, BNYMIF, BNYMIF V, BNYMIF VI, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF and BNYMVIF in October 2022 and receives compensation from the pricing/evaluation committee is to assistfunds for attending board meetings in valuing the Fund’s investments.an advisory role.

Required Vote

For each Fund's most recent fiscal year, the number of Board and committee meetings held and the amount of compensation paid by each Fund to the Continuing Board Members and the aggregate amount of compensation paid by all funds in the BNY Mellon Family of Funds for which each such person was a Board Member in 2022 are set forth on Exhibit A. Certain other information concerning each Fund's Board Members and officers also is set forth on Exhibit A.

11

Required Vote

The election of a Nominee for each Fund requires the affirmative vote of a plurality of votes cast at the MeetingFund's meeting for the election of Board members of the Fund.Members, if a quorum is present.

ADDITIONAL INFORMATION

Selection of Independent Registered Public Accounting Firm

The 1940 Act requires that each Fund’sFund's independent registered public accounting firm (the “independent auditors”"independent auditors" or "auditors") be selected by a majority of the Independent Board membersMembers. The audit committee has direct responsibility for the appointment, compensation, retention and oversight of the Fund. One of the purposes of each Fund’s Audit Committee is to recommend to the Fund’s Board the selection, retention or termination ofFund's independent auditors for the Fund. The Audit Committee of each of DIF, DSIF and DPMFII recommended,auditors. Each Fund's audit committee approved and each such Fund’sFund's Board, including a majority of itsthe Independent Board members, approved, the selection of PricewaterhouseCoopers LLP (“PWC”),Members, ratified and each other Fund’s Audit Committee recommended, and each such Fund’s Board, including a majority of its Independent Board members, approved the selection of Ernst & Young LLP (“Ernst & Young”("EY"), as such Fund’sthe independent auditors for the Fund’s currentrespective Fund's fiscal year. Representativesyear ended in 2023 or 2024, as applicable, at a meeting held on the date set forth for each Fund on Schedule 3 to this combined proxy statement. EY, a major international accounting firm, has acted as independent auditors of Ernst & Youngeach Fund since the Fund's organization.

Independent Registered Public Accounting Firm Fees and PWCServices

The following chart reflects fees billed by EY in each Fund's last two fiscal years. For Service Affiliates (i.e., the Investment Adviser and any entity controlling, controlled by or under common control with the Investment Adviser that provides ongoing services to the relevant Fund), such fees represent only those fees that required pre-approval by the audit committee, except the Aggregate Non-Audit Fees amounts, which include all non-audit fees billed by EY to the Fund and Service Affiliates. All services provided by EY were pre-approved as required.

Fund (Fiscal Year End)1Audit FeesAudit-Related Fees2Tax Fees3All Other FeesFees Paid by Service AffiliatesAggregate Non-Audit Fees Paid by Fund and Service Affiliates
BNYMAD
 (8/31)
$174,265/$142,200$35,400/$28,889$30,622/$19,051$9,941/$19,641$0/$26,949$2,692,122/$2,418,678
BNYMAD
 (10/31)
$200,486/$204,495$62,212/$57,466$19,008/$17,631$857/$405$10,960/$28,369$2,476,929/$2,189,735
BNYMAF
 (12/31)
$34,853/$35,550$10,295/$10,572$5,222/$4,763$12,377/$6,464$6,737/$6,737$3,095,435/$1,803,830
BNYMIF
 (10/31)
$117,206/$119,550$23,536/$24,325$9,985/$14,289$8,789/$4,450$8,220/$20,211$2,476,929/$2,189,735

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Fund (Fiscal Year End)1Audit FeesAudit-Related Fees2Tax Fees3All Other FeesFees Paid by Service AffiliatesAggregate Non-Audit Fees Paid by Fund and Service Affiliates
BNYMIF V
 (10/31)
$82,353/$84,000$18,752/$18,616$10,444/$9,526$330/$179$5,480/$13,474$2,476,929/$2,189,735
BNYMIF V
 (12/31)
$34,853/$35,550$7,080/$7,229$5,222/$4,763$790/$440$6,737/$6,737$3,095,435/$1,803,830
BNYMIF VI
 (11/30)
$42,156/$42,999$12,924/$13,413$5,222/$4,763$4,015/$2,117$6,737/$6,737$2,747,329/$2,144,335
BNYMMIF
 (10/31)
$34,853/$35,550$7,080/$7,538$4,763/$4,763$3,112/$1,501$2,740/$6,737$2,476,929/$2,189,735
BNYMNJMBF
 (12/31)
$35,494/$36,204$11,095/$10,926$3,342/$3,342$3,092/$1,596$8,158/$8,158$3,095,435/$1,803,830
BNYMNYAFMBF
 (11/30)
$35,494/$36,204$10,222/$10,456$3,342/$3,342$1,667/$837$8,158/$8,158$2,747,329/$2,144,335
BNYMOMSF
 (4/30)
$36,204/$36,928$14,550/$14,445$3,342/$3,342$1,352/$1,349$8,158/$8,158$2,423,621/$1,706,473
BNYMRGF
 (2/28(29))
$35,550/$36,261$7,198/$7,188$5,222/$4,763$6,461/$6,534$6,737/$6,737$2,807,909/$1,830,036
BNYMSIF
 (12/31)
$34,853/$35,550$7,080/$7,737$4,763/$4,763$80/$46$2,737/$3,737$3,095,435/$1,803,830
BNYMVIF
 (12/31)
$139,412/$142,200$31,535/$31,395$19,008/$17,631$201/$110$12,369/$16,369$3,095,435/$1,803,830
BNYMWGF
 (10/31)
$47,500/$48,450$9,376/$9,412$5,222/$4,763$4,351/$2,231$2,740/$6,737$2,476,929/$2,189,735
GMMF
 (11/30)
$34,853/$35,550$7,080/$7,732$6,684/$3,342$11,746/$10,309$7,158/$8,158$2,747,329/$2,144,335
GMMMF
 (11/30)
$34,853/$35,550$7,080/$7,234$3,342/$3,342$1,327/$588$7,158/$8,158$2,747,329/$2,144,335
GNYMMMF
 (11/30)
$34,853/$35,550$7,080/$7,077$3,342/$3,342$637/$282$7,158/$8,158$2,747,329/$2,144,335

13

__________________________

1For the respective fiscal years ended in 2021/2022 or 2022/2023, as applicable.
2Services to the Fund consisted of one or more of the following: (i) agreed upon procedures related to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the 1940 Act, (iii) advisory services as to the accounting or disclosure treatment of Fund transactions or events and (iv) advisory services to the accounting or disclosure treatment of the actual or potential impact to the Fund of final or proposed rules, standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Board or other regulatory or standard-setting bodies.
3Services to the Fund consisted of: (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments; and (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.

Audit Committee Pre-Approval Policies and Procedures. Each Fund's audit committee has established policies and procedures (the "Policy") for pre-approval (within specified fee limits) of EY's engagement for audit and non-audit services to the Fund and non-audit services to Service Affiliates without specific case-by-case consideration. The pre-approved services in the Policy can include pre-approved audit services, pre-approved audit-related services, pre-approved tax services and pre-approved all other services. Pre-approval considerations include whether the proposed services are expectedcompatible with maintaining EY's independence. Pre-approvals pursuant to the Policy are considered annually. In addition, proposed services requiring pre-approval but not covered by the Policy are considered from time to time as necessary.

14

Auditor Independence. Each Fund's audit committee has considered whether the provision of non-audit services that were rendered to Service Affiliates that did not require pre-approval is compatible with maintaining EY's independence.

A representative of EY will be present atavailable to join the Meeting, and will have anthe opportunity to make a statement (if the representatives so desire) and will be available to respond to appropriate questions. After reviewing the relevant Fund’s audited financial statements for the Fund’s most recently completed fiscal year, each Fund’s Audit Committee recommended to the Fund’s Board that such statements be included in the Fund’s Annual Report to Stockholders.

           Information regarding the audit and related fees that the independent auditors charged the Funds is set forth in Exhibit A.Service Providers

          The Audit Committee for each Fund considered the compatibility of any non-audit services with the independence of PWC or Ernst & Young LLP, as the case may be.

BNY Mellon Investment Adviser, Distributor and Transfer Agent

           Dreyfus,Inc., located at 200 Park Avenue,240 Greenwich Street, New York, New York 10166,10286, serves as each Fund’sFund's investment adviser.

           Dreyfus ServiceBNY Mellon Securities Corporation, a wholly-owned subsidiary of Dreyfus with principal officesthe Investment Adviser, located at 200 Park Avenue,240 Greenwich Street, New York, New York 10166,10286, serves as the distributor (i.e., principal underwriter) of each Fund’s distributor.Fund's shares.

           Dreyfus Transfer, Inc.The Bank of New York Mellon ("BNY Mellon"), a wholly-owned subsidiaryan affiliate of Dreyfus, 200 Park Avenue,the Investment Adviser, located at 240 Greenwich Street, New York, New York 10166, serves10286, acts as custodian for the assets of each Fund’s transferFund.

BNY Mellon Transfer, Inc., an affiliate of the Investment Adviser, located at 240 Greenwich Street, New York, New York 10286, acts as Transfer Agent, Dividend-Paying Agent and dividend disbursing agent.Registrar for each Fund.

Voting Information

          EachTo vote, you may use any of the following methods:

·By Mail. Please complete, date and sign the enclosed proxy card and mail it in the enclosed, postage-paid envelope.
·Over the Internet. Have your proxy card available. Go to the website listed on the proxy card. Enter your control number from your proxy card. Follow the instructions on the website.
·By Telephone. Have your proxy card available. Call the toll-free number listed on the proxy card. Enter your control number from your proxy card. Follow the recorded instructions.
·At the Meeting. Any shareholder who attends the Meeting virtually may vote over the Internet (see above) during the Meeting.

For each Fund, the shareholders of all series and classes of shares of the Fund will bear its pro rata sharevote together as a single class to elect Nominees and the voting power of the costshares of soliciting proxies based oneach series and class of shares will be counted together in determining the net assetsresults of the Fund. In addition tovoting. Total voting power of a Fund taken as a whole is determined by the usenumber of shares outstanding (including fractional shares) of the mails, proxies may be solicited personally or by telephone, and each Fund may pay persons holding Fund shares in their names or thoseas of their nominees for their expenses in sending soliciting materials to their principals. Certain Funds may retain a proxy solicitor to assist in the solicitation of proxies primarily by contacting stockholders by telephone, which is expected to cost approximately $80,000 plus any out of pocket expenses, such cost to be borne pro rata among such Funds based on their net assets. Authorizations to execute proxies may be obtained by telephonic instructions in accordance with procedures designed to authenticate the stockholder’s identity. In all cases where a telephonic proxy is solicited (as opposed to where the stockholder calls the toll-free number directly to vote), the stockholder will be asked to provide his or her address and social security number (in the case of an individual) or taxpayer identification number (in the case of a non-individual) and to confirm that the stockholder has received the Fund’s proxy statement and proxy card in the mail. Within 72 hours of receiving a stockholder’s telephonic voting instructions, a confirmation will be sent to the stockholder to ensure that the vote has been taken in accordance with the stockholder’s instructions and to provide a telephone number to call immediately if the stockholder’s instructions are not correctly reflected in the confirmation. Record Date.

Shares represented by executed and unrevoked proxies will be voted in accordance with the specifications made thereon, and, if no voting instructions are given, shares will be voted “FOR” the"for" a proposal. Any stockholder giving a proxy may revoke it at any time before it is exercised by submitting to the Fund a written notice of revocation or a subsequently executed proxy, by calling the toll-free telephone number or through the Internet, or by attending the Meeting and voting in person.

If a proxy is properly executed and returned accompanied by instructions to withhold authority to vote or represents a broker “non-vote”"non-vote" (that is, a proxy from a broker or nominee indicating that such person has not received instructions from the beneficial owner or other person entitled to vote shares of a Fund shares on a particular matter with respect to which the broker or nominee does not have a discretionary power) or is marked with an abstention (collectively, “abstentions”), the Fund

15

Fund's shares represented thereby will be considered to be present at the Meeting for purposes of determining the existence of a quorum for the transaction of business. Abstentionsbusiness, but will not constitute a vote "for" a proposal and will have no effect on the result of the vote. However, because the Funds understand that a broker or nominee may exercise discretionary voting power with respect to the proposal to elect Board members, and there are no other proposals expected to come before the Meeting for which a broker or nominee would not have discretionary voting authority, the Funds do not anticipate that there will be any "broker non-votes" at the Meeting.

If you hold shares of a Fund through a broker-dealer or other intermediary that has entered into a service agreement with the Fund or the Fund's distributor, such intermediary may be the record holder of your shares. At the Meeting, an intermediary will vote shares for which it receives instructions from its customers in accordance with those instructions. A signed proxy card or other authorization by a shareholder that does not specify how the shareholder's shares should be voted on the proposal may be deemed to authorize the intermediary to vote such shares in favor of the proposal.proposal to elect Board members. Depending on its policies, applicable law or contractual or other restrictions, an intermediary may be permitted to vote shares with respect to which it has not received voting instructions from its customers. In those cases, the intermediary may, but may not be required to, vote such shares in the same proportion as those shares for which the intermediary has received voting instructions. Because of this practice, a small number of shareholders could determine how a Fund votes, if other shareholders fail to vote.

          If a quorum is not present at the Meeting, the persons named as proxies may propose one or more adjournments of the Meeting to permit further solicitation of proxies.

Shares of Dreyfus Variable Investment FundBNYMSIF and Dreyfus Stock Index Fund, Inc.BNYMVIF have been offered only to separate accounts established by insurance companies (“("Participating Insurance Companies”Companies") to fund variable annuity contracts and variable life insurance policies (collectively referred to as the “Policies”"Policies"). As the owner of all of the assets held in such separate accounts, the Participating Insurance Companies are the record owners of such Fund’sFund's shares. However, pursuant to applicable laws, Fund shares held in a separate account which are attributable to Policies will be voted by the relevant Participating Insurance Company in accordance with instructions received from the holders of the Policies (“Policyowners”("Policyowners"). Participating Insurance Companies have agreed to solicit instructions from Policyowners holding Fund shares in the relevant separate account as of the record date of the Meeting and to vote by proxy the shares at the Meeting according to such instructions. To be effective, voting instructions must be received by Participating Insurance Companies prior to the close of business on June 28, 2006.Tuesday October 10, 2023. Such instructions may be revoked at any time prior to the Meeting either by written notice of revocation or another voting instructions form delivered to the relevant Participating Insurance Company. Participating Insurance Companies will vote by proxy (i) Fund shares as to which no timely instructions are received, (ii) Fund shares owned exclusively by the relevant Participating Insurance Company or its affiliates and (iii) Fund shares held in the separate account representing charges imposed by the relevant Participating Insurance Company against the separate account for or against the relevant proposal in the same proportionproportions as the voting instructions received from Policyowners. Because of this practice, a small number of Policyowners could determine how each such Fund votes, if other Policyowners fail to provide voting instructions. Additional information regarding voting instruction rights is provided in the prospectus or statement of additional information for the Policies.

With respect to BNY Mellon Adviser-sponsored IRAs, the Individual Retirement Custodial Account Agreement governing the IRAs requires BNY Mellon, as the custodian of the IRAs, to vote Fund shares held in such IRAs in accordance with the IRA shareholder's instructions. BNY Mellon will solicit instructions from such IRA shareholders. To be effective, voting instructions must be received prior to the close of business on Tuesday October 10, 2023. However, if no voting instructions are received, BNY Mellon will vote the IRA shares in the same proportions as it votes the shares for which properly conveyed instructions are timely received from other BNY Mellon Adviser-sponsored IRA shareholders. Because of this practice, a small number of shareholders could determine how the Fund votes, if other shareholders fail to vote.

16

The cost of preparing, printing and mailing this combined proxy statement and the attached Notice of Special Meeting of Shareholders and the accompanying proxy card(s), as well as the costs associated with the proxy solicitation, which is estimated to total approximately $1,205,960, will be borne by the Funds. These costs are estimated to range from $6,400 to $213,530 for the Funds and are set forth for each Fund on Schedule 4. Solicitation may be made by officers or employees of BNY Mellon Adviser, or by dealers and their representatives. In addition to the use of the mail, proxies may be solicited personally or by telephone, and the Funds or BNY Mellon Adviser may pay persons holding Fund shares in their names or those of their nominees for their expenses in sending soliciting materials to their principals. The Funds will retain Equiniti Fund Solutions, LLC (the "Proxy Solicitor") to assist in the solicitation of proxies, primarily by contacting shareholders by telephone. The cost of the Proxy Solicitor is estimated to be approximately $31,400, which amount is included in the estimated total expenses listed above.

Authorizations to execute proxies may be obtained by telephonic or electronically transmitted instructions in accordance with procedures designed to authenticate the shareholder's identity. In all cases where a telephonic proxy is solicited (as opposed to where the shareholder calls the toll-free telephone number directly to vote), the shareholder will be asked to provide or confirm certain identifiable information and to confirm that the shareholder has received the Funds' combined proxy statement and proxy card(s). Within 72 hours of receiving such telephonic or electronically transmitted voting instructions from a shareholder, a confirmation will be sent to the shareholder to ensure that the vote has been taken in accordance with the shareholder's instructions and to provide a telephone number to call immediately if the shareholder's instructions are not correctly reflected in the confirmation. Any Fund shareholder giving a proxy by telephone or electronically may revoke it at any time before it is exercised by sending a written notice of revocation to the proxy tabulator at the address listed on the proxy card, by submitting a new proxy to the Fund or by attending the Meeting and voting virtually.

With respect to BNYMAD, BNYMAF, BNYMIF, BNYMIF V, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF, BNYMWGF, GMMF and GMMMF, 33-1/3% of the Fund's shares entitled to vote constitutes a quorum for the transaction of business at the Meeting. With respect to BNYMIF VI, BNYMVIF, BNYMNYAFMBF, BNYMOMSF and GNYMMMF, 30% of the Fund's shares entitled to vote constitutes a quorum for the transaction of business at the Meeting. Virtual attendance at the Meeting shall constitute in person attendance for purposes of calculating a quorum. If a quorum is not present at the Meeting for a Fund, the persons named as proxies may propose one or more adjournments of the Meeting with respect to that Fund to permit further solicitation of proxies. Any adjournment will require the affirmative vote of a majority of those shares represented at the Meeting virtually or by proxy.

OTHER MATTERS

          No Fund’sEach Fund's Board is not aware of any other mattersmatter which may come before the Meeting. However, should any such mattersmatter with respect to one or more Funds properly come before the Meeting, it is the intention of the persons named in the accompanying formforms of proxy to vote the proxy in accordance with their judgment on such matters.matter.

NOTICE TO BANKS, BROKER/DEALERS AND VOTING TRUSTEES
AND THEIR NOMINEESNone of the Funds hold annual meetings of shareholders. Any shareholder proposal for inclusion in a proxy statement for a Fund's next shareholder meeting subsequent to this Meeting, if any, must be received by the Fund's Secretary at the offices of the Fund, 240 Greenwich Street, New York, New York 10286, in a reasonable period of time before the Fund begins to print and mail the proxy materials for such meeting. Under the proxy rules of the Securities and Exchange Commission, shareholder proposals meeting requirements contained in those rules may, under certain conditions, be included in a Fund's proxy materials for a particular meeting of shareholders. One of these conditions relates to the timely receipt by the Fund of any such proposal. The fact that a Fund receives a shareholder proposal in a timely manner does not,

 Please advise

17

however, ensure its inclusion in the appropriate Fund,Fund's proxy materials since there are other requirements in care of Dreyfus Transfer, Inc., P.O. Box 9263, Boston, Massachusetts 02205-8501, whether other persons are the beneficial owners of Fund shares for which proxies are being solicited from you, and, if so, the number of copies of this Proxy Statement and other soliciting material youproxy rules relating to such inclusion.

Shareholders who wish to receive in order to supply copiescommunicate with Board Members should send communications to the beneficial ownersattention of shares.the Secretary of the Fund, c/o BNY Mellon Investment Adviser Legal Department, 240 Greenwich Street, New York, New York 10286, and communications will be directed to the Board Member or Board Members indicated in the communication or, if no Board Member or Board Members are indicated, to the Chairman of the Board.

IT IS IMPORTANT THAT PROXIES BE RETURNED PROMPTLY. THEREFORE, STOCKHOLDERSSHAREHOLDERS WHO DO NOT EXPECT TO ATTEND THE MEETING(S) IN PERSONMEETING VIRTUALLY ARE URGED TO COMPLETE, SIGN, DATE AND RETURNEACH ENCLOSED PROXY CARDCARD(S) IN THE ENCLOSED STAMPED ENVELOPE.ENVELOPE OR OTHERWISE VOTE PROMPTLY.

Dated: May 12, 2006August 14, 2023

18

SCHEDULE 1

The following is a list of times at which each Fund’sFund's meeting will be held. With respect to those Funds that are series funds, the list also identifies each such Fund’s series.

Name of Fund/SeriesTime of Shareholder Meeting
BNY Mellon Advantage Funds, Inc.9:30 a.m.
BNY Mellon Dynamic Total Return Fund

Dreyfus A Bonds Plus, Inc.

Dreyfus Growth and (BNYMDTRF)
BNY Mellon Dynamic Value Fund (BNYMDVF)
BNY Mellon Global Dynamic Bond Income Fund Inc.

Dreyfus Growth Opportunity(BNYMGDBIF)
BNY Mellon Global Real Return Fund Inc.

Dreyfus Institutional Money Market Fund
- - Government Securities Series
- - Money Market Series

Dreyfus International Funds, Inc.
- - Dreyfus Premier Emerging Markets Fund

Dreyfus Money Market Instruments, Inc.
- - Government Securities Series
- - Money Market Series

Dreyfus Premier Equity Funds, Inc.
- - Dreyfus Premier Growth and Income Fund

Dreyfus Variable Investment Fund
- - Appreciation Portfolio
- - Balanced Portfolio
- - Developing Leaders Portfolio
- - Disciplined Stock Portfolio
- - Growth and Income Portfolio
- - International Equity Portfolio
- - International Value Portfolio
- - Limited Term High Yield Portfolio
- - Money Market Portfolio
- - Quality Bond Portfolio
- - Small Company Stock Portfolio
- - Special Value Portfolio

Advantage Funds, Inc.
- - Dreyfus Emerging Leaders Fund
- - Dreyfus Premier International Value Fund
- - Dreyfus(BNYMGRRF)
BNY Mellon Opportunistic Midcap Value Fund
- - Dreyfus (BNYMOMVF)
BNY Mellon Opportunistic Small Company ValueCap Fund
- - Dreyfus Premier Future Leaders Fund
- - Dreyfus Premier Midcap Value Fund
- - Dreyfus Premier Select Midcap Growth Fund
- - Dreyfus Premier Small Company Growth Fund
- - Dreyfus Premier Strategic Value Fund
- - Dreyfus Premier Structured Large Cap Value Fund
- - Dreyfus Premier Structured Midcap Fund
- - Dreyfus Premier (BNYMOSCF)
BNY Mellon Technology Growth Fund
- - Dreyfus Premier Global Alpha (BNYMTGF)
BNY Mellon Appreciation Fund,
- - Dreyfus Premier Total Return Advantage Fund
- - Global Alpha Fund


Dreyfus Premier Manager Funds I
- - Bear Stearns Prime Money Market Fund
- - Dreyfus Premier Alpha Growth Fund
- - Dreyfus Premier Intrinsic Value Fund
- - Dreyfus Premier S&P STARS Fund
- - Dreyfus Premier S&P STARS Opportunities Fund

Dreyfus Premier Manager Funds II
- - Dreyfus Premier Balanced Opportunity Fund
- - Dreyfus Premier Blue Chip Fund
- - Dreyfus Premier Select Fund

Dreyfus Inc.
10:30 a.m.
BNY Mellon Index Funds, Inc.
- - Dreyfus
9:30 a.m.
BNY Mellon International Stock Index Fund
- - Dreyfus (BNYMISIF)
BNY Mellon S&P 500 Index Fund
- - Dreyfus (BNYMS&P)
BNY Mellon Smallcap Stock Index Fund

Dreyfus (BNYMSSIF)
BNY Mellon Investment Funds V, Inc.9:30 a.m.
BNY Mellon Diversified International Fund (BNYMDIF)
BNY Mellon Developed Markets Real Estate Securities Fund (BNYMDMRESF)
BNY Mellon Large Cap Equity Fund (BNYMLCEF)
BNY Mellon Investment Funds VI9:30 a.m.
BNY Mellon Balanced Opportunity Fund (BNYMBOF)
BNY Mellon Midcap Index Fund, Inc.

Dreyfus
9:30 a.m.
BNY Mellon New Jersey Municipal Bond Fund, Inc.9:30 a.m.
BNY Mellon New York AMT-Free Municipal Bond Fund10:30 a.m.
BNY Mellon Opportunistic Municipal Securities Fund10:30 a.m.
BNY Mellon Research Growth Fund, Inc.9:30 a.m.
BNY Mellon Stock Index Fund, Inc.9:30 a.m.
BNY Mellon Variable Investment Fund9:30 a.m.
Appreciation Portfolio (AP)
Opportunistic Small Cap Portfolio (OSCP)
Growth and Income Portfolio (GIP)
Government Money Market Portfolio (GMMP)

S-1


Name of Fund/SeriesTime of StockholderShareholder Meeting

2:00 p.m.

2:00 p.m.

2:00 p.m.

2:00 p.m.



2:00 p.m.


2:00 p.m.



2:00 p.m.


2:00 p.m.













3:00 p.m.

















3:00 p.m.






3:00 p.m.




4:00 p.m.




4:00 p.m.

4:00 p.m.
BNY Mellon Worldwide Growth Fund, Inc.10:30 a.m.
General Money Market Fund, Inc.10:30 a.m.
Dreyfus Money Market Fund (DMMF)
General Municipal Money Market Funds, Inc.10:30 a.m.
Dreyfus National Municipal Money Market Fund (DNMMMF)
General New York Municipal Money Market Fund10:30 a.m.
Dreyfus New York Municipal Money Market Fund (DNYMMMF)

S-2

SCHEDULE 2

PERTAINING TO SHARE OWNERSHIP

Set forth below for each Fund is information as to the number of shares of the Fund outstanding and those stockholdersshareholders, if any, known by the Fund if any, to own of record or beneficially 5% or more of a class of the Fund’sFund's outstanding voting securities (including series thereof) as of AprilJuly 14, 2006. As2023.

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

BNY Mellon Advantage Funds, Inc.   
BNY Mellon Dynamic Total Return Fund (BNYMDTRF)   

BNYMDTRF – Class A

2,019,765.58

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

301,381.0314.92%
 

National Financial Services LLC
For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

295,770.3914.64%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

280,411.3013.88%
 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

248,927.7612.32%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

206,397.2210.22%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

163,657.168.10%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

128,475.156.36%

BNYMDTRF – Class C

330,062.80

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

101,868.1230.86%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

73,915.7022.39%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

51,311.2615.55%

S-3

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

31,522.719.55%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

25,437.427.71%

BNYMDTRF – Class I

5,267,545.72

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

1,278,629.7124.27%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

827,198.8915.70%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

689,920.6513.10%
 

UBS WM USA

Special Custody Account Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

615,166.6011.68%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

373,497.837.09%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

317,180.836.02%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

297,597.075.65%

BNYMDTRF – Class Y

109,785.14

SEI Private Trust Company

C/O Mellon Bank

Attention: Mutual Fund Admin

1 Freedom Valley Drive

Oaks, PA 19456-9989

50,423.4445.93%
 

VOYA Retirement Insurance and

Annuity Company

1 Orange Way

Windsor, CT 06095-4773

29,609.4026.97%
 

National Financial Services LLC

499 Washington Boulevard

Jersey City, NJ 07310

14,300.0413.03%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

8,550.487.79%

S-4

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Empower Financial Services Inc.

8515 East Orchard Road

Greenwood Village, CO 80111

5,852.545.33%
BNY Mellon Dynamic Value Fund (BNYMDVF)   

BNYMDVF – Class A

24,978,189.38

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

2,730,968.7210.93%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

1,334,009.355.34%
 

UMB Bank N/A

FBO Fiduciary For Various

Retirement Programs

1 SW Security Benefit Place

Topeka, KS 66636-1000

1,253,375.665.02%

BNYMDVF – Class C

877,190.11

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

235,180.2926.81%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

167,516.7319.10%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

91,494.9810.43%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

79,788.109.10%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

55,894.666.37%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

54,826.096.25%

BNYMDVF – Class I

42,400,835.88

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

7,657,232.0018.06%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

6,498,046.6315.33%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

3,888,545.069.17%

S-5

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

3,721,840.948.78%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

3,360,277.967.93%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

3,065,415.867.23%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

2,814,133.376.64%
 

UBS WM USA

Special Custody Account Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

2,422,086.905.71%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

2,362,210.195.57%

BNYMDVF – Class Y

6,715,674.95

JP Morgan Securities LLC

For the Exclusive Benefit of Our Customers

4 Chase Metrotech Center

Brooklyn, NY 11245-0003

2,711,650.8440.38%
 

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

1,956,685.2829.14%
 

Peninsula Truck Lines Inc. 401k Retirement Plan

P.O. Box 12765

Overland Park, KS 66282

466,528.036.95%
BNY Mellon Global Dynamic Bond Income Fund (BNYMGDBIF)   

BNYMGDBIF – Class A

656,596.78

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

308,309.7146.96%
 

Charles Schwab Trust Bank Cust

USI Individual Retirement

Arrangement Acct

2423 East Lincoln Drive

Phoenix, AZ 85016-1215

277,904.4442.32%

BNYMGDBIF – Class C

9,745.14

BNY Mellon Corporation

MBC Investments Corporation

301 Bellevue Parkway

Wilmington, DE 19809-3705

7,266.7874.57%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

1,801.0018.48%

S-6

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

BNYMGDBIF – Class I

1,697,227.07

State Street Bank & Trust Company

FBO Various Retirement Plans Transamerica Retirement Solutions

Harrison, NY 10528

539,604.9531.79%
 

Newton Investment Management

North America, LLC

240 Greenwich Street – 6th Floor

New York, NY 10007-2163

461,406.6527.19%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

218,021.4012.85%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

157,836.449.30%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

113,390.546.68%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

86,990.255.13%

BNYMGDBIF – Class Y

9,337,761.01

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

5,474,454.3358.63%
 

BNY Mellon Yield Enhancement

Strategy Fund

BNY Mellon Investment Adviser, Inc.

2 Hanson Place – 11th Floor

Brooklyn, NY 11217-4717

3,515,843.3537.65%
BNY Mellon Global Real Return Fund (BNYMGRRF)   

BNYMGRRF – Class A

2,892,291.32

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

599,092.0620.71%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

395,983.3113.69%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

367,951.2512.72%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

360,880.8412.48%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

266,777.249.22%
 

Michael W. Juster

Tarrytown, NY

211,848.157.32%

S-7

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

155,867.105.39%

BNYMGRRF – Class C

1,702,579.52

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

481,816.3628.30%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

322,210.9818.92%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

212,594.7012.49%
 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

173,104.0710.17%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

127,784.727.51%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

116,590.716.85%

BNYMGRRF – Class I

103,778,730.92

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

39,355,648.4937.92%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

11,264,969.2210.85%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

11,026,005.5810.62%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

6,043,645.695.82%

BNYMGRRF – Class Y

46,147,813.70

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

33,335,543.4672.24%
 

MAC & Co

Attention: Mutual Fund Ops

P.O. Box 3198

Pittsburgh, PA 15230-3198

5,727,016.0212.41%
BNY Mellon Opportunistic Midcap Value Fund (BNYMOMVF)   

S-8

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

BNYMOMVF – Class A

9,666,764.76

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

1,388,739.1914.37%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

688,392.617.12%

BNYMOMVF – Class C

230,032.32

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

66,391.7928.86%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

60,256.9526.19%
 

Stifel Nicolaus & Co Inc.

Exclusive Benefit of Customers

501 N Broadway

Saint Louis, MO 63102-2188

25,306.8911.00%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

21,708.759.44%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

21,242.969.23%

BNYMOMVF – Class I

3,619,391.27

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

1,091,699.7630.16%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

593,585.2816.40%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

322,335.358.91%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

215,806.135.96%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

214,713.805.93%

BNYMOMVF – Class Y

78,376.20

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

32,349.1641.27%
 

Empower Financial Services Inc.

8515 E Orchard Road

Greenwood Village, CO 80111

20,681.1926.39%

S-9

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

National Financial Services LLC

499 Washington Boulevard

Jersey City, NJ 07310-1995

14,260.0718.19%
BNY Mellon Opportunistic Small Cap Fund (BNYMOSCF)   

BNYMOSCF – Investor Shares

7,860,903.05

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

998,073.4012.70%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

793,355.6210.09%

BNYMOSCF – Class I

739,631.68

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

217,412.9929.39%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

134,666.3218.21%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

128,402.8917.36%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

124,540.7116.84%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

42,704.435.77%

BNYMOSCF – Class Y

2,990,511.95

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

2,556,804.2485.50%
 

Empower Trust FBO

Empower Benefit Plans

8515 E Orchard Road

Greenwood Village, CO 80111

419,302.8514.02%
BNY Mellon Technology Growth Fund (BNYMTGF)   

BNYMTGF – Class A

6,350,835.39

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

702,638.9811.06%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

503,506.597.93%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

445,319.367.01%

S-10

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

375,126.225.91%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

375,047.585.91%

BNYMTGF – Class C

121,470.38

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

34,662.2828.54%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

31,260.7425.74%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

15,575.2612.82%
 

JP Morgan Securities LLC

For the Exclusive Benefit of Our Customers

4 Chase Metrotech Center

Brooklyn, NY 11245-0003

12,284.8010.11%
 

Charles Schwab & Co. Inc.

Special Custody Acct

FBO Customers

Attention: Mutual Funds

211 Main St

San Francisco, CA 94105-1905

10,845.938.93%

BNYMTGF – Class I

354,860.17

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

80,062.9022.56%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

37,317.2510.52%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

27,586.277.77%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

22,989.246.48%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

21,854.126.16%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

21,268.695.99%

S-11

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Mid Atlantic Clearing & Settle

1251 Waterfront Place

Suite 510

Pittsburgh, PA 15222

20,844.585.87%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

19,614.095.53%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

19,140.575.39%

BNYMTGF – Class Y

216.64

BNY Mellon Corporation

MBC Investments Corporation

301 Bellevue Parkway

Wilmington, DE 19809-3705

216.64100.00%
BNY Mellon Appreciation Fund, Inc.   

Fund – Investor Shares

41,141,364.47

National Financial Services LLC

499 Washington Boulevard

Jersey City, NJ 07310

6,801,202.7816.53%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

3,637,022.158.84%

Fund – Class I

8,384,520.73

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

1,422,979.9516.97%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

1,179,874.7314.07%
 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

1,066,942.4612.73%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

941,960.9811.23%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

828,030.019.88%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

727,638.888.68%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

594,150.557.09%

S-12

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

580,440.966.92%

Fund – Class Y

4,735,533.45

Edward D Jones & Co

For The Benefit of Customers

12555 Manchester Road

Saint Louis, MO 63131-3710

2,444,619.3151.62%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

792,939.2316.74%
 

National Financial Services LLC

499 Washington Boulevard

Jersey City, NJ 07310-1995

655,224.7913.84%
 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers
Attention: Fund Administration

4800 Deer Lake Drive East 3rd Floor

Jacksonville, FL 32246-6484

419,343.378.86%
 

Matrix Trust Company Cust. FBO

Various Clients

717 17th Street Suite 1300

Denver, CO 80202-3304

250,429.655.29%
BNY Mellon Index Funds, Inc.   
BNY Mellon International Stock Index Fund (BNYMISIF)   

BNYMISIF – Investor Shares

12,139,527.84

VALIC Retirement Services Co.

2929 Allen Parkway A6-20

Houston, TX 77019-7117

4,197,209.6534.57%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

2,932,043.8424.15%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

1,053,397.608.68%

BNYMISIF – Class I

6,133,010.25

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

4,588,391.8774.81%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

508,912.238.30%
 

VALIC Retirement Services Co.

2929 Allen Parkway A6-20

Houston, TX 77019-7117

343,635.045.60%
BNY Mellon S&P 500 Index Fund (BNYMS&P)   

S-13

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

BNYMS&P

41,099,777.25

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

6,259,298.9815.23%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

4,488,645.5310.92%
 

UMB Bank N/A

FBO Fiduciary For Various

Retirement Programs

1 SW Security Benefit Place

Topeka, KS 66636-1000

2,981,080.717.25%
 

VALIC Retirement Services Co.

2929 Allen Parkway A6-20

Houston, TX 77019-7117

2,722,144.036.62%
 

Fidelity Investments Institutional

Operations Co as Agent for

Various Plans

100 Magellan Way

Covington, KY 41015-1999

2,693,993.256.55%
 

Nationwide Life Insurance Company

C/O IPO Portfolio Accounting

P.O. Box 182029

Columbus, OH 43218-2029

2,392,017.255.82%
BNY Mellon Smallcap Stock Index Fund (BNYMSSIF)   

BNYMSSIF – Investor Shares

39,058,371.86

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

12,573,654.9932.19%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

9,467,723.1924.24%
 

VALIC Retirement Services Co.

2929 Allen Parkway A6-20

Houston, TX 77019-7117

2,687,792.336.88%

BNYMSSIF – Class I

9,957,549.10

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

2,281,342.5822.91%
 

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

2,051,305.0620.60%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

1,511,386.9615.18%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

1,036,207.7310.41%

S-14

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

618,986.216.22%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

598,095.176.01%

BNY Mellon Investment

Funds V, Inc.

   
BNY Mellon Diversified International Fund (BNYMDIF)   

BNYMDIF – Class A

608,873.76

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

294,559.1648.38%
 

Charles Schwab Trust Bank Co Cust
Client 401(K) Profit Sharing Plan

2423 East Lincoln Drive

Phoenix, AZ 85016-1215

68,641.4311.27%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

49,987.048.21%
 

Charles Schwab Trust Bank Cust

FBO Various Clients

2423 East Lincoln Drive

Phoenix, AZ 85016-1215

44,179.447.26%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

41,934.196.89%

BNYMDIF – Class C

3,367.39

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

1,957.2558.12%
 

BNY Mellon Corporation

MBC Investments Corporation

301 Bellevue Parkway

Wilmington, DE 19809-3705

772.8022.95%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

562.0616.69%

BNYMDIF – Class I

1,635,037.21

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

492,894.0030.15%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

302,993.6618.53%

S-15

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

250,649.9115.33%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

104,641.866.40%
 

Smithfield Trust Company

20 Stanwix Street

Suite 650

Pittsburgh, PA 15222

97,741.975.98%

BNYMDIF – Class Y

18,151,464.32

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

18,151,345.3799.99%
BNY Mellon Developed Markets Real Estate Securities Fund (BNYMDMRESF)   

BNYMDMRESF – Class A

1,262,922.96

Nationwide Trust Company FSB

C/O IPO Portfolio Accounting

P.O. Box 182029

Columbus, OH 43218-2029

725,569.5457.45%
 

Charles Schwab Trust Bank Cust

FBO Various Clients

2423 East Lincoln Drive

Phoenix, AZ 85016-1215

69,706.955.52%

BNYMDMRESF – Class C

55,090.36

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

22,602.2141.03%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

12,748.4923.14%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

6,089.4511.05%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

5,455.069.90%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

3,600.246.54%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

2,827.735.13%

S-16

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

BNYMDMRESF – Class I

4,935,659.18

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

2,524,560.8351.15%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

1,016,508.4320.60%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

490,732.309.94%

BNYMDMRESF – Class Y

34,191,392.18

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

32,906,119.5796.24%
BNY Mellon Large Cap Equity Fund (BNYMLCEF)   

BNYMLCEF – Class A

941,197.86

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

73,457.167.80%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

71,853.347.63%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

63,763.796.77%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

62,622.416.65%

BNYMLCEF – Class C

21,882.63

The Bank Of New York Mellon Cust

Rollover IRA FBO

Joyce Lipsky Santana

Washington Township, NJ

7,248.8233.13%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

4,665.0721.32%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

3,211.1614.67%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

1,773.368.10%
 

The Bank Of New York Mellon Cust

Rollover IRA FBO

Robert J. Sacca

Accord, NY

1,504.396.87%

BNYMLCEF – Class I

3,692,461.45

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

484,846.2113.13%

S-17

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

428,367.1211.60%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

380,116.1010.29%

BNYMLCEF – Class Y

18,906,599.19

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

18,904,309.5299.99%
BNY Mellon Investment Funds VI   
BNY Mellon Balanced Opportunity Fund (BNYMBOF)   

BNYMBOF – Class A

9,890,194.79

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

1,699,633.4317.19%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

778,779.607.87%

BNYMBOF – Class C

396,198.10

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

144,708.8336.52%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

111,255.8128.08%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

60,533.7415.28%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

22,250.775.62%

BNYMBOF – Class I

520,154.84

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

135,575.0426.06%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

93,914.3018.06%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

45,057.228.66%
 

Southwest Gas Corp Foundation

8360 South Durango Drive

Las Vegas, NV 89113-4444

39,397.987.57%

S-18

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For The Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

31,776.37

 

 

 

6.11%

BNYMBOF – Class J

522,303.76

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

68,878.8813.19%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

32,897.276.30%
 

The Bank Of New York Mellon Cust Rollover IRA FBO

Kim Grimmer

Madison, WI

28,921.665.54%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

26,749.425.12%

BNYMBOF – Class Y

484.75

BNY Mellon Corporation

MBC Investments Corporation

301 Bellevue Parkway

Wilmington, DE 19809-3705

484.75100.00%

BNYMBOF – Class Z

1,355,100.97

Nationwide Life Insurance Company

C/O IPO Portfolio Accounting

P.O. Box 182029

Columbus, OH 43218-2029

175,931.5112.98%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

129,861.119.58%
BNY Mellon Midcap Index Fund, Inc.   

Fund – Investor Shares

45,031,721.97

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

10,405,034.5423.11%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

7,646,115.2216.98%
 

VALIC Retirement Services Co.

2929 Allen Parkway A6-20

Houston, TX 77019-7117

5,793,740.1712.87%

Fund – Class I

10,892,957.72

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

5,561,819.2051.06%

S-19

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

2,330,528.7121.39%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

1,017,373.499.34%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

886,283.148.14%
BNY Mellon New Jersey Municipal Bond Fund, Inc.   

Fund – Class A

21,415,607.86

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

1,265,412.335.91%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

1,078,898.155.04%

Fund – Class C

57,995.68

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

20,957.7236.14%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

19,082.2732.90%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

5,823.8010.04%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

5,236.379.03%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

4,250.707.33%

Fund – Class I

1,694,254.01

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

500,194.2629.52%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

237,044.5113.99%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

189,404.3311.18%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

167,771.509.90%

S-20

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

165,193.519.75%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

139,701.248.25%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

110,507.726.52%

Fund – Class Y

78.31

BNY Mellon Corporation

MBC Investments Corporation

301 Bellevue Parkway

Wilmington, DE 19809-3705

78.31100.00%

Fund – Class Z

6,124,145.48

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

354,992.485.80%
BNY Mellon New York AMT-Free Municipal Bond Fund   

Fund – Class A

14,636,417.65

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

2,454,074.3716.77%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

771,920.795.27%

Fund – Class C

226,714.96

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

90,936.6940.11%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

47,003.3420.73%
 

JP Morgan Securities LLC

For the Exclusive Benefit of Our Customers

4 Chase Metrotech Center

Brooklyn, NY 11245-0003

33,518.9014.78%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

17,017.847.51%
 

Stifel Nicolaus & Co Inc.

Exclusive Benefit of Customers

501 N Broadway

Saint Louis, MO 63102-2188

14,800.896.53%
 

Raymond James

Omnibus for Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

12,266.665.41%

Fund – Class I

2,514,935.72

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

791,257.8231.46%

S-21

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

388,358.1215.44%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

331,535.2113.18%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

243,307.589.67%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

240,279.159.55%

Fund – Class Y

68.49

BNY Mellon Corporation

MBC Investments Corporation

301 Bellevue Parkway

Wilmington, DE 19809-3705

68.49100.00%
BNY Mellon Opportunistic Municipal Securities Fund   

Fund – Class A

12,755,918.21

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

2,189,402.8617.16%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

1,588,739.5112.45%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

1,044,974.768.19%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

698,504.045.48%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

670,438.085.26%

Fund – Class C

333,907.35

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

115,772.6134.67%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

87,747.6326.28%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

37,860.2311.34%

S-22

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

36,592.0910.96%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

21,408.366.41%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

17,026.805.10%

Fund – Class I

15,145,356.52

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

8,114,587.2753.58%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

1,881,222.3712.42%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

1,322,152.168.73%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

1,193,531.467.88%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

964,441.486.37%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

876,398.135.79%

Fund – Class Y

3,146.83

BNY Mellon Corporation

MBC Investments Corporation

301 Bellevue Parkway

Wilmington, DE 19809-3705

3,146.83100.00%

Fund – Class Z

10,934,535.25

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

829,583.817.59%
BNY Mellon Research Growth Fund, Inc.   

Fund – Class A

40,466,969.67

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

4,180,463.7710.33%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

3,358,247.498.30%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

3,338,573.498.25%

S-23

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

2,572,623.466.36%

Fund – Class C

377,399.62

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

54,387.3114.41%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

51,931.9013.76%
 

Reliance Trust Co FBO

National Advisors RR

P.O. Box 78446

Atlanta, GA 30357

48,201.1712.77%
 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

45,572.0512.08%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

42,490.9911.26%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

20,504.475.43%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

19,118.105.07%

Fund – Class I

10,996,429.05

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

2,126,497.6419.34%
 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

1,551,840.7414.11%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

1,454,809.9713.23%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

1,402,476.0712.75%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

737,787.416.71%

S-24

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

737,760.466.71%
 

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

595,244.915.41%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

563,897.375.13%

Fund – Class Y

5,858,408.49

SEI Private Trust

Mutual Fund Administrator

One Freedom Valley Drive

Oaks, PA 19456-9989

2,801,764.7147.82%
 

MAC & Co

C/O The Bank of New York Mellon

500 Grant Street

Pittsburgh, PA 15258

1,595,195.0027.23%
 

Merrill Lynch, Pierce, Fenner & Smith Incorporated
For the Sole Benefit of its Customers

Attention Fund Administration

4800 Deer Lake Drive East- 3rd Floor

Jacksonville, FL 32246-6484

1,167,508.7819.93%

Fund – Class Z

35,161,751.48

NONE  
BNY Mellon Stock Index Fund, Inc.   

Fund – Initial Shares

42,353,133.70

Nationwide Life Insurance Company

C/O IPO Portfolio Accounting

P.O. Box 182029

Columbus, OH 43218-2029

27,488,027.0564.90%
 

American Fidelity SECS Inc.

9000 Cameron Parkway

Oklahoma City. OK 73114

4,145,369.219.79%
 

Delaware Life Insurance Company

Attention: Revenue Sharing

1601 Trapelo Road

Suite 30

Waltham, MA 02451

2,342,638.975.53%

Fund – Service Shares

870,799.87

Annuity Investors Life Insurance Co.

Attention: Variable Annuity Department

P.O. Box 5423

Cincinnati, OH 45201-5423

431,319.9449.53%
 

Symetra Life Insurance Co.

Attention: RS Accounting

P.O. Box 305156

Nashville, TN 37230-5156

277,339.2631.85%
 

Transamerica Life Insurance Co.

4333 Edgewood Road NE

Cedar Rapids, IA 52499-0001

114,646.5313.17%
BNY Mellon Variable Investment Fund   

S-25

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

Appreciation Portfolio (AP)   

AP – Initial Shares

4,748,046.50

Transamerica Life Insurance Co.

4333 Edgewood Road NE

Cedar Rapids, IA 52499-0001

1,484,132.5031.26%
 

Transamerica Financial Life

4333 Edgewood Road NE

Cedar Rapids, IA 52499-0001

507,296.9610.68%
 

Annuity Investors Life Insurance Co.

Attention: Variable Annuity Department

P.O. Box 5423

Cincinnati, OH 45201-5423

392,312.408.26%
 

Great West Life & Annuity

8515 East Orchid Road Mail Stop 2T2

Englewood, CO 80111

329,770.806.95%
 

Farm Bureau Life Insurance Co.

5400 University Avenue

West Des Moines, IA 50266-5950

289,343.356.09%
 

Kansas City Life Insurance Co.

P.O. Box 219139

Kansas City, MO 64121-9139

285,511.826.01%

AP – Service Shares

1,241,071.77

Ohio National Life Insurance Co.

P.O. Box 237

One Financial Way (45242)

Cincinnati, OH 45201-0237

645,551.1052.02%
 

Pacific Life Insurance Company

700 Newport Center Drive

Newport Beach, CA 92660

196,614.9915.84%
 

Security Distributors, Inc.

FBO SBL Advisor Designs -NAVISYS

Unbundled Variable

1 SW Security Benefit Place

Topeka, KS 66636-1000

177,046.7614.27%
 

Principal SEC Inc. (Retirement) Life Insurance Attn: Broker Dealer Services

P.O. Box 14597

Des Moines, IA 50306-3597

108,158.008.71%
Government Money Market Portfolio (GMMP)   

GMMP

287,964,348.39

Lombard International Life

Assurance Company

One Liberty Place

1650 Market Street – 8th Floor

Philadelphia, PA 19103-7323

222,822,574.1677.38%
 

Transamerica Life Insurance Co.

4333 Edgewood Road NE

Cedar Rapids, IA 52499-0001

31,010,695.3110.77%
Growth and Income Portfolio (GIP)   

GIP – Initial Shares

3,004,845.46

Transamerica Life Insurance Co.

4333 Edgewood Road NE

Cedar Rapids, IA 52499-0001

1,164,201.6038.74%

S-26

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Nationwide Life Insurance Company

C/O IPO Portfolio Accounting

P.O. Box 182029

Columbus, OH 43218-2029

576,369.4919.18%
 

Transamerica Financial Life

4333 Edgewood Road NE

Cedar Rapids, IA 52499-0001

382,953.6812.74%
 

Modern Woodmen

Product Valuation

5801 SW 6th Avenue

Topeka, KS 66636-1001

221,969.817.39%
 

Protective Life Insurance Co

2801 Highway 280 South

Birmingham, AL 35223

213,478.697.10%
 

Annuity Investors Life Insurance Co.

Attention: Variable Annuity Department

P.O. Box 5423

Cincinnati, OH 45201-5423

162,058.075.39%

GIP – Service Shares

134,957.08

Transamerica Life Insurance Co.

Separate Account VA-2L

4333 Edgewood Road NE MS 4410

Cedar Rapids, IA 52499-0001

119,526.0188.57%
 

Transamerica Life Insurance Co.

Separate Account VA-2LNY

4333 Edgewood Road NE MS 4410

Cedar Rapids, IA 52499-0001

15,431.0711.43%
Opportunistic Small Cap Portfolio (OSCP)   

OSCP – Initial Shares

6,527,173.34

American Fidelity SECS Inc.

9000 Cameron Parkway

Oklahoma City, OK 73114

2,835,450.9343.44%
 

Nationwide Life Insurance Company

C/O IPO Portfolio Accounting

P.O. Box 182029

Columbus, OH 43218-2029

750,693.1411.50%
 

American General Life Insurance Co.

2727A Allen Parkway

Houston, TX 77019-2116

619,939.879.50%
 

Modern Woodmen

Product Valuation

5801 Southwest 6th Avenue

Topeka, KS 66636-1001

557,370.828.54%
 

Transamerica Life Insurance Co.

4333 Edgewood Road NE

Cedar Rapids, IA 52499-0001

493,624.227.56%

OSCP – Service Shares

477,311.26

Farmers New World Life Insurance Co.

Separate Accounts

3120 139th Avenue SE

Suite 300

Bellevue, WA 98007

288,068.1760.35%

S-27

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Principal SEC Inc. (Retirement)

Attention: Broker Dealer Services

P.O. Box 14597

Des Moines, IA 50306-3597

128,478.4826.92%
 

Transamerica Life Insurance Co.

Separate Account VA-2L

4333 Edgewood Road NE MS 4410

Cedar Rapids, IA 52499-0001

39,922.978.36%
BNY Mellon Worldwide Growth Fund, Inc.   

Fund – Class A

9,480,502.82

Merrill Lynch, Pierce, Fenner & Smith, Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East 3rd Floor

Jacksonville, FL 32246-6484

1,150,178.8812.13%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

883,860.149.32%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

616,190.996.50%
 

LPL Financial Corporation

4707 Executive Drive

San Diego, CA 92121-3091

601,335.746.34%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

585,532.396.18%
 

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

580,710.126.13%
 

Charles Schwab & Company Inc.

211 Main Street

San Francisco, CA 94105

489,008.435.16%

Fund – Class C

406,760.94

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

198,385.8548.77%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

37,351.839.18%
 

Stifel Nicolaus & Co Inc.

Exclusive Benefit of Customers

501 N Broadway

Saint Louis, MO 63102-2188

32,629.658.02%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

25,940.776.38%

S-28

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

American Enterprise Investment Services
707 Second Avenue South

Minneapolis, MN 55402-2405

20,764.465.10%
 

Raymond James

Omnibus For Mutual Funds

880 Carillon Parkway

Saint Petersburg, FL 33716-1102

20,686.375.09%

Fund – Class I

5,881,191.68

State Street Bank & Trust As Trustee

FBO Westinghouse Electric Company

Savings Plan

801 Pennsylvania Avenue

Kansas City, MO 64105-1307

883,008.7415.01%
 

Morgan Stanley Smith Barney LLC

For the Exclusive Benefit of its Customers

1 New York Plaza 12th Floor

New York, NY 10004-1901

726,408.8112.35%
 

National Financial Services LLC For Exclusive Benefit of Our Customers

Attention: Mutual Funds Department 4th Floor

499 Washington Boulevard

Jersey City, NJ 07310-1995

670,417.6911.40%
 

Pershing LLC

P.O. Box 2052

Jersey City, NJ 07303-2052

586,346.839.97%
 

American Enterprise Investment Services

707 Second Avenue South

Minneapolis, MN 55402-2405

553,986.979.42%
 

LPL Financial

4707 Executive Drive

San Diego, CA 92121-3091

442,891.40

 

7.53%
 

Merrill Lynch, Pierce, Fenner & Smith, Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East 3rd Floor

Jacksonville, FL 32246-6484

373,510.286.35%

Fund – Class Y

853,361.78

Edward D. Jones & Co.

For The Benefit of Customers

12555 Manchester Road

Saint Louis, MO 63131-3710

497,145.5058.26%
 

Merrill Lynch, Pierce, Fenner & Smith, Incorporated
For the Sole Benefit of its Customers

Attention: Fund Administration

4800 Deer Lake Drive East - 3rd Floor

Jacksonville, FL 32246-6484

80,117.159.39%
 

Centennial Bank Trust

P.O. Box 7514

Jonesboro, AR 72403

72,869.778.54%
 

Fidelity Investments Institutional

Operations Co as Agent for

Various Plans

100 Magellan Way

Covington, KY 41015-1999

61,695.937.23%

S-29

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

 

Empower Financial Services Inc.

8515 E Orchard Road

Greenwood Village, CO 80111

45,090.445.28%
General Money Market Fund, Inc.   
Dreyfus Money Market Fund (DMMF)   

DMMF – Premier Shares

260,164,929.03

Manufacturers & Traders Trust Co

1 M&T Plaza

Buffalo, NY 14203-2399

143,496,679.2755.16%
 

Pershing LLC

Attn Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

77,213,577.4129.68%

DMMF – Service Shares

1,314,688,629.19

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0002

1,268,056,524.5296.45%

DMMF – Wealth Shares

690,390,732.66

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

194,968,664.8328.24%
General Municipal Money Market Funds, Inc.   
Dreyfus National Municipal Money Market Fund (DNMMMF)   

DNMMMF

– Premier Shares

50,167,974.17

Wells Fargo Clearing Services

2801 Market Street

Saint Louis, MO 63103-2523

35,302,218.9270.37%
 

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

4,099,789.238.17%
 

Gary Schwartz &

Lynn Schwartz

Hanover, NH

2,927,673.595.84%
 

Don H Rimsky

Ardsley On Hudson, NY

2,884,306.295.75%
 

Maril & Co FBO 8M

C/O Reliance Trust Co WI

4900 W Brown Deer Road

Milwaukee, WI 53223-2422

2,737,417.665.46%

DNMMMF

– Service Shares

159,296,693.74

Janney Montgomery Scott LLC

1717 Arch Street

Philadelphia, PA 19103-2713

103,082,541.0564.71%
 

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

52,497,674.3332.96%

S-30

Name of Fund/Series/Class and Number of Shares Outstanding

Name and Address of
Beneficial Owner

Number of Shares Owned

Percent of Shares Held

DNMMMF

– Wealth Shares

477,646,775.77

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

388,527,848.9281.34%
General New York Municipal Money Market Fund   
Dreyfus New York Municipal Money Market Fund (DNYMMMF)   

DNYMMMF

– Premier Shares

22,243,963.02

UBS WM USA

Special Custody Account

Exclusive Benefit of Customers

1000 Harbor Boulevard

Weehawken, NJ 07086-6761

12,743,327.9957.29%
 

Mitchell S. Bernard &

Adrienne W Bernard

New York, NY

5,108,257.3322.96%
 

John T Griffin &

Gail Griffin

New City, NY

2,108,797.239.48%
 

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

2,071,099.979.31%

DNYMMMF

– Service Shares

9,234,649.09

BNY Mellon N.A.

FBO Bank Custody Solution

1 Pershing Plaza

Jersey City, NJ 07399-0001

5,112,548.2755.36%
 

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

4,062,514.2743.99%

DNYMMMF

– Wealth Shares

92,077,115.58

Pershing LLC

Attention: Cash Management Department

1 Pershing Plaza

Jersey City, NJ 07399-0001

31,176,173.0033.86%
 

Larry A Wohl

New York, NY

15,922,793.2217.29%

S-31

SCHEDULE 3



Name of Fund/Series



Date of Audit Committee and Board Meeting to Approve/Ratify EY

BNY Mellon Advantage Funds, Inc.
BNYMDVF07/25/23
BNYMOMVF07/25/23
BNYMOSCF07/25/23
BNYMTGF07/25/23
BNYMDTRF11/15/2022
BNYMGDBIF11/15/2022
BNYMGRRF11/15/2022
BNY Mellon Index Funds, Inc.
BNYMISIF11/15/2022
BNYMS&P11/15/2022
BNYMSSIF11/15/2022
BNY Mellon Investment Funds V, Inc.
BNYMDIF11/15/2022
BNYMDMRESF11/15/2022
BNYMLCEF11/15/2022
BNY Mellon Investment Funds VI
BNYMBOF11/15/2022
BNY Mellon Midcap Index Fund, Inc.11/15/2022
BNY Mellon New Jersey Municipal Bond Fund, Inc.11/15/2022
BNY Mellon Research Growth Fund, Inc.03/14/2023
BNY Mellon Stock Index Fund, Inc.11/15/2022
BNY Mellon Variable Investment Fund
AP11/15/2022
GMMP11/15/2022
GIP11/15/2022
OSCP11/15/2022
BNY Mellon Appreciation Fund, Inc.11/16/2022
BNY Mellon New York AMT-Free Municipal Bond Fund11/16/2022
BNY Mellon Opportunistic Municipal Securities Fund03/16/2023
BNY Mellon Worldwide Growth Fund, Inc.11/16/2022
General Money Market Fund, Inc.
DMMF11/16/2022
General Municipal Money Market Funds, Inc.
DNMMMF11/16/2022
General New York Municipal Money Market Fund
DNYMMMF11/16/2022

S-32

SCHEDULE 4

The following is the estimated cost of April 14, 2006, each Fund’s current Board memberspreparing, printing, and officers,mailing this combined proxy statement and the attached Notice of Special Meeting of Shareholders and the accompanying proxy card(s), as a group, owned less than 1% ofwell as the Fund’s outstanding shares.costs associated with the proxy solicitation.

Cost
Name of Fund/Series
BNY Mellon Advantage Funds, Inc.
BNYMDVF$137,080
BNYMOMVF$20,835
BNYMOSCF$16,970
BNYMTGF$24,580
BNYMDTRF$13,810
BNYMGDBIF$6,400
BNYMGRRF$213,530
BNY Mellon Index Funds, Inc.
BNYMISIF$25,780
BNYMS&P$50,995
BNYMSSIF$77,980
BNY Mellon Investment Funds V, Inc.
BNYMDIF$9,490
BNYMDMRESF$28,470
BNYMLCEF$10,300
BNY Mellon Investment Funds VI
BNYMBOF$15,870
BNY Mellon Midcap Index Fund, and
Number of Shares
OutstandingInc.


Name and Address of Stockholder$64,620
BNY Mellon New Jersey Municipal Bond Fund, Inc.
Amount of
Shares Held$8,900
BNY Mellon Research Growth Fund, Inc.
Percentage of
Shares Held$54,680
BNY Mellon Stock Index Fund, Inc.$11,200
BNY Mellon Variable Investment Fund
AP$21,590
GMMP$50,950
GIP$15,585
OSCP$24,675
BNY Mellon Appreciation Fund, Inc.$86,880

S-33

AF

152,094,272.858
NFS LLC FEBO
NFS/FMTC IRA
FBO Homer J. Tidwell
1926 Castleman Drive
Nashville, TN 37215-3902

Merrill Lynch, Pierce, Fenner
  & Smith Incorporated
  for the Sole Benefit of its
  Customers
4800 Deer Lake Drive East, Floor 3
Jacksonville, FL 32246-6484

The Vanguard Fiduciary Trust
  Company
P.O. Box 2600
Valley Forge, PA 19482-2600

Charles Schwab & Co., Inc.
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4151
16,996,646.009





9,649,170.270






8,391,422.092




9,203,022.441
11.18%





  6.34%






  5.52%




  6.05%

DABP

25,089,556.458
Cost
Nationwide Variable Account
P.O. Box 182029
Columbus, OH 43218-2029

The Guardian Insurance &
  Annuity Company, Inc.
c/o Equity Accounting
3900 Burgess Place
Bethlehem, PA 18017-9097

Charles Schwab & Co., Inc.
Reinvest Account
101 Montgomery Street # Dept
San Francisco, CA 94104-4151
2,670,394.826



2,414,091.377





1,677,540.979
10.64%



  9.62%





  6.69%Name of Fund/Series

DIF

152,094,272.858
Fidelity Investments Institutional
  Operations Company, Inc., as
Agent for Shire
  Pharmaceuticals Inc.
100 Magellan Way (KW1C)
Covington, KY 41015-1987

NFS LLC FEBO Elizabeth Franks
97 Union Street
Bristol, RI 02809-2117

Nationwide Life Insurance
Nationwide GPVA
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029

AIG Federal Savings Bank TTEE
FBO Victoria County 457 Deferred
  Compensation Plan
2929 Allen Parkway #L3-00
Houston, TX 77019-7104

Charles Schwab & Co., Inc.
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4151
20,580,758.662






8,879,357.124



10,099,276.126





16,462,581.748





24,537,446.005
14.05%






  6.06%



  6.89%





11.24%





16.75%

DIMMF

490,797,883.837
Hare & Co.
c/o Bank of New York
Short Term Investment Funds
111 Sanderscreek Parkway,
  2nd Floor
E. Syracuse, NY 13057-1382

Robert W. Baird & Co.
Omnibus Account for the Exclusive
  Benefit of Customers
P.O. Box 672
Milwaukee, WI 53201-0672
399,013,933.240






27,013,157.400
81.30%






  5.50%

DILF

63,572,706.157
NFS LLC FEBO FMT CO CUST
  IRA
FBO Matthew C. Patrick
P.O. Box 3203
Waquoit, MA 02536-3203

Citigroup Global Markets Inc.
333 W. 34th Street, 3rd Floor
BNY Mellon New York NY 10001-2402

JP Morgan Chase Bank as Directed
  TR FBO The Super Saver
  Employees Plan
c/o JP Morgan American Century
PO Box 419784
Kansas City, MO 64141-6784

SEI Private Trust Company
c/o Hale and Dorr
One Freedom Valley Drive
Oaks, PA 19456

Charles Schwab & Co.AMT-Free Municipal Bond Fund
$7,900
BNY Mellon Opportunistic Municipal Securities Fund$15,870
BNY Mellon Worldwide Growth Fund, Inc.
Reinvest Account
101 Montgomery St. # Dept.
San Francisco, CA 94104-4151
5,047,520.340





4,609,506.870



6,713,476.338






3,690,874.884




9,331,605.516$62,255
General Money Market Fund, Inc. 7.94%





  7.25%



10.56%






  5.81%




14.68%

DMIF

8,045,834.757
DMMF
$107,805
General Municipal Money Market Funds, Inc.
DNMMMF$12,270
NFS LLC FEBO Judith P. Bullard
1208 Tudor Court
Hillsborough, NJ 08844-5538

SEI Private Trust
c/o Security National
One Freedom Valley Drive
Oaks, PA 19456

AIG Federal Savings Bank Cust FBO
City of Edwardsville
457 Deferred Compensation Plan
2929 Allen Parkway L3-00
Houston, TX 77019


Wachovia Bank FBO Various
  Retirement Plans
1525 West Wt Harris Boulevard
Charlotte, NC 28288-0001

Charles Schwab & Co., Inc.
101 Montgomery Street
San Francisco, CA 94104-4151
8,164,749.183



5,360,556.544




6,206,102.306






10,671,711.945




16,928,515.642
10.15%



  6.66%




  7.71%






13.26%




21.04%

DMMI

799,766,170.065
Citigroup Global Markets Inc.
333 W. 34th Street
General New York NY 10001-2402Municipal Money Market Fund
659,514,002.620
DNYMMMF82.46%$8,690

S-34

DPEF

1,760,983.103
NFS LLC FEBO The Chase Manhattan
Bank Cust IRA of Carol Nicklaus
35 Alan Road
Danbury, CT 06810-8362

Pershing LLC
PO Box 2052
Jersey City, NJ 07303-2052

Merrill Lynch, Pierce, Fenner
  & Smith Incorporated
  For the Sole Benefit of
  Its Customers
4800 Deer Lake Drive E, Floor 3
Jacksonville, FL 32246-6484

First Clearing, LLC
2080 Goodview Town Rd.
Goodview, VA 24095-3006
296,579.842




125,982.185



120,640.526






114,287.192
16.84%




  7.15%



  6.85%






  6.49%

DPMFI

2,220,699,629.376
Bear Stearns Securities Corp.
1 Metrotech Center N
Brooklyn, NY 11201-3870
2,220,699,629.37692.03%

DPMFII

49,374,510.274
NFS LLC FEBO JPMorgan Chase
  Bank R/O Cust IRA of Miguel A.
  Edwards Noel
1810 Pitman Ave.
Bronx, NY 10466-1910

Citigroup Global Markets Inc.
333 West 34th Street, 3rd Floor
New York, NY 10001-2402

Thompson Plumb Trust Co.
1200 John O. Hammons Dr.
2nd Floor
Madison, WI 53717

Charles Schwab & Co., Inc.
101 Montgomery Street
San Francisco, CA 94104-4151
5,943,417.256





2,590,732.962



4,436,449.452




5,256,684.500
12.04%





  5.25%



  8.99%




10.65%

DSIF

126,692,902.654
Travelers Insurance Co.
P.O. Box 990027
Hartford, CT 06199-0027

Nationwide Insurance Co.
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029

Allianz Life Insurance Company of
  North America
5701 Golden Hills Drive
Minneapolis, MN 55416-1297
15,476,484.496



66,883,875.970




11,451,998.293
12.22%



52.79%




  9.04%

DVIF

221,002,373.662

Annuity Investors Life Insurance
  Company
P.O. Box 5423
Cincinnati, OH 45201-5423


Nationwide Life Insurance
c/o IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029

First Transamerica Life Insurance
  Co.
Accounting Department
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001

AGL Life Assurance Company
610 West Germantown Pike,
  Suite 460
Plymouth Meeting, PA 19462-1058

Transamerica Occidental Life
  Insurance Company
1150 S. Olive St. T-25-01
Los Angeles, CA 90015-2209
11,351,296.487





14,927,941.431




22,080,762.909





34,553,713.420




80,249,341.858
  5.14%





  6.75%




  9.99%





15.64%




36.31%

EXHIBIT A

PartPART I

Part I sets forth information regarding the currentContinuing Board members and Nominees,Members, Board and committee meetings and independent auditor feesshare ownership.

Information About the Continuing Board Members' Experience, Qualifications, Attributes or Skills. The Continuing Board Members of each Fund, together with information as to their positions with the Fund, principal occupations and other board memberships for the past five years, are shown below. The address of the Continuing Board Members is 240 Greenwich Street, New York, New York 10286.

Name (Year of Birth) of Continuing Board Member

Position with Funds (Since)

Principal Occupation
During Past 5 Years

Other Public Company Board Memberships During Past 5 Years

Joseph S. DiMartino (1943)

Chairman of the Board

BNYMAD (1995)

BNYMAF (1995)

BNYMIF (1995)

BNYMIF V (1995)

BNYMIF VI (2003)

BNYMMIF (1995)

BNYMNJMBF (1995)

BNYMNYAFMBF (1995)

BNYMOMSF (1995)

BNYMRGF (1995)

BNYMSIF (1996)

BNYMVIF (2006)

BNYMWGF (1995)

GMMF (1995)

GMMMF (1995)

GNYMMMF (1995)

Director or Trustee of funds in the BNY Mellon Family of Funds and certain other entities (as listed herein)CBIZ, Inc., a public company providing professional business services, products and solutions, Director (1997 – May 2023)

Peggy C. Davis (1943)
Board Member

BNYMAD (2006)

BNYMAF (1990)

BNYMIF (2006)

BNYMIF V (2012)

BNYMIF VI (2006)

BNYMMIF (2006)

BNYMNJMBF (2012)

BNYMNYAFMBF (1990)

BNYMOMSF (1990)

BNYMRGF (2006)

BNYMSIF (2006)

BNYMVIF (2006)

BNYMWGF (1990)

GMMF (1990)

GMMMF (1990)

GNYMMMF (1990)

Shad Professor of Law, New York University School of Law (1983 – Present)N/A

A-1

Each Continuing Board Member has been a BNY Mellon Family of Funds board member for over 25 years. Additional information about the Continuing Board Members follows (supplementing the information provided in the table above) that describes some of the specific experiences, qualifications, attributes or skills that the Continuing Board Members possess which the Board believes has prepared them to be effective Board Members.

Joseph S. DiMartino – Mr. DiMartino has been the Chairman of the Board of the funds in the BNY Mellon Family of Funds for over 25 years. From 1971 through 1994, Mr. DiMartino served in various roles as indicated.an employee of The Dreyfus Corporation, the predecessor company of the Investment Adviser (prior to its acquisition by a predecessor of The Bank of New York Mellon Corporation in August 1994 and related management changes), including portfolio manager, President, Chief Operating Officer and a director. He ceased being an employee or director of The Dreyfus Corporation by the end of 1994. From July 1995 to November 1997, Mr. DiMartino served as Chairman of the Board of The Noel Group, a public buyout firm; in that capacity, he helped manage, acquire, take public and liquidate a number of operating companies. From 1986 to 2010, Mr. DiMartino served as a Director of the Muscular Dystrophy Association.

Peggy C. Davis – Ms. Davis currently serves as the John S. R. Shad Professor of Lawyering and Ethics at New York University School of Law as a writer and teacher in the fields of evidence, constitutional theory, family law, social sciences and the law, legal process and professional methodology and training. Prior to joining the university's faculty in 1983, Ms. Davis served as a Judge of the Family Court of the State of New York. Before her appointment to the bench, she practiced law for ten years in both the commercial and public interest sectors. Ms. Davis also has served as Chair of the Board of the Russell Sage Foundation.

Nominees' and the Continuing Board Members' Ownership of Fund Shares. The table below indicates the dollar range of each currentthe Nominees' and the Continuing Board member’s (including Board Members who are Nominees)Members' ownership of shares of each Fund (including series thereof) and the aggregate dollar range of shares of other funds in The Dreyfusthe BNY Mellon Family of Funds for which he or she is a Board member,in the aggregate, in each case as of December 31, 2005.2022.

Name Board Member or NomineeFundDollar Range of Shares Held in Fund

AF

DABP

DGIF


Peggy C. Davis
NoneNoneNone
Joseph S. DiMartinoFrancine J. BovichNonePeggy C. DavisGina D. FranceJoan L. GulleyNathan
Leventhal
 None None 
David P. FeldmanBNYMDTRFNoneNoneNoneNoneNoneNone
BNYMDVFNoneNoneNoneNone$50,001 - $100,000None
BNYMGDBIFNoneNoneNone
James F. HenryNoneNoneNone
BNYMGRRFNoneOver $100,000
Ehud Houminer$1- $10,000NoneNoneNoneNoneNone
Dr. Paul A. MarksBNYMOMVFNoneNoneNoneNone$10,001 – $50,000None
BNYMOSCFNone
Gloria MessingerOver $100,000NoneNoneNone$10,001 – $50,000None
BNYMSIFNone
Dr. Martin PeretzNoneNoneNoneNoneNone
BNYMTGFNone
Anne WexlerNoneNone$10,001 – $50,000None$10,001 – $50,000
BNYMISIFNone

Name of Board Member or NomineeDollar Range of Shares Held in Fund

DGOF

DIF

DIMMF

DILF


Peggy C. Davis
NoneNoneNoneNoneNone
BNYMS&PNoneNoneNoneNoneNoneNone
BNYMSSIFNoneNoneNoneNoneNoneNone
BNYMDIFNoneNoneNoneNoneNoneNone
BNYMDMRESFNoneNoneNoneNone$10,001 –
$50,000
None
BNYMLCEFNoneNoneNoneNoneNoneNone
BNYMBOFNoneNoneNoneNoneNoneNone
BNYMMIFNoneNoneNoneNoneNoneNone
BNYMNJMBFNoneNoneNoneNoneNoneNone

A-2

FundJoseph S. DiMartinoFrancine J. BovichPeggy C. DavisGina D. FranceJoan L. GulleyNathan
Leventhal
BNYMRGFNoneNoneNone$10,001 – $50,000NoneNone
BNYMAFNone
David P. FeldmanNone$10,001 – $50,000$10,001 – $50,000NoneNoneNoneNone
James F. HenryOver $100,000NoneNoneNone
Ehud HouminerNone$50,001 - $100,000NoneNone
Dr. Paul A. MarksNoneNoneNoneNone
Gloria MessingerNoneNoneNoneNone
Dr. Martin Peretz$10,001 - $50,000
BNYMOMSFNoneNoneNoneNoneNoneNone
BNYMNYAFMBFNoneNoneNoneNoneNoneOver $100,000
BNYMWGFNoneNoneNoneNoneNoneNone
DMMFNoneNoneNoneNoneNoneNone
DNMMMFNoneNoneNoneNoneNoneNone
DNYMMMFNoneNoneNoneNoneNoneNone
APNoneNoneNoneNoneNoneNone
OSCPNoneNoneNoneNoneNoneNone
GIPNoneNoneNoneNoneNoneNone
GMMPNoneNoneNoneNoneNoneNone
 
Anne WexlerAggregate holdings of funds in the BNY Mellon Family of FundsOver $100,000None$50,001-$100,000$50,001 – $100,000NoneOver $100,000Over $100,000NoneOver $100,000None

A-3

 

Name of Board Member or NomineeDollar Range of Shares Held in Fund

DMIF

DMMI

DPEF

DPMFI

FundRobin A. MelvinMichael D. DiLecce

Peggy C. Davis
 NoneNoneNoneNone 
Joseph S. DiMartinoBNYMDTRFNoneNone
BNYMDVFNoneNone
BNYMGDBIFNoneNone
BNYMGRRF$1 – $10,000None
BNYMOMVFNoneNone
BNYMOSCFNoneNone
BNYMTGF$1 – $10,000None
BNYMISIFNoneNone
BNYMS&PNoneNone
BNYMSSIFNoneNone
BNYMDIFNoneNone
BNYMDMRESF$1 – $10,000None
BNYMLCEFNoneNone
BNYMBOFNoneNone
BNYMMIFNoneNone
BNYMNJMBFNoneNone
BNYMRGFNoneNone
BNYMAFNoneNone
BNYMOMSFNoneNone
BNYMNYAFMBFNoneNone
BNYMWGFNoneNone
DMMFNoneNone
DNMMMFNoneNone
DNYMMMFNoneNone
APNoneNone
OSCPNoneNone
GIPNoneNone
GMMPNoneNone
 
David P. FeldmanNoneNoneNoneNone
James F. HenryNoneNoneNoneNone
Ehud HouminerNoneNoneNoneNone
Dr. Paul A. MarksNoneNoneNoneNone
Gloria MessingerNoneNoneNoneNone
Dr. Martin PeretzNoneNoneNoneNone
Anne WexlerNoneNoneNoneNone



NameAggregate holdings of Board Member or Nominee


Dollar Range of Shares Heldfunds in Fund
Dollar Range of Aggregate
Holding of Funds in
The Dreyfusthe BNY Mellon Family of Funds

DPMFII

DSIF

DVIF


Peggy C. Davis
NoneNoneNone$1 - $10,000
Joseph S. DiMartino–$10,000NoneNoneNoneOver $100,000
David P. FeldmanNoneNoneNone$50,001 - $100,000
James F. HenryNoneNoneNoneOver $100,000
Ehud HouminerNoneNoneNoneOver $100,000
Dr. Paul A. MarksNoneNoneNone$1 - $10,000
Gloria MessingerNoneNoneNoneOver $100,000
Dr. Martin PeretzNoneNoneNone$10,001 - $50,000
Anne WexlerNoneNoneNoneNone

 

As of April 7, 2006,July 14, 2023, none of the currentNominees or the Continuing Board members or NomineesMembers or their immediate family members owned securities of Dreyfusthe Investment Adviser or any person (other than a registered investment company) directly or indirectly controlling, controlled by or under common control with Dreyfus.the Investment Adviser.

A-4

INFORMATION PERTAINING TO THE BOARD OF EACH FUND

·The Funds do not have a formal policy regarding Board Members' attendance at meetings of shareholders. The Board Members did not attend each Fund's most recent shareholder meeting (as applicable).
·The Continuing Board Members and the Nominees of each Fund (who were Board Members at the time) attended at least 75% of the meetings of the Boards and committees of which they were a member held in the last fiscal year.
·Each Board's audit, nominating, compensation and litigation committees met during the Funds' last fiscal years as indicated below:
FundAuditNominatingCompensationLitigation
BNYMAD  (8/31 fiscal year end)4110
BNYMAD  (10/31 fiscal year end)4110
BNYMIF4110
BNYMIF V (10/31 fiscal year end)4110
BNYMIF V (12/31 fiscal year end)4100
BNYMIF VI4100
BNYMMIF4110
BNYMNJMBF4100
BNYMRGF4100
BNYMSIF4100
BNYMVIF4100
BNYMAF4000
BNYMOMSF4110
BNYMNYAFMBF4000
BNYMWGF4010
GMMF4000
GMMMF4000
GNYMMMF4000

 

Compensation Table. The numberamount of compensation paid to each Continuing Board meetings and, where applicable, committee meetings, held byMember for each Fund during the Fund’sFund's last fiscal year, are as follows:

Name of FundNumber of Board
Meetings
Number of Audit
Committee Meetings
Number of
Nominating
Committee Meetings
Number of
Compensation
Committee Meetings
AF54None1
DABP54None2
DGIF44None2
DGOF64None2
DIF45None2
DIMMF54None2
DILF64None2
DMIF44None2
DMMI54None2
DPEF54None2
DPMFI54NoneNone
DPMFII5412
DSIF54None2
DVIF74None2

______________________

           During each Fund’s last fiscal year, each current Board member attended at least 75% of the aggregate of all of the meetings of the Board of each Fund (held during the period s/he was a Board member) and 75% of the meetings held by a committee of the Board of each Fund on which s/he served (during the period that s/he served).

COMPENSATION TABLE

          Each of Dreyfus A Bonds Plus, Inc., Dreyfus Growth and Income Fund, Inc., Dreyfus Growth Opportunity Fund, Inc., Dreyfus Institutional Money Market Fund, Dreyfus International Funds, Inc., Dreyfus Money Market Instruments, Inc., Dreyfus Premier Equity Funds, Inc. and Dreyfus Variable Investment Fund currently pays its Board members its allocated portion of an annual retainer of $60,000 and a fee of $8,000 per meeting (with a minimum of $500 per meeting and per telephone meeting) attended, and reimburses them for their expenses. Emeritus Board members are entitled to receive an annual retainer and a per meeting attended fee of one-half the amount paid to them as Board members. Prior to June 1, 2005, each Board member received from the Fund an annual fee of $40,000 and an attendance fee of $6,000 per meeting, and the Chairman of the Board received an additional 25% of such compensation.

          Each of Advantage Funds, Inc., Dreyfus Index Funds, Inc., Dreyfus Midcap Index Fund, Inc., Dreyfus Premier Manager Funds I, Dreyfus Premier Manager Funds II and Dreyfus Stock Index Fund, Inc. currently pays its Board members its allocated portion of an annual retainer of $40,000 and of a fee of $5,000 per meeting (with a minimum of $500 per meeting and per telephone meeting) attended, and reimburses them for their expenses. The Chairman of the Board receives an additional 25% of such compensation. Emeritus Board members are entitled to receive an annual retainer and a per meeting attended fee of one-half the amount paid to them as Board members. Prior to September 27, 2005, each Board member received from the Fund an annual fee of $25,000 and an attendance fee of $4,000 per meeting, and the Chairman of the Board received an additional 25% of such compensation.

          The aggregate amount of compensation paid to each currentsuch Continuing Board member by each Fund for the Fund’s last fiscal year, andMember by all funds in The Dreyfusthe BNY Mellon Family of Funds for which such personthe Continuing Board Member was a Boardboard member (the number of portfolios of such funds is set forth in parenthesis next to each Board member’s total compensation) for the year ended December 31, 2005, wereduring 2022, was as follows:


Name of Continuing Board Member and Fund
Compensation
from each Fund*
Aggregate Compensation
From Each Fund*
Total Compensation From the Funds
from each Fund and Fund Complex(*Complex Paid to Continuing Board Member (**)

Joseph S. DiMartino
    AF
    DABP
    DGIF
    DGOF
    DIF
    DIMMF
    DILF
    DMIF
    DMMI
    DPEF
    DPMFI
    DPMFII
    DSIF
    DVIF

$14,342
$  5,432
$10,393
$  3,441
$11,688
$  6,710
$14,069
$  5,478
$  8,534
$     503
$12,564
$  2,751
$13,217
$38,532
BNYMAD
  (8/31 fiscal year end)$833,262 (190)29,950
  (10/31 fiscal year end)$42,623
BNYMAF$48,742
BNYMIF$44,820
BNYMIF V
  (10/31 fiscal year end)$9,295
  (12/31 fiscal year end)$7,709

A-5

David P. Feldman
    AF
    DABP
    DGIF
    DGOF
    DIF
    DIMMF
    DILF
    DMIF
    DMMI
    DPEF
    DPMFI
    DPMFII
    DSIF
    DVIF

$11,447
$  4,938
$  8,314
$  3,072
$  9,318
$  5,820
$11,253
$  4,365
$  7,411
$     403
$10,013
$  2,352
$10,780
$33,372
$194,898 (56)

James F. Henry
    DABP
    DGIF
    DGOF
    DIMMF
    DILF
    DMMI
    DPEF
    DVIF

$  4,938
$  8,314
$  3,072
$  5,820
$11,253
$  7,411
$     402
$33,372
$90,648 (21)

Ehud Houminer
    AF
    DIF
    DMIF
    DPMFI
    DPMFII
    DSIF

$  10,305
$    9,318
$    4,365
$  10,013
$    2,352
$  10,780
$103,750 (37)

Dr. Paul A. Marks
    DABP
    DGIF
    DGOF
    DIMMF
    DILF
    DMMI
    DPEF
    DVIF

$  4,938
$  8,314
$  3,072
$  5,820
$11,253
$  7,411
$     402
$33,372
$90,648 (21)

Gloria Messinger
    AF
    DIF
    DMIF
    DPMFI
    DPMFII
    DSIF

$11,447
$  9,318
$  4,365
$10,013
$  2,352
$10,780
$53,750 (26)

Dr. Martin Peretz
    DABP
    DGIF
    DGOF
    DIMMF
    DILF
    DMMI
    DPEF
    DVIF

$  4,938
$  8,314
$  2,956
$  5,820
$11,253
$  7,411
$     402
$32,988
$90,148 (21)

Anne Wexler
    AF
    DIF
    DMIF
    DPMFI
    DPMFII
    DSIF

$11,314
$  9,318
$  4,365
$10,013
$  2,352
$10,780
$99,250 (35)

_________________

*Name of Continuing Board Member and FundAmount doesCompensation
from each Fund*
Aggregate Compensation from each Fund and Fund Complex Paid to Continuing Board Member (**)
BNYMIF VI$3,248
BNYMMIF$21,233
BNYMNJMBF$3,939
BNYMNYAFMBF$5,927
BNYMOMSF$10,788
BNYMRGF$16,744
BNYMSIF$30,268
BNYMVIF$9,442
BNYMWGF$19,955
GMMF$61,386
GMMMF$16,968
GNYMMMF$2,778
$1,194,875 (95)
Peggy C. Davis
BNYMAD
  (8/31 fiscal year end)$23,960
  (10/31 fiscal year end)$34,098
BNYMAF$38,994
BNYMIF$35,856
BNYMIF V
  (10/31 fiscal year end)$7,436
  (12/31 fiscal year end)$6,168
BNYMIF VI$2,598
BNYMMIF$16,986
BNYMNJMBF$3,151
BNYMNYAFMBF$4,742
BNYMOMSF$8,630
BNYMRGF$13,397
BNYMSIF$24,214
BNYMVIF$7,554
BNYMWGF$15,964
GMMF$49,109
GMMMF$13,575
GNYMMMF$2,222
$331,000 (34)

_______________________

* Amounts shown do not include expenses reimbursed to Continuing Board Members for attending Board meetings. Amounts shown also do not include the costcosts of office space and related parking, office supplies and secretarial services, and health benefitswhich are paid by the Funds (allocated among the funds in the BNY Mellon Family of Funds based on net assets), which, in 2022, for the Chairman and expenses reimbursedFunds ranged from $28 to Board members$2,526 ($19,383 for attending Board meetings, which in the aggregate amounted to $69,832.


all Funds).

**

Represents the number of separate portfolios comprising the investment companies in the Fundfund complex, including the Funds, for which the Continuing Board Member served as a board member served.in 2022.


PERTAINING TO THE INDEPENDENT AUDITORS

A-6

 Set forth below for each Fund’s last two fiscal years are the amounts the respective independent auditor billed for (i) services rendered in connection with the annual audit of the Fund’s financial statements (“Audit Fees”), (ii) assurance and services rendered that are reasonably related to the performance of the audit or review of the Fund’s financial statements (“Audit-Related Fees”); (iii) professional services rendered for tax compliance, tax planning and tax advice, including primarily the review of each Fund’s tax returns (“Tax Fees”); (iv) other products and services provided (“All Other Fees”); and (v) non-audit services provided to affiliates of Dreyfus (“Aggregate Non-Audit Fees”).

Name of Fund
Fiscal Year
Ended
Audit Fees
Audit-Related
Fees
Tax Fees
All
Other Fees
Aggregate
Non-Audit
Fees Paid by
Service
Affiliates*
AF  8/31/2005  $287,229 $56,700 $47,927 $9,080 $1,013,651 
   8/31/2004  $289,354 $54,000 $48,665 $8,772 $557,202 
 
DABP  3/31/2006  $31,597 $5,122 $3,088 $5,013 $769,395 
   3/31/2005  $30,163 $4,725 $2,805 $537 $605,451 
 
DGIF  10/31/2005  $29,024 $4,725 $3,847 $1,867 $755,822 
   10/31/2004  $26,775 $4,500 $3,068 $2,224 $653,655 
 
DGOF  2/28/2006  $26,589 $5,122 $4,330 $483 $777,420 
   2/28/2005  $25,382 $4,725 $4,084 $498 $719,572 
 
DIF  10/31/2005  $114,000 $0 $9,000 $0 $75,000 
   10/31/2004  $105,000 $0 $8,100 $0 $43,708 
 
DIMMF  12/31/2005  $55,202 $0 $5,454 $16 $758,091 
   12/31/2004  $50,925 $0 $5,026 $17 $592,101 
 
DILF  5/31/2005  $37,675 $0 $4,073 $843 $811,636 
   5/31/2004  $34,755 $0 $4,216 $827 $611,435 
 
DMIF  10/31/2005  $33,691 $4,725 $4,181 $875 $755,822 
   10/31/2004  $31,080 $4,500 $3,068 $843 $653,655 
 
DMMI  12/31/2005  $55,202 $0 $5,499 $227 $758,091 
   12/31/2004  $50,925 $0 $5,026 $236 $592,101 
 
DPEF  9/30/2005  $25,857 $4,725 $3,540 $175 $761,002 
   9/30/2004  $22,470 $4,500 $3,289 $227 $790,824 
 
DPMFI  3/31/2006  $167,549 $20,488 $20,962 $5,758 $769,395 
   3/31/2005  $159,945 $0 $3,382 $5,819 $605,451 
 
DPMFII  11/30/2005  $132,000 $0 $3,000 $0 $75,000 
   11/30/2004  $41,000 $0 $3,000 $0 $43,708 
 
DSIF  12/31/2005  $44,000 $0 $3,000 $0 $75,000 
   12/31/2004  $41,000 $0 $3,000 $0 $43,708 
 
DVIF  12/31/2005  $243,347 $81,252 $35,640 $13 $758,091 
   12/31/2004  $224,490 $78,768 $39,182 $11 $592,101 

_________________

* For Service Affiliates (i.e., Dreyfus and any entity controlling, controlled by or under common control with Dreyfus that provides ongoing services to the Fund), such fees represent only those fees that require pre-approval by the audit committee.

Audit Committee Pre-Approval Policies and Procedures. Each Fund’s Audit Committee has established policies and procedures (the “Policy”) for pre-approval (within specified fee limits) of the independent auditor’s engagements for non-audit services to the Fund and Service Affiliates without specific case-by-case consideration. Pre-approval considerations include whether the proposed services are compatible with maintaining the independent auditor’s independence. The Policy and services covered therein are considered annually. In addition, proposed services requiring pre-approval but not covered by the Policy are considered from time to time as necessary.

Registered Public Accounting Firm Independence. Each Fund’s Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates which did not require pre-approval are compatible with maintaining the independent auditor’s independence.

* * * *

PartPART II

Part II sets forth information relevant toregarding the officers of each Fund.the Funds. Each officer of the Funds holds office for an indefinite term until his or her successor is elected and has qualified.

Name (Age)and Position
Position with the Funds (Since)
1

Age
Principal Occupation During and
Business Experience For
Past 5Five Years

STEPHEN E. CANTER (60)DAVID DIPETRILLO
President (2000)(2019)2
Chairman45Vice President and Director of the Board and Chief Executive OfficerInvestment Adviser since February 2021; Head of Dreyfus, andNorth America Distribution, BNY Mellon Investment Management since February 2023; Head of North America Product, BNY Mellon Investment Management from January 2018 to February 2023.  He is an officer of 9053 investment companies (comprised of 185103 portfolios) managed by Dreyfus. Mr. Canter also is a Board member and, where applicable, an Executive Committee Member of the other investment management subsidiaries of Mellon Financial Corporation, each of which isInvestment Adviser or an affiliate of Dreyfus.the Investment Adviser.

STEPHEN R. BYERS (52)JAMES WINDELS
     ExecutiveTreasurer (2001)
64Director of the Investment Adviser since February 2023; Vice President (2002)Chiefof the Investment Officer, Vice ChairmanAdviser since September 2020; and a director of Dreyfus, andDirector – BNY Mellon Fund Administration.  He is an officer of 9054 investment companies (comprised of 185123 portfolios) managed by Dreyfus. Mr. Byers alsothe Investment Adviser or an affiliate of the Investment Adviser.
PETER M. SULLIVAN
Chief Legal Officer, Vice President and
Assistant Secretary (2019)3
55Chief Legal Officer of the Investment Adviser and Associate General Counsel of The Bank of New York Mellon Corporation since July 2021; Senior Managing Counsel of The Bank of New York Mellon Corporation from December 2020 to July 2021; and Managing Counsel of The Bank of New York Mellon Corporation from March 2009 to December 2020.  He is an officer director, Board member or an Executive Committee Member of certain other investment management subsidiaries of Mellon Financial Corporation, each of which is an affiliate of Dreyfus.

MARK N. JACOBS (60)
     Vice President (2000)
Executive Vice President, Secretary, and General Counsel of Dreyfus, and an officer of 9154 investment companies (comprised of 201123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

MICHAEL A. ROSENBERG (46)JAMES BITETTO
Vice President and Secretary (2005)4
Associate General57Senior Managing Counsel of Dreyfus,The Bank of New York Mellon Corporation since December 2019; Managing Counsel of The Bank of New York Mellon Corporation from April 2014 to December 2019; and Secretary of the Investment Adviser.  He is an officer of 9154 investment companies (comprised of 201123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

A-7

JAMES BITETTO (39)

Name and Position
with Funds (Since)1

Age
Principal Occupation and
Business Experience For
Past Five Years
DEIRDRE CUNNANE
Vice President and Assistant Secretary (2019)
33Managing Counsel of The Bank of New York Mellon Corporation since December 2021; Counsel of The Bank of New York Mellon Corporation from August 2018 to December 2021; and Senior Regulatory Specialist at BNY Mellon Investment Management Services from February 2016 to August 2018.  She is an officer of 54 investment companies (comprised of 123 portfolios) managed by the Investment Adviser or an affiliate of the Investment Adviser.
SARAH S. KELLEHER
Vice President and Assistant Secretary (2014)
47Vice President of BNY Mellon ETF Investment Adviser, LLC since February 2020; Senior Managing Counsel of The Bank of New York Mellon Corporation since September 2021; and Managing Counsel of The Bank of New York Mellon Corporation from December 2017 to September 2021.  She is an officer of 54 investment companies (comprised of 123 portfolio) managed by the Investment Adviser or an affiliate of the Investment Adviser.
JEFF S. PRUSNOFSKY
Vice President and Assistant Secretary (2005)
58Senior Managing Counsel of The Bank of New York Mellon Corporation.  He is an officer of 54 investment companies (comprised of 123 portfolios) managed by the Investment Adviser or an affiliate of the Investment Adviser.
AMANDA QUINN
Vice President and Assistant Secretary (2020)
38Counsel of The Bank of New York Mellon Corporation since June 2019; Regulatory Administration Manager at BNY Mellon Investment Management Services from September 2018 to May 2019; and Senior Regulatory Specialist at BNY Mellon Investment Management Services from April 2015 to August 2018.  She is an officer of 54 investment companies (comprised of 123 portfolios) managed by the Investment Adviser or an affiliate of the Investment Adviser.

A-8

Name and Position
with Funds (Since)1

Age
Principal Occupation and
Business Experience For
Past Five Years
JOANNE SKERRETT
Vice President and Assistant Secretary
     (2005)(2023)
51Managing Counsel of The Bank of New York Mellon Corporation since June 2022, and Senior Counsel with the Mutual Fund Directors Forum, a leading funds industry organization, from 2016 to June 2022.  She is an officer of 54 investment companies (comprised of 123 portfolios) managed by the Investment Adviser or an affiliate of the Investment Adviser.
NATALYA ZELENSKY
Vice President and Assistant GeneralSecretary (2017)
38Chief Compliance Officer since August 2021 and Vice President since February 2020 of BNY Mellon ETF Investment Adviser, LLC; Chief Compliance Officer since August 2021 and Vice President and Assistant Secretary since February 2020 of BNY Mellon ETF Trust; Managing Counsel of The Bank of New York Mellon Corporation from December 2019 to August 2021; Counsel of The Bank of New York Mellon Corporation from May 2016 to December 2019; and Assistant Secretary of Dreyfus, andthe Investment Adviser from April 2018 to August 2021.  She is an officer of 9154 investment companies (comprised of 201123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

JONI LACKS CHARATAN (50)DANIEL GOLDSTEIN
Vice President (2022)
54

Head of Product Development of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Assistant Secretary
     (2005)

Associate General CounselSenior Vice President, Development & Oversight of Dreyfus, andNorth America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 9153 investment companies (comprised of 201103 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.


A-9

Name and Position
with Funds (Since)1

Age
Principal Occupation and
Business Experience For
Past Five Years
JOSEPH M. CHIOFFI (44)MARTELLA
Vice President (2022)
46Vice President of the Investment Adviser since December 2022; Head of Product Management of North America Distribution, BNY Mellon Investment Management since January 2018; Executive Vice President of North America Product, BNY Mellon Investment Management since April 2023; and Assistant Secretary
     (2005)
Assistant General CounselSenior Vice President of Dreyfus, andNorth America Product, BNY Mellon Investment Management from 2010 to March 2023.  He is an officer of 9153 investment companies (comprised of 201103 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

JANETTE E. FARRAGHER (43)GAVIN C. REILLY
     Vice President and Assistant Secretary
Treasurer (2005)
Associate General Counsel of Dreyfus, and54Tax Manager – BNY Mellon Fund Administration.  He is an officer of 9154 investment companies (comprised of 201123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

JOHN B. HAMMALIAN (42)ROBERT SALVIOLO
     Vice President and Assistant Secretary
(2005)Treasurer (2007)
Associate General Counsel of Dreyfus, and56Senior Accounting Manager – BNY Mellon Fund Administration.  He is an officer of 9154 investment companies (comprised of 201123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

ROBERT R. MULLERY (54)SVAGNA
     Vice President and Assistant Secretary
     (2005)Treasurer (2002)
Associate General Counsel of Dreyfus, and56Senior Accounting Manager – BNY Mellon Fund Administration.  He is an officer of 9154 investment companies (comprised of 201123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

JEFF PRUSNOFSKY (40)JOSEPH W. CONNOLLY
     Vice PresidentChief Compliance Officer (2004)
66Chief Compliance Officer of the BNY Mellon Family of Funds and Assistant Secretary
     (2005)
Associate General CounselBNY Mellon Funds Trust since 2004; and Chief Compliance Officer of Dreyfus, and an officerthe Investment Adviser from 2004 until June 2021.  He is the Chief Compliance Officer of 9153 investment companies (comprised of 201106 portfolios) managed by Dreyfus.

JAMES WINDELS (47)
     Treasurer (2001)
Director - Mutual Fund Accounting of Dreyfus, and an officer of 91 investment companies (comprised of 201 portfolios) managed by Dreyfus.

GAVIN C. REILLY (37)
     Assistant Treasurer (2005)
Tax Manager of the Investment Accounting and Support Department of Dreyfus, and an officer of 91 investment companies (comprised of 201 portfolios) managed by Dreyfus.Adviser.

ROBERT SVAGNA (39)Caridad M. Carosella
     Assistant Treasurer (2005)
Senior Accounting Manager - Equity Funds of Dreyfus, and an officer of 91 investment companies (comprised of 201 portfolios) managed by Dreyfus.

ROBERT S. ROBOL (42)
     Assistant Treasurer (2005)
Senior Accounting Manager - Money Market and Municipal Bond Funds of Dreyfus, and an officer of 91 investment companies (comprised of 201 portfolios) managed by Dreyfus.

ERIK D. NAVILOFF (37)
     Assistant Treasurer (2005)
Senior Accounting Manager--Taxable Fixed Income Funds of Dreyfus, and an officer of 91 investment companies (comprised of 201 portfolios) managed by Dreyfus.

WILLIAM GERMENIS (35)
Anti-Money Laundering Compliance Officer
     (2002) (2016)
Vice President and 55Anti-Money Laundering Compliance Officer of the Distributor,BNY Mellon Family of Funds and the Anti-Money Laundering Compliance OfficerBNY Mellon Funds Trust.  She is an officer of 8747 investment companies (comprised of 197116 portfolios) managed by Dreyfusthe Investment Adviser or an affiliate of the Investment Adviser.

A-10

JOSEPH W. CONNOLLY (48)
     Chief Compliance Officer (2004)

________________

1With respect to BNYMIF VI, Messrs. Windels and Svagna each has held his respective position since 2003.
2President since January 2021; previously, Vice President.
3Chief ComplianceLegal Officer of Dreyfussince July 2021.
4Vice President and The Dreyfus Family of Funds (91 investment companies, comprised of 201 portfolios). From November 2001 through March 2004, Mr. Connolly was first Vice-President, Mutual Fund Servicing for Mellon Global Securities Services.Secretary since 2018; previously, Vice President and Assistant Secretary.

 

The address of each officer of the FundFunds is 200 Park Avenue,240 Greenwich Street, New York, New York 10166.

* * * *

Part III10286.

 Part III sets forth information for each Fund regarding the beneficial ownership of its shares by Nominees, current Board members and officers of the Fund. As of December 31, 2005, each Fund’s current Board members and officers, as a group, owned less than 1% of the Fund’s outstanding shares.

           The following Nominees, current Board members and officers owned shares in the Funds as indicated below:A-11

Name of Board Member,
Nominee or Officer
FundAmount of
Beneficial Ownership

David P. Feldman*AF1,868.111 shares

James F. Henry*DGIF
DGOF
12,517.337 shares
40,362.806 shares

Ehud Houminer*AF
DIF
416.670 shares
1,929.283 shares

Gloria Messinger*AF7,898.503 shares

Dr. Martin Peretz*DGOF4,160.328 shares

Stephen E. Canter**AF
DILF
9,023.995 shares
10,660.924 shares

Janette E. Farragher**AF
DIF
1,598.082 shares
9,394.790 shares

John B. Hammalian**DIF
DMIF
997.316 shares
451.941 shares

Jeff Prusnofsky**AF1,340.325 shares

*As of December 31, 2005.
**As of April 7, 2006.

* * * *

EXHIBIT B

NOMINATING COMMITTEE CHARTER AND PROCEDURES
THE DREYFUS FAMILY OF FUNDS
(each, the “Fund”)
The BNY MELLON Family of Funds

Nominating Committee Charter and Procedures

ORGANIZATIONOrganization

The Nominating Committee (the “Committee”"Committee") of each Fundfund in the BNY Mellon Family of Funds (each, the "Fund") shall be composed solely of Directors/Trustees (“Directors”("Directors") who are not “interested persons” of the Fund as"interested persons" (as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (the “1940 Act”"1940 Act")) (“of the Fund ("Independent Directors”Directors"). The Board of Directors of the Fund (the “Board”"Board") shall select the members of the Committee and shall designate the Chairperson of the Committee.

RESPONSIBILITIESResponsibilities

The Committee shall select and nominate persons for election or appointment by the Board as Directors of the Fund and as Advisory Board Members (as defined below) of the Fund.

EVALUATION OF POTENTIAL NOMINEESEvaluation of Potential Nominees

The Board believes that Directors need to have the ability to critically review, evaluate, question and discuss information provided to them, and to interact effectively with Fund management, service providers and counsel, in order to exercise effective business judgment in the performance of their duties. In evaluating a person as a potential nominee to serve as a Director of the Fundnominees (including any nominees recommended by shareholders as provided below), in light of this standard, and to address certain legal and other requirements and considerations associated with composition of the Board, the Committee shall consider, among other factors it may deem relevant:

·the character and integrity of the person;
·whether or not the person is qualified under applicable laws and regulations to serve as a Director of the Fund;
·whether or not the person has any relationships that might impair his or her service on the Board;
·whether nomination of the person would be consistent with Fund policy and applicable laws and regulations regarding the number and percentage of Independent Directors on the Board;
·whether or not the person serves on boards of, or is otherwise affiliated with, competing financial service organizations or their related fund complexes;
·whether or not the person is willing to serve and is willing and able to commit the time necessary for the performance of the duties and responsibilities of a Director of the Fund; and
·the educational background; business, professional training or practice (e.g., medicine, accounting or law), public service or academic positions; experience from service as a board member (including the Board) or as an executive of investment funds, public companies or significant private or not-for-profit entities or other organizations; and/or other life experiences.

B-1

the character and integrity of the person;

whether or not the person is qualified under applicable laws and regulations to serve as a Director of the Fund;

whether or not the person has any relationships that might impair his or her service on the Board;

whether nomination of the person would be consistent with Fund policy and applicable laws and regulations regarding the number and percentage of Independent Directors on the Board;

whether or not the person serves on boards of, or is otherwise affiliated with, competing financial service organizations or their related fund complexes;

whether or not the person is willing to serve and is willing and able to commit the time necessary for the performance of the duties and responsibilities of a Director of the Fund;

the contribution which the person can make to the Board and the Fund, in conjunction with the other Directors, with consideration being given to the person’s business and professional experience, education and such other factors as

In addition, the Committee may consider relevant;whether a potential nominee's professional experience, education, skills and


whether other individual qualities and attributes, including gender, race or national origin, would provide beneficial diversity of skills, experience or perspective to the Committee believesBoard's membership and collective attributes. Such considerations will vary based on the person hasBoard's existing membership and other factors, such as the abilitystrength of a potential nominee's overall qualifications relative to apply sound and independent business judgment and would act in the interests of the Fund and its shareholders.

diversity considerations.

While the Committee is solely responsible for the selection and nomination of Directors and Advisory Board Members, the Committee may consider nominees for Independent Director recommended by Fund shareholders. The Committee will consider recommendations for nominees from shareholders sent to the Secretary of the Fund, c/o The Dreyfus CorporationBNY Mellon Investment Adviser, Inc. Legal Department, 200 Park Avenue, 8th240 Greenwich Street, 18th Floor, East, New York, New York 10166.10286. A nomination submission must include all information relating to the recommended nominee that is required to be disclosed in solicitations or proxy statements for the election of Directors, as well as information sufficient to evaluate the factors listed above. Nomination submissions must be accompanied by a written consent of the individual to stand for election if nominated by the Board and to serve if elected by the shareholders, and such additional information must be provided regarding the recommended nominee as reasonably requested by the Committee.

The Committee shall have the authority to retain and terminate any search firm or other consultant to be used to identify and/or conduct a background check with respect to Independent Director and/or Advisory Board Member candidates, including the authority to approve its fees and other retention terms. The Committee is empowered to cause the Fund to pay the compensation of any search firm or other consultant engaged by the Committee.

NOMINATION OF DIRECTORSNomination of Directors

After a determination by the Committee that a person should be selected and nominated as a Director of the Fund, the Committee shall present its recommendation to the full Board for its consideration.

REVIEW OF CHARTER AND PROCEDURESAdvisory Board Members

The Committee may from time to time propose nominations of one or more individuals to serve as members of an "advisory board," as such term is defined in Section 2(a)(1) of the 1940 Act ("Advisory Board Members"). An individual shall be eligible to serve as an Advisory Board Member only if that individual meets the requirements to be an Independent Director (subject to the Committee's evaluation of the factors set forth above for consideration of potential Director nominees) and does not otherwise serve the Fund in any other capacity. An Advisory Board Member shall not have voting rights with respect to matters pertaining to the Fund. Any Advisory Board Member shall serve at the pleasure of the Board and may be removed, at any time, with or without cause, by the Board. An Advisory Board Member subsequently may be appointed as an Independent Director, or nominated and elected as an Independent Director, at which time he or she shall cease to be an Advisory Board Member. Any Advisory Board Member may resign at any time.

Review of Charter and Procedures

The Committee shall review the charter and procedures from time to time, as it considers appropriate.


DREYFUS A BONDS PLUS, INC.
DREYFUS GROWTH AND INCOME FUND, INC.
DREYFUS GROWTH OPPORTUNITY FUND, INC.
DREYFUS INSTITUTIONAL MONEY MARKET FUND
DREYFUS INTERNATIONAL FUNDS, INC.
DREYFUS MONEY MARKET INSTRUMENTS, INC.
DREYFUS PREMIER EQUITY FUNDS, INC.
DREYFUS VARIABLE INVESTMENT FUND


 

B-2

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PROXY CARD

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YOUR VOTE IS IMPORTANT NO MATTER HOW MANY SHARES YOU OWN. PLEASE CAST YOUR PROXY VOTE

TODAY!

BY INTERNET:

Go to the website below and enter your

VOTER CONTROL NUMBER or simply

scan the QR with a Smart Phone

vote.proxyonline.com

Text Box: Print QR Code

VOTER PROFILE:

Voter ID: XXXXXXXX Security ID: XXXXXXXX

Shares to Vote: XXXXXXXX Household ID: XXXXXXXXXX

**please call the phone number to the right for more information

VOTER CONTROL NUMBER: XXXX XXXX XXXX

VOTE REGISTERED TO:

NAME

ADDRESS

CITY, STATE, ZIP CODE

BY PHONE:

Automated touch-tone voting is also available by calling and following the directions.

(888) 227-9349

BY MAIL:

Complete the reverse side and return in the

postage-paid envelope provided.

email, envelope, mail icon

USPS Postage-Paid Envelope

Put RIC and series/standalone fund name(s) here

240 Greenwich Street

New York, NY 10286

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON THURSDAY, OCTOBER 12, 2023

The undersigned stockholder(s)shareholder of ____________________ (the “Fund”),the Fund noted above, hereby appoint(s) Kathleen DeNicholasappoints Jeff Prusnofsky and Robert R. Mullery,James Bitetto, and each of them, the attorneys and proxies of the undersigned, with full power of substitution, to vote, as indicated herein, all of the shares of the Fund standing in the name of the undersigned at the close of business on May 3, 2006,August 14, 2023 at a Special Meeting of StockholdersShareholders to be held virtually at The Dreyfus Corporation, 200 Park Avenue, 7th Floor, New York, New York 10166, at 2:00 p.m.,9:30 a.m. Eastern time, on Thursday, June 29, 2006October 12, 2023, and at any and all postponements or adjournments thereof, with all of the powers the undersigned would possess if then and there personally present and especially (but without limiting the general authorization and power hereby given) to vote as indicated on the proposal, as more fully described in the Combined Proxy Statement for the meeting.

 

THIS PROXY IS SOLICITED BY THE FUND'S BOARD AND WILL BE VOTED FOR THE PROPOSAL SHOWN ON THE REVERSE SIDE UNLESS OTHERWISE INDICATED.

IMPORTANT NOTICE REGARDING THE INTERNET AVAILABILITY OF PROXY MATERIALS FOR THE SPECIAL MEETING OF SHAREHOLDERS TO BE HELD OCTOBER 12, 2023. The Notice of Special Meeting of Shareholders, Combined Proxy Statement and Form(s) of Proxy Card are available at HTTPS://IM.BNYMELLON.COM/US/EN/INDIVIDUAL/RESOURCES/PROXY-MATERIALS.JSP. Please mark boxes in bluesee the Combined Proxy Statement or black ink.call (866) 796-7181 for information on how to obtain directions to be able to attend and vote virtually at the Special Meeting of Shareholders.

Questions? If you have any questions about how to vote your proxy or about the Special Meeting of Shareholders, please call toll-free

1. Election of Board Members:(866) 796-7181. Representatives are available to assist you Monday through Friday 9:00 a.m. to 10:00 p.m. Eastern time.

For all Nominees /_/Mail IDWithhold Authority /_/
only for those Nominee(s)
whose name(s) I have written
Below
Withhold Authority /_/
for all Nominees
CUSIP


Nominees for Election are: Peggy C. Davis, Joseph S. DiMartino, David P. Feldman, Ehud Houminer, Gloria Messinger,

PROXY CARD

“Put RIC and Anne Wexler.series/standalone fund name(s) here”


2. In their

NOTE: PLEASE SIGN EXACTLY AS YOUR NAME(S) APPEAR ON THIS PROXY, if joint owners, each shareholder should sign. When signing as attorney, executor, administrator, trustee, guardian, or custodian for a minor, please give your full title. When signing on behalf of a corporation or as a partner for a partnership, please give the full corporate or partnership name and your title, if any. By signing this proxy card, receipt of the accompanying Notice of Special Meeting of Shareholders and Proxy Statement is acknowledged.

SIGNATURE (AND TITLE IF APPLICABLE)         DATE

SIGNATURE (IF HELD JOINTLY)         DATE

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF THE FUND.

The votes entitled to be cast by the undersigned will be cast according to instructions given below with respect to the Proposal. If this Proxy Ballot is executed but no instructions are given, the undersigned acknowledges that the votes entitled to be cast by the undersigned will be cast by the proxies, or any of them, “FOR” the Proposal at the Special Meeting of Shareholders, and at any and all adjournments and postponements thereof. Additionally, the votes entitled to be cast by the undersigned will be cast at the discretion to voteof the proxy holders on suchany other matters asmatter that may properly come before the meetingSpecial Meeting of Shareholders, and at any adjournment(s)and all adjournments and postponements thereof.


TO VOTE, MARK CIRCLE IN BLUE OR BLACK INK. Example: ADVANTAGE FUNDS, INC.
DREYFUS PREMIER MANAGER FUNDS I
DREYFUS PREMIER MANAGER FUNDS II


 

PROPOSAL:FOR ALLWITHHOLD ALLFOR ALL EXCEPT*
  O  OO
1. To elect five Board Members to the Board of the Fund:                                               
  1.)      Francine J. Bovich
  2.)      Michael D. DiLecce
  3.)      Gina D. France
  4.)      Joan L. Gulley
  5.)      Nathan Leventhal
*To withhold authority to vote for one or more specific nominees, check the “FOR ALL EXCEPT” box and write the name(s) or number(s) of those nominee(s) you wish to withhold below:

THANK YOU FOR CASTING YOUR VOTE

MAIL ID:BAR CODECUSIP

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Description automatically generated

PROXY CARD

Arrow: Right: MEETING on Reverse Side

YOUR VOTE IS IMPORTANT NO MATTER HOW MANY SHARES YOU OWN. PLEASE CAST YOUR PROXY VOTE

TODAY!

BY INTERNET:

Go to the website below and enter your

VOTER CONTROL NUMBER or simply

scan the QR with a Smart Phone

vote.proxyonline.com

Text Box: Print QR Code

VOTER PROFILE:

Voter ID: XXXXXXXX Security ID: XXXXXXXX

Shares to Vote: XXXXXXXX Household ID: XXXXXXXXXX

**please call the phone number to the right for more information

VOTER CONTROL NUMBER: XXXX XXXX XXXX

VOTE REGISTERED TO:

NAME

ADDRESS

CITY, STATE, ZIP CODE

BY PHONE:

Automated touch-tone voting is also available by calling and following the directions.

(888) 227-9349

BY MAIL:

Complete the reverse side and return in the

postage-paid envelope provided.

email, envelope, mail icon

USPS Postage-Paid Envelope

Put RIC and series/standalone fund name(s) here

240 Greenwich Street

New York, NY 10286

SPECIAL MEETING OF SHAREHOLDERS TO BE HELD ON THURSDAY, OCTOBER 12, 2023

The undersigned stockholder(s)shareholder of ____________________ (the “Fund”),the Fund noted above, hereby appoint(s) Kathleen DeNicholasappoints Jeff Prusnofsky and Robert R. Mullery,James Bitetto, and each of them, the attorneys and proxies of the undersigned, with full power of substitution, to vote, as indicated herein, all of the shares of the Fund standing in the name of the undersigned at the close of business on May 3, 2006,August 14, 2023 at a Special Meeting of StockholdersShareholders to be held virtually at The Dreyfus Corporation, 200 Park Avenue, 7th Floor, New York, New York 10166, at 3:00 p.m.,10:30 a.m. Eastern time, on Thursday, June 29, 2006October 12, 2023, and at any and all postponements or adjournments thereof, with all of the powers the undersigned would possess if then and there personally present and especially (but without limiting the general authorization and power hereby given) to vote as indicated on the proposal, as more fully described in the Combined Proxy Statement for the meeting.

 Please mark boxes in blue or black ink.

1. Election of Board Members:

For all Nominees /_/Withhold Authority /_/
only for those Nominee(s)
whose name(s) I have written
Below
Withhold Authority /_/
for all Nominees


           Nominees for Election are: Peggy C. Davis, James F. Henry and Dr. Martin Peretz.


2. In their discretion, to vote on such other matters as may properly come before the meeting and any adjournment(s) thereof.


DREYFUS INDEX FUNDS, INC.
DREYFUS MIDCAP INDEX FUND, INC.
DREYFUS STOCK INDEX FUND, INC.


           The undersigned stockholder(s) of ____________________ (the “Fund”), hereby appoint(s) Kathleen DeNicholas and Robert R. Mullery, and each of them, the attorneys and proxies of the undersigned, with full power of substitution, to vote, as indicated herein, all of the shares of the Fund standing in the name of the undersigned at the close of business on May 3, 2006, at a Special Meeting of Stockholders to be held at The Dreyfus Corporation, 200 Park Avenue, 7th Floor, New York, New York 10166, at 4:00 p.m., on Thursday, June 29, 2006 and at any and all adjournments thereof, with all of the powers the undersigned would possess if then and there personally present and especially (but without limiting the general authorization and power hereby given) to vote as indicated on the proposal, as more fully described in the Proxy Statement for the meeting.

           Please mark boxes in blue or black ink.

1. Election of Board Members:

For all Nominees /_/Withhold Authority /_/
only for those Nominee(s)
whose name(s) I have written
Below
Withhold Authority /_/
for all Nominees


Nominees for Election are: Peggy C. Davis, James F. Henry and Dr. Martin Peretz.


2. In their discretion, to vote on such other matters as may properly come before the meeting and any adjournment(s) thereof.

FOUR EASY WAYS TO VOTE YOUR PROXY

1.Call Toll-Free 1-888-221-0697, enter the control number listed below and follow the recorded instructions; or

2.Visit theInternet website www.proxyvote.com, enter the control number listed below and follow the instructions on the website; or

3.Return this Proxy Card, signed and dated, in the enclosed postage-paid envelope.

* * * CONTROL NUMBER: _______________

THIS PROXY IS SOLICITED BY THE FUND’SFUND'S BOARD AND WILL BE VOTED FOR THE ABOVE PROPOSAL SHOWN ON THE REVERSE SIDE UNLESS OTHERWISE INDICATED.

IMPORTANT NOTICE REGARDING THE INTERNET AVAILABILITY OF PROXY MATERIALS FOR THE SPECIAL MEETING OF SHAREHOLDERS TO BE HELD OCTOBER 12, 2023. The Notice of Special Meeting of Shareholders, Combined Proxy Statement and Form(s) of Proxy Card are available at HTTPS://IM.BNYMELLON.COM/US/EN/INDIVIDUAL/RESOURCES/PROXY-MATERIALS.JSP. Please see the Combined Proxy Statement or call (866) 796-7181 for information on how to obtain directions to be able to attend and vote virtually at the Special Meeting of Shareholders.

Questions? If you have any questions about how to vote your proxy or about the Special Meeting of Shareholders, please call toll-free

(866) 796-7181. Representatives are available to assist you Monday through Friday 9:00 a.m. to 10:00 p.m. Eastern time.

Mail IDCUSIP
 
Signature(s) should be exactly as name or names appearing on this proxy. If shares are held jointly,

PROXY CARD

“Put RIC and series/standalone fund name(s) here”

NOTE: PLEASE SIGN EXACTLY AS YOUR NAME(S) APPEAR ON THIS PROXY, if joint owners, each shareholder is requested to sign, but only one signature is required. Ifshould sign. When signing is byas attorney, executor, administrator, trustee, guardian, or guardian,custodian for a minor, please give your full title. When signing on behalf of a corporation or as a partner for a partnership, please give the full corporate or partnership name and your title, if any. By signing this proxy card, receipt of the accompanying Notice of Special Meeting of StockholdersShareholders and Proxy Statement is acknowledged.

SIGNATURE (AND TITLE IF APPLICABLE)       DATE

SIGNATURE (IF HELD JOINTLY)       DATE


THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF THE FUND.

The votes entitled to be cast by the undersigned will be cast according to instructions given below with respect to the Proposal. If this Proxy Ballot is executed but no instructions are given, the undersigned acknowledges that the votes entitled to be cast by the undersigned will be cast by the proxies, or any of them, “FOR” the Proposal at the Special Meeting of Shareholders, and at any and all adjournments and postponements thereof. Additionally, the votes entitled to be cast by the undersigned will be cast at the discretion of the proxy holders on any other matter that may properly come before the Special Meeting of Shareholders, and at any and all adjournments and postponements thereof.

TO VOTE, MARK CIRCLE IN BLUE OR BLACK INK. Example:

PROPOSAL:FOR ALLWITHHOLD ALLFOR ALL EXCEPT*
 Dated: ____________, 2006

_________________________
Signature(s)

_________________________
Signature(s)
  O  OO
1. To elect five Board Members to the Board of the     Fund:                                               
  1.)      Francine J. Bovich
  2.)      Michael D. DiLecce
  3.)      Gina D. France
  4.)      Joan L. Gulley
  5.)      Robin A. Melvin
*To withhold authority to vote for one or more specific nominees, check the “FOR ALL EXCEPT” box and write the name(s) or number(s) of those nominee(s) you wish to withhold below:

If you are

THANK YOU FOR CASTING YOUR VOTE

MAIL ID:BAR CODECUSIP

NOT voting by Telephone or Internet, Please Sign,
Date and Return the Proxy Card
Promptly Using the Enclosed Envelope