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 Registrant [X]

Filed by a Party other than the [_]

Registrant

Check the appropriate box:

[_]       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

(Name of Registrant as Specified In Its Charter)

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

Payment of Filing Fee (check the appropriate box):

[X]       No fee required.

[_]       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.

Filed by the Registrant            
[X]
Filed by a Party other than the Registrant[   ]
Check the appropriate box:
[   ]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 Material Pursuant to Rule 14a-12

ADVANTAGE FUNDS, INC.
DREYFUS 100% U.S. TREASURY MONEY MARKET FUND
DREYFUS BASIC U.S. MORTGAGE SECURITIES FUND
DREYFUS GROWTH AND INCOME FUND, INC.
DREYFUS INDEX FUNDS, INC.
DREYFUS INTERNATIONAL FUNDS, INC.
DREYFUS MANAGER FUNDS I
DREYFUS MANAGER FUNDS II
DREYFUS MIDCAP INDEX FUND, INC.
DREYFUS MONEY MARKET INSTRUMENTS, INC.
DREYFUS NEW JERSEY MUNICIPAL BOND FUND, INC.
DREYFUS PREMIER INVESTMENT FUNDS, INC.
DREYFUS RESEARCH GROWTH FUND, INC.
DREYFUS STOCK INDEX FUND, INC.
DREYFUS U.S. TREASURY INTERMEDIATE TERM FUND
DREYFUS U.S. TREASURY LONG TERM FUND
DREYFUS VARIABLE INVESTMENT FUND
______________________________________________________________________
(Name of Registrant as Specified in Charter)
______________________________________________________________________
(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):
[X]No fee required.
[   ]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 (set forth the amount on which the filing fee is calculated and state how it was determined): ______________________________________
(4)Proposed maximum aggregate value of transaction:__________________
(5)Total fee paid: _______________________________________________
[   ]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)Amount previously paid:____________________________
(2)Form, schedule or registration statement no.:____________
(3)Filing party:______________________________________
(4)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 10166

10286

1-800-373-9387

www.bnymellonim.com/us

August 14, 2023

Dear Shareholder:

Your Dreyfus fund(s) and certain other funds in The Dreyfusthe BNY Mellon Family of Funds will hold special shareholder meetings on August 3, 2012.October 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. The election of additional Board members to your fund is being proposed primarily 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 Board member 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 meetings,meeting, please note that each fund has a separate proxy card. You should complete avote one proxy card or otherwise provide voting instructions, 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:

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-DREYFUS.(866) 796-7181. Thank you for your response and for your continued investment with The Dreyfusthe BNY Mellon Family of Funds.

 

Sincerely,

/s/ David DiPetrillo

David DiPetrillo

President

The BNY Mellon Family of Funds

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*

 
Notice of Special Meeting of Shareholders 
Bradley J. Skapyak
President
Advantage Funds, Inc.
Dreyfus 100% U.S. Treasury Money Market Fund
Dreyfus BASIC U.S. Mortgage Securities Fund
Dreyfus Growth and Income Fund, Inc.
Dreyfus Index Funds, Inc.
Dreyfus International Funds, Inc.
Dreyfus Manager Funds I
Dreyfus Manager Funds II
Dreyfus Midcap Index Fund, Inc.
Dreyfus Money Market Instruments, Inc.
Dreyfus New Jersey Municipal Bond Fund, Inc.
Dreyfus Premier Investment Funds, Inc.
Dreyfus Research Growth Fund, Inc.
Dreyfus Stock Index Fund, Inc.
Dreyfus U.S. Treasury Intermediate Term Fund
Dreyfus U.S. Treasury Long Term Fund
Dreyfus Variable Investment Fund

Notice of Special Meetings of Shareholders
To Be Held on August 3, 2012

To the Shareholders:

A Special MeetingsMeeting of Shareholders (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")* will be held atover the offices of The Dreyfus Corporation, 200 Park Avenue, 8th Floor, New York, New York 10166,Internet in a virtual meeting format only on Friday, August 3, 2012Thursday, October 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.      

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 adjournments or postponements thereof.

The Meeting will be held in a virtual meeting format only. You will not be able to hold office until their successors are duly elected and qualified.

2.      To transact such other businessattend the Meeting in person, but you may participate over the Internet as may properly come beforedescribed below. However, if it is determined that the meeting and any adjournments thereof.
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 June 5, 2012August 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
 /s/ James Bitetto
 
Janette E. FarragherJames Bitetto
 Secretary
New York, New York
August 14, 2023
 June 11, 2012
*Advantage Funds, Inc., Dreyfus Index Funds, Inc., Dreyfus International Funds, Inc., Dreyfus Manager Funds I, Dreyfus Manager Funds II, Dreyfus Money Market Instruments, Inc., Dreyfus Premier Investment Funds, Inc. and Dreyfus Variable Investment Fund are "series" investment companies comprised of separate portfolios, each of which may be referred to as a Fund, as applicable, in the Proxy Statement.  For a list of the series, see Schedule 1 to the Proxy Statement.________________________________________


* 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

A SHAREHOLDER MAY THINK HIS OR HER VOTE IS NOT IMPORTANT, BUT IT IS VITAL. BY LAW, THE MEETING OF SHAREHOLDERS 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 VOTE PROMPTLY.PROMPTLY. YOU AND ALL OTHER SHAREHOLDERS WILL BENEFIT FROM YOUR COOPERATION.

Advantage Funds, Inc.
Dreyfus 100% U.S. Treasury Money Market Fund
Dreyfus BASIC U.S. Mortgage Securities Fund
Dreyfus Growth and Income Fund, Inc.
Dreyfus Index Funds, Inc.
Dreyfus International Funds, Inc.
Dreyfus Manager Funds I
Dreyfus Manager Funds II
Dreyfus Midcap Index Fund, Inc.
Dreyfus Money Market Instruments, Inc.
Dreyfus New Jersey Municipal Bond Fund, Inc.
Dreyfus Premier Investment Funds, Inc.
Dreyfus Research Growth Fund, Inc.
Dreyfus Stock Index Fund, Inc.
Dreyfus U.S. Treasury Intermediate Term Fund
Dreyfus U.S. Treasury Long Term Fund
Dreyfus Variable Investment Fund

COMBINED PROXY STATEMENT
Special Meetings of Shareholders
to be held on August 3, 2012

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

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 100% U.S. Treasury Money Market Fund ("DUSTMMF"), Dreyfus BASIC U.S. Mortgage Securities Fund ("DBUSMSF"), Dreyfus Growth and IncomeBNY Mellon Appreciation Fund, Inc. ("DGIF"BNYMAF"), DreyfusBNY Mellon Index Funds, Inc. ("DIF"BNYMIF"), Dreyfus InternationalBNY Mellon Investment Funds V, Inc. ("DILF"BNYMIF V"), Dreyfus ManagerBNY Mellon Investment Funds IVI ("DMFI"BNYMIF VI"), Dreyfus Manager Funds II ("DMFII"), DreyfusBNY Mellon Midcap Index Fund, Inc. ("DMIF"BNYMMIF"), Dreyfus Money Market Instruments, Inc. ("DMMI"), DreyfusBNY Mellon New Jersey Municipal Bond Fund, Inc. ("DNJMBF"BNYMNJMBF"), Dreyfus Premier Investment Funds, Inc.BNY Mellon New York AMT-Free Municipal Bond Fund ("DPIF"BNYMNYAFMBF"), DreyfusBNY Mellon Opportunistic Municipal Securities Fund ("BNYMOMSF"), BNY Mellon Research Growth Fund, Inc. ("DRGF"BNYMRGF"), DreyfusBNY Mellon Stock Index Fund, Inc. ("DSIF"BNYMSIF"), Dreyfus U.S. Treasury Intermediate Term Fund ("DUSTITF"), Dreyfus U.S. Treasury Long Term Fund ("DUSTLTF") and DreyfusBNY 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" and, collectively, the "Funds") to be used at thea Special Meeting of Shareholders (the(each, a "Meeting") of each Fund to be held on Friday, August 3, 2012Thursday, October 12, 2023 at the time set forth on Schedule 1 to this Proxy Statement, atcombined proxy statement, over the offices of The Dreyfus Corporation ("Dreyfus"), 200 Park Avenue, 8th Floor, New York, New York 10166,Internet in a virtual meeting format only, and at any and all adjournments or postponements thereof, for the purposes set forth in the accompanying Notice of Special MeetingsMeeting of Shareholders. Shareholders of record atas of the close of business on June 5, 2012August 14, 2023 are entitled to receive notice of and to vote atover the Meeting.  Internet 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. Shareholders can vote only on matters affecting the Fund(s) ofin which they are shareholders.  Shares represented by executed and unrevoked proxies will be voted in accordance with the specifications made thereon.  If any enclosed form of proxy is executed and returned, it nevertheless may be revoked by another proxy by calling the toll-free telephone number, through the Internet or by letter directed to the relevant Fund, which must indicate the shareholder's name and account number.  To be effective, such revocation must be received before the Meeting.  In addition, any shareholder who attends the Meeting in person may vote by ballot at the Meeting, thereby canceling any proxy previously given.

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. ItIf 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 providevote 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 the enclosed proxy card is

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executed and returned, or if you have voted by telephone or over the Internet, your vote nevertheless may be revoked after it is received by sending 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 listed under "To vote by Telephone" on the proxy card or over the Internet by going to the website listed on the proxy card and 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 with respect to eachafter such Fund.

instructions have been provided. In addition, any shareholder who attends the Meeting virtually may vote over the Internet during the Meeting, thereby canceling any proxy previously given.

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'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 11556,11556-0144, visiting www.im.bnymellon.com or by calling toll-free 1-800-DREYFUS.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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IMPORTANT NOTICE REGARDING INTERNET
AVAILABILITY OF PROXY MATERIALS
 
THIS PROXY STATEMENT AND COPIES OF EACH FUND'S MOST RECENT
ANNUAL AND, IF APPLICABLE, SEMI-ANNUAL REPORTS TO SHAREHOLDERS ARE AVAILABLE AT
HTTP://WWW.DREYFUS.COM/PROXYINFO.HTM.

PROPOSAL: ELECTION OF BOARD MEMBERS

Board Members

The Nominees. It is proposed that shareholders of each Fund consider the election of the individuals listed below (the "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," aspersons" (as defined in the Investment Company Act of 1940, as amended (the "1940 Act"),) of the Funds ("Independent Board members"Members"). The Nominees, except Michael D. DiLecce, currently serve as Board members of some or all of the Funds. Mr. DiLecce currently serves as an Advisory Board member of some of the Funds. Some Board members of certain Funds (Joseph S. DiMartino and David P. FeldmanPeggy C. Davis with respect to each Fund) were previously elected by shareholders of each Fund and need not be re-elected to the Board of any Fund.  Peggy C. Davis, Ehud Houminer and Martin Peretz were previously elected by the shareholders of AF, DGIF, DIF, DILF, DMFI, DMFII, DMIF, DMMI, DRGF, DSIF and DVIF and need not be re-elected to thethose Funds ("Continuing Board Members" of such Funds.  Lynn Martin, Robin A. Melvin and Philip L. Toia were previously elected by shareholders of DUSTMMF, DBUSMSF, DNJMBF, DPIF, DUSTITF and DUSTLTF and need not be re-elected to the Board of such Funds.)  Gordon J. Davis, currently a Board member of DUSTMMF, DBUSMSF, DNJMBF, DPIF, DUSTITF and DUSTLTF, will resign as a Board member of these Funds effective September 1, 2012.Funds). The election of additional Board members to the Boards of the Funds is being proposed primarily 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 AF, DGIF, DIF, DILF, DMFI, DMFII, DMIF, DMMI, DRGF, DSIFBNYMAD, BNYMIF, BNYMIF V, BNYMIF VI, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF and DVIF,BNYMVIF, the Nominees for election as Board members of these Funds are: Lynn Martin, Robin A. MelvinFrancine J. Bovich, Michael D. DiLecce, Gina D. France, Joan L. Gulley, and Philip L. Toia.  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 DUSTMMF, DBUSMSF, DNJMBF, DPIF, DUSTITFBNYMAF, BNYMNYAFMBF, BNYMOMSF, BNYMWGF, GMMF, GMMMF and DUSTLTF,GNYMMMF, the Nominees for election as Board members of these Funds are: Peggy C. Davis, Ehud HouminerFrancine J. Bovich, Michael D. DiLecce, Gina D. France, Joan L. Gulley, and 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 SeptemberJanuary 1, 20122024, 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 nominees as the Funds' Independent Board members may recommend.

nominees.

Board's Oversight Role in Management. Each Board's role in management of the Fundsrespective Fund is oversight. As is the case with virtually all investment companies (as distinguished from operating companies), service providers to the Funds,each Fund, primarily Dreyfus, the Funds'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 Funds,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, of the Boards, acting between Board meetings, regularly interacts with and receives reports from senior personnel of service providers, including Dreyfus' Chiefsenior personnel of the Investment Officer (or a senior representative of his office),Adviser, the Funds'Fund's and Dreyfus'the Investment Adviser's Chief Compliance Officer and portfolio management personnel. Each Board's Audit Committeeaudit committee (which consists of all of the Independent Board members)Members) meets during its regularly scheduled and special meetings, and between meetings the Audit Committeeaudit committee chair is available to the Funds'Fund's independent auditorsregistered public accounting firm and the Funds'Fund's Chief Financial Officer. Each Board also receives periodic

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presentations from senior personnel of Dreyfus andthe 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, anti-money laundering, personal trading, valuation, credit and investment research and securities lending.research. As warranted, each Board also receives informational reports from thecounsel 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 Funds.Fund. In addition, Dreyfusthe Investment Adviser and other service providers to the Fundseach Fund have adopted a variety of policies, procedures and controls designed to address particular risks to the Funds.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 the Funds,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 membersMembers be Independent Board membersMembers and as such are not affiliated with Dreyfus.the Investment Adviser. To rely on certain exemptive rules under the 1940 Act, a majority of the Funds'each Fund's Board membersMembers must be Independent Board members,Members, and for certain important matters, such as the approval of each Fund's investment advisory agreementsagreement or transactions with affiliates, the 1940 Act or the rules thereunder require the approval of a majority of the Independent Board members.Members. Currently, all of the Funds'each Fund's Board members who are expected to continue to serve as Board members from September 1, 2012,Members, including the Chairman of the Boards,Board, are Independent Board members.  The Boards haveMembers. Each Board has determined that theirits leadership structure, in which the Chairman of the BoardsBoard is not affiliated with Dreyfus,the Investment Adviser, is appropriate in light of the specific characteristics and circumstances of the Funds,each Fund, including, but not limited to: (i) the services that Dreyfusthe Investment Adviser and its affiliates provide to the FundsFund and the potential conflicts of interest that could arise from these relationships; (ii) the extent to which the day-to-day operations of the Fundseach Fund are conducted by Fund officers and employees of Dreyfus orthe Investment Adviser and its affiliates; and (iii) the Boards'each Board's oversight role in management of the Funds.

each Fund.

Information About theEach Nominee's and Continuing Board Member's Experience, Qualifications, Attributes or Skills of Each. Nominees for Board Member and Nominee.  The following table presentsof each Fund, together with information aboutas to their positions with the current Board members and Nominees, including theirFund, principal occupations and other public company board memberships and when they became a Board member of each 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 Floor,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.

Name (Age) of Board Member or Nominee
Position withNominees for all Funds (Since)
Principal Occupation
During Past 5 Years
Other Public Company Board
Memberships During Past 5 Years
   

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

Francine J. Bovich (1951)

Board Member

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)

4

Nominees for AF, DGIF, DIF, DILF, DMFI, DMFII, DMIF , DMMI, DRGF, DSIF and DVIFall Funds
   
Lynn Martin (72)

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

DUSTMMF (1993)
DBUSMSF (1993)
DNJMBF (1993)
DPIF (1993)
DUSTITF (1993)
DUSTLTF (1993)

BNYMAD (2022)

BNYMIF (2022)

BNYMIF V (2022)

BNYMIF VI (2022)

BNYMMIF (2022)

BNYMNJMBF (2022)

BNYMRGF (2022)

BNYMSIF (2022)

BNYMVIF (2022)

President of The Martin Hall Group LLC, a human resources consulting firm (2005 Retired since July 2022; Global Asset Management Assurance Leader, Ernst & Young LLP (2015 – present)
2022); Americas Regional Talent Managing Partner for Ernst & Young's Financial Service Practice (2017 – 2021); Partner, Ernst & Young LLP (1997 – 2022)
AT&T, Inc., a telecommunications company, Director (1999 – 2012)
Ryder System, Inc., a supply chain and transportation management company, Director (1993 – 2012)
The Proctor & Gamble Co., a consumer products company, Director (1994 – 2009)
Constellation Energy Group, Inc., Director (2003 – 2009)
Board member of 6 funds (17 if elected at the Meeting) in The Dreyfus Family of Funds (13 portfolios and 46 if elected at the Meeting)
N/A
   
Robin A. Melvin (48)

Gina D. France (1958)

Board Member

DUSTMMF (2011)
DBUSMSF (2011)
DNJMBF (2011)
DPIF (2011)
DUSTITF (2011)
DUSTLTF (2011)

BNYMAD (2019)

BNYMIF (2019)

BNYMIF V (2019)

BNYMIF VI (2019)

BNYMMIF (2019)

BNYMNJMBF (2019)

BNYMRGF (2019)

BNYMSIF (2019)

BNYMVIF (2019)

Director, Boisi Family Foundation,

France Strategic Partners, a private family foundationstrategy and advisory 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 supports organizations servingowns and operates amusement parks and hotels in the needs of youth from disadvantaged circumstances (1995U.S. and Canada, Director (2011 – 2012)May 2023)

CBIZ, Inc., a public company providing professional business services, products and solutions, Director (2015 – Present)

Joan L. Gulley (1947)
Board Member

BNYMAD (2017)

BNYMIF (2017)

BNYMIF V (2017)

BNYMIF VI (2017)

BNYMMIF (2017)

BNYMNJMBF (2017)

BNYMRGF (2017)

BNYMSIF (2017)

BNYMVIF (2017)

Board member of 28 funds (39 if elected at the Meeting) in The Dreyfus Family of Funds (50 portfolios

Nantucket Atheneum, public library, Chair (June 2018 – June 2021) and 83 if elected at the Meeting)Director (2015 – June 2021)

Orchard Island Club, golf and beach club, Governor (2016 – Present) and President (February 2023 – Present)

N/A
   

5

Philip L. Toia (79)
Board Member
DUSTMMF (1997)
DBUSMSF (1997)
DNJMBF (1997)
DPIF (1997)
DUSTITF (1997)
DUSTLTF (1997)

Private InvestorBoard member of 13 funds (24 if elected at the Meeting) in The Dreyfus Family of Funds (23 portfolios
Additional Nominee for BNYMAD, BNYMIF, BNYMIF V, BNYMIF VI, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF and 56 if elected at the Meeting)BNYMVIF
 
Nominees

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 DUSTMMF, DBUSMSF, DNJMBF, DPIF, DUSTITFthe Performing Arts, President Emeritus (2001 – Present)

Palm Beach Opera, President (2016 – Present)

Movado Group, Inc., a public company that designs, sources, markets and DUSTLTFdistributes watches, Director (2003 – 2020)

Additional Nominee for BNYMAF, BNYMNYAFMBF, BNYMOMSF, BNYMWGF, GMMF, GMMMF and GNYMMMF
   
Peggy C. Davis (69)
Board Member
AF (2006)
DGIF (2006)
DIF (2006)
DILF (2006)
DMFI (2006)
DMFII (2006)
DMIF (2006)
DMMI (2006)
DRGF (2006)
DSIF (2006)
DVIF (2006)
Shad Professor of Law, New York University
        School of Law (1983 – present)
Board member of 22 funds (28 if elected at the Meeting) in The Dreyfus Family of Funds (50 portfolios and 63 if elected at the Meeting)
   
Martin Peretz (72)
Board Member
AF (2006)
DGIF (1991)
DIF (2006)
DILF (1993)
DMFI (2006)
DMFII (2006)
DMIF (2006)
DMMI (1974)
DRGF (1971)
DSIF (2006)
DVIF (1990)

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

Editor-in-Chief Emeritus of The New Republic Magazine (2010 – present) (previously, Editor-in-Chief, 1974 – 2010)

Principal Occupation
During Past 5 Years

TheStreet.com, a financial information service on the web, Director (1996 – present)

Other Public Company Board member of 11 funds (17 if elected at the Meeting) in The Dreyfus Family of Funds (33 portfolios and 46 if elected at the Meeting)


Memberships During Past 5 Years

Ehud Houminer (71)

Robin A. Melvin (1963)

Board Member

AF (1993)
DGIF (2006)
DIF (1996)
DILF (2006)
DMFI (2003)
DMFII (2003)
DMIF (1996)
DMMI (2006)
DRGF (2006)
DSIF (1996)
DVIF (2006)

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)

Executive-in-Residence at

Westover School, a private girls' boarding school in Middlebury, Connecticut, Trustee (2019 – June 2023)

Mentor Illinois, a non-profit organization dedicated to increasing the Columbia Business School, Columbia University (1992quantity and quality of mentoring services in Illinois, Co-Chair (2014 – present)

Avnet, Inc., an electronics distributor, Director (1993 – present)
Board member of 26 funds (32 if elected at the Meeting) in The Dreyfus Family of Funds (60 portfolios and 73 if elected at the Meeting)
Current Board Members for all Funds
Joseph S. DiMartino (68)
Chairman of the Boards
AF (1995)
DUSTMMF (1995)
DBUSMSF (1995)
DGIF (1995)
DIF (1995)
DILF (1995)
DMFI (2003)
DMFII (2003)
DMIF (1995)
DMMI (1995)
DNJMBF (1995)
DPIF (1995)
DRGF (1995)
DSIF (1995)
DUSTITF (1995)
DUSTLTF (1995)
DVIF (1995)
Corporate Director and Trustee
CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions for small and medium size companies, Director (1997 – present)
The Newark Group, a provider of a national market of paper recovery facilities, paperboard mills and paperboard converting plants, Director (2000 – 2010)
Sunair Services Corporation, a provider of certain outdoor-related services to homes and businesses, Director (2005 – 2009)
Board member of 72 funds in The Dreyfus Family of Funds (156 portfolios)
David P. Feldman (72)
2020); Board Member
AF (1996)
DUSTMMF (1987)
DBUSMSF (1987)
DGIF (1994)
DIF (1989)
DILF (1994)
DMFI (2003)
DMFII (2003)
DMIF (1989)
DMMI (1994)
DNJMBF (1987)
DPIF (1991)
DRGF (1994)
DSIF (1996)
DUSTITF (1987)
DUSTLTF (1987)
DVIF (1994)
(2013 – 2020)

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

HPS Corporate Director and Lending Fund, a closed-end management investment company regulated as a business development company, Trustee
BBH Mutual Funds Group (4 registered mutual funds), Director (1992(August 2021 – present)Present)
QMed, Inc., a healthcare company, Director (1999 – 2007)
Board member of 17 funds in The Dreyfus Family of Funds (46 portfolios)

Each Nominee and Continuing Board memberMember, with the exception of Mses. Bovich, France and Gulley and Mr. DiLecce, has been a DreyfusBNY Mellon Family of Funds Boardboard member for over fifteentwenty 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 corporate 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 and Board member follows (supplementing the information provided in the table above) that describes some of the specific experiences, qualifications, attributes or skills that each Nominee or Board member possesses which the respective Board believes havehas prepared them to be effective Board members.  The Boards believeMembers (this information for the Continuing Board Members is set forth on Exhibit A). Each Board believes that the significance of each Board member'sMember's experience, qualifications, attributes or skills is an individual matter (meaning that experience that is important for one Board memberMember may not have the same value for another) and that these factors are best evaluated at the Board level, with no single Board member,Member, or particular factor, being indicative of Board effectiveness. However, the Boards believeeach Board believes that Board membersMembers 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; the Boards believeeach Board believes that theirits members and Nominees satisfy this standard. Experience relevant to having this ability may be achieved through a Board member'sMember'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 BoardsBoard of the Funds)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 the Boards'each Board's nominating committeescommittee contains certain other factors considered by the committeescommittee in identifying and evaluating potential Independent Board member

6

Member nominees. To assist them in evaluating matters under federal and state law, the Board membersMembers are counseled by their independent legal counsel, who participates in Board meetings and interacts with Dreyfus;the Investment Adviser and also may benefit from information provided by the Investment Adviser's counsel; counsel to the Funds and to the Boards havehas significant experience advising funds and fund board members. The BoardsEach Board and theirits 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. Gulley – Ms. 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

·
Joseph S. DiMartino – Mr. DiMartino has been the Chairman of the Boards of the funds in The Dreyfus Family of Funds for over 15 years.  From 1971 through 1994, Mr. DiMartino served in various roles as an employee of Dreyfus (prior to its acquisition by a predecessor of The Bank of New York Mellon Corporation ("BNY Mellon") 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 Dreyfus 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.
·
David P. Feldman – Mr. Feldman is the former Chairman and Chief Executive Officer of AT&T Investment Management Corp., from which he retired in 1997, where he was responsible for $70 billion in pension assets.  Mr. Feldman has served as Chairman of the Financial Executives Institute's Committee on Investment of Employee Benefits Assets.  Mr. Feldman currently serves as a member of the Pension Managers Advisory Committee of the New York Stock Exchange.
·
Ehud Houminer – Mr. Houminer currently serves on Columbia Business School's Board of Overseers.  Prior to his association with Columbia Business School beginning in 1991, Mr. Houminer held various senior financial, strategic and management positions at Philip Morris Companies Inc., including serving as Senior Corporate Vice President for Corporate Planning, and as President and Chief Executive Officer of Philip Morris USA, Inc. (now part of Altria Group, Inc.).  Mr. Houminer is Chairman of the Columbia Business School Board and a Trustee of Ben Gurion University.
·
Lynn Martin – Ms. Martin served in the U.S. House of Representatives from 1981 to 1991, the Illinois Senate from 1979 to 1980, and the Illinois House of Representatives from 1977 to 1979.  Ms. Martin also served as Co-Chairperson of then-Vice President George H.W. Bush's 1988 presidential campaign, and from 1991 to 1993 served as U.S. Secretary of Labor under President Bush.  After her tenure in politics, Ms. Martin was a professor at the Kellogg School of Management, Northwestern University, and also a fellow at Harvard University's Kennedy School of Government.  She also has served as an Advisor of Deloitte & Touche LLP and as Chair of its Council for the Advancement of Women.  Ms. Martin serves on the Chicago Council on Global Affairs, Coca-Cola International Advisory Council and Deutsche Bank Advisory Council.
·
Robin A. Melvin – Ms. Melvin served as a Director of the Boisi Family Foundation, a private family foundation that supports organizations serving the needs of youth from disadvantaged circumstances, from 1995 to 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.
·
Dr. Martin Peretz – Dr. Peretz is the Editor-in-Chief Emeritus of The New Republic and was Editor-in-Chief from 1974 until 2010.  Dr. Peretz is also the co-founder and a director of TheStreet.com.  Previously, Dr. Peretz was a member of the faculty of Harvard University from 1966 through 2002.  He currently serves on the boards of a number of significant non-profit organizations.
·
Philip L. Toia – From 1984 through 1997, Mr. Toia served in various roles as an employee of Dreyfus.  During this time he directed the organization of the fixed-income research group and investor relations, organized the bank wholesaling group, and served as a director and officer of subsidiaries of Dreyfus.  Upon the acquisition of Dreyfus by a predecessor of BNY Mellon, Mr. Toia took on additional duties as Vice Chairman for Administration and Operations, including being responsible for fund accounting, fund legal, information systems and human resources.  He also served as a director of Dreyfus.  He ceased all roles at Dreyfus by 1997.  Prior to joining Dreyfus, Mr. Toia served as Group Executive for Public Finance at Chase Manhattan Bank, managing its investment banking group and its tax-exempt underwriting, trading and sales departments.  He also served on the Board of Directors of Chase Manhattan Bank, Delaware.  In addition, from 1975 through 1977, Mr. Toia served as Deputy Mayor for Finance for the City of New York.
 
Evaluation

Ms. Gulley also served as a member of Potential Nominees/Diversity.  In additionPNC'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 general experience,PNC Board's Personnel and Compensation Committee with respect to executive compensation, succession planning, talent management, human resource regulatory matters and 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 Avery Fisher Artist Program; he is now President Emeritus of Lincoln Center for the 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 quality of mentoring services in Illinois, and served as a Board member from 2013 to 2020. Ms. Melvin served as Director of the Boisi Family Foundation, a private family foundation that supports organizations serving the needs of youth from disadvantaged circumstances, from 1995 to 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 standing audit, nominating, compensation and litigation committees, each comprised of its Independent Board Members, except that Joseph S. DiMartino does not serve on the compensation committees.

The function of the audit committee of each Fund is (1) to oversee the Fund's accounting and financial reporting processes and the audits of the Fund's financial statements and (2) to assist in the Board's oversight of the integrity of the Fund's financial statements, the Fund's compliance with legal and regulatory requirements and the qualifications, attributesindependence and performance of the Fund's independent registered public accounting firm. A copy of each Fund's Audit Committee Charter, which describes the audit committee's purposes, duties and 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's nominating committee is responsible for selecting and nominating persons as members of the Board for election or skills described above, aappointment by the Board and for election by shareholders. In evaluating potential nominees, including any nominees recommended by shareholders, the committee takes into consideration the factors listed in each Fund's Nominating Committee (see "Fund Board Committees" below)Charter and Procedures (the "Nominating Committee Charter"), including character and integrity, and business and professional 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 Funds' Nominating Committee Charter contains certain other factors considered by the Committee in identifying and evaluating potential nominees (including any nominees recommended by shareholders as provided in the Nominating Committee Charter).  A copy of the Funds' Nominating Committee Charter and Procedures is not available on the Funds' or Dreyfus' website, but is attached as Exhibit B to this Proxy Statement.

Compensation.  Each Fund typically pays its Board members its allocated portion of an annual retainer and a fee per meeting attended for the Fund and other funds in The Dreyfus Family of Funds, and reimburses them for their expenses.  The Chairman of the Boards receives an additional 25% of such compensation, and the Chairman of the Audit Committee of AF, DGIF, DIF, DILF, DMFI, DMFII, DMIF, DMMI, DRGF, DSIF and DVIF receives an additional $15,000 per annum.  For information on the amount of compensation paid to each current Board member by a Fund for the Fund's last fiscal year, and paid by all funds in The Dreyfus Family of Funds for which such person was a Board member for the year ended December 31, 2011, see Exhibit A to this Proxy Statement.
Board Member Emeritus Program.  The Boards have adopted an Emeritus Program to provide Board members who have served on the Board of one or more funds in The Dreyfus Family of Funds for an extended period of time and who have attained a certain age a means for assuming a less demanding role with the Fund while maintaining an ongoing relationship with the Fund.  The Boards have determined that the continued wise guidance and input such experienced Board members can provide merited the establishment of the Program.  Under the Board Member Emeritus Program, for a Board member whose first service on the Board of any fund in The Dreyfus Family of Funds occurred before September 30, 2008, upon reaching age 72, such Board member is entitled to elect Emeritus status with respect to each Fund if he or she has served on the Board of a Fund for at least 10 years.  Upon reaching age 80, Emeritus status is mandatory and becomes effective immediately, unless the Board member chooses to retire at that time.  The 10-year pre-requisite for service as a Fund Board member will be waived for a Board member who reaches age 80 but has not served as a Board member of a Fund for at least 10 years.  For a Board member whose first service on the Board of any fund in The Dreyfus Family of Funds occurs after September 30, 2008, upon reaching age 72, such Board member is entitled to elect Emeritus status with respect to each Fund if he or she has served on the Board of a Fund for at least 5 years.  Upon reaching age 75, Emeritus status is mandatory and becomes effective immediately, unless the Board member chooses to retire at that time.  The 5-year pre-requisite for service as a Fund Board member will not be waived and any such Board member who reaches age 75 but has not served as a Board member of a Fund for at least 5 years will be required to retire at that time.
An Emeritus Board member is permitted to serve as such for a maximum of 10 years from the date Emeritus status is achieved.  An Emeritus Board member:  (i) does not have voting rights with respect to matters pertaining to a Fund, and is relieved of all formal responsibilities with respect to the Fund; (ii) may attend all Board meetings, but is under no fiduciary obligation with respect to a Fund; (iii) is not subject to election by Fund shareholders; and (iv) is eligible to be indemnified to the fullest extent permitted under a Fund's governing documents, as amended from time to time.
Emeritus Board members are entitled to receive an annual retainer of one-half the amount paid as a retainer at the time the Board member achieves Emeritus status and one-half the per meeting attendance fee in effect on the date of the meeting attended by the Emeritus Board member (the "Emeritus Fee").  For a Board member whose first service on the Board of any fund in The Dreyfus Family of Funds occurs after September 30, 2008, he or she will receive 50% of the Emeritus Fee, plus an additional 10% of the Emeritus Fee for each year of service between six and ten years as a Board member.  Emeritus Board members are reimbursed for reasonable expenses incurred in connection with attending Board meetings.
Fund Board Committees.  Each Fund has a standing Audit Committee, Nominating Committee and Compensation Committee, each of which is comprised of the Fund's Independent Board members.  Each Fund, except DUSTMMF, DMMI and DVIF – Money Market Portfolio, also has a Pricing Committee comprised of any one or more of the Board members, the function of which is to assist in valuing the Fund's investments.  For information on the number of committee meetings held during each Fund's last fiscal year, see Exhibit A to this Proxy Statement.
The function of each Fund's Audit Committee is to (i) oversee the Fund's accounting and financial reporting processes and the audits of the Fund's financial statements and (ii) assist in the Board's oversight of the integrity of the Fund's financial statements, the Fund's compliance with legal and regulatory requirements and the independent registered public accounting firm's qualifications, independence and performance.
Each Fund's Nominating Committee is responsible for selecting and nominating persons as members of the Board for election or appointment by the Board and for election by shareholders.  In evaluating potential nominees, including any nominees recommended by shareholders, the Nominating Committee takes into consideration various factors listed in the Nominating Committee Charter, including character and integrity and business and professional experience.  The Nominating 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 include10286, and including information regarding the recommended nominee as specified in the Nominating Committee Charter.
The Nominating Committee Charter is attached as Exhibit B to this combined proxy statement.

The function of each Fund's Compensation Committeethe 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)

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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

Required Vote

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 do 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 board member in 2022.

*** Mr. DiLecce became an advisory board member of BNYMAD, BNYMIF, BNYMIF V, BNYMIF VI, BNYMMIF, BNYMNJMBF, BNYMRGF, BNYMSIF and BNYMVIF in October 2022 and receives compensation from the funds for attending board meetings in an advisory role.

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's independent registered public accounting firm (the "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 of the independent auditors for the Fund.auditors. Each Fund's Audit Committee recommended,audit committee approved and each Fund's Board, including a majority of itsthe Independent Board members,Members, ratified and approved the selection of Ernst & Young LLP ("Ernst & Young"EY") as such Fund'sthe independent auditors for the respective Fund's current 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 Services

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

12

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.

Information regarding the audit and non-audit fees that the Funds were billed by their independent auditors for the Funds' last two fiscal years is set forth in Exhibit A to this Proxy Statement.

Service Providers

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's investment adviser.
MBSC

BNY Mellon Securities Corporation, (the "Distributor"), 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.

Dreyfus Transfer, Inc.shares.

The Bank of New York Mellon ("BNY Mellon"), a wholly-owned subsidiaryan affiliate of Dreyfus with principal officesthe Investment Adviser, located at 200 Park Avenue,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

Each

To 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 mail, 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 shareholders by telephone, which is expected to cost approximately $46,000, 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 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 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 Proxy Statement and proxy card.  Within 72 hours of receiving a shareholder's telephonic or electronically transmitted voting instructions, 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.  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 shareholder 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, 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" (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 andon a particular matter with respect to which the broker or nominee does not have a discretionary power to vote on the proposal) (together, "abstentions")power), 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""for" a Nominee.

Withproposal 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 Dreyfus-sponsored individual retirement accounts ("IRAs")the proposal to elect Board members, and there are no other proposals expected to come before the Individual Retirement Custodial Account Agreement governingMeeting for which a broker or nominee would not have discretionary voting authority, the IRAs requires The BankFunds do not anticipate that there will be any "broker non-votes" at the Meeting.

If you hold shares of New York Mellon (the "Bank"), as custodiana 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 IRAs, toMeeting, an intermediary will vote Fund shares held in such IRA accountsfor 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 IRA shareholder's instructions.  However, if noshares should be voted on the proposal may be deemed to authorize the intermediary to vote such shares in favor of the 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 are received,from its customers. In those cases, the Bankintermediary may, but may not be required to, vote Fund shares held in the IRA in the same proportions as the Fund shares for which voting instructions are received from other Dreyfus IRA shareholders.  Therefore, if an IRA shareholder does not provide voting instructions prior to the Meeting, the Bank will vote the IRAsuch shares in the same proportionsproportion as it votes thethose shares for which properly conveyed instructions are timelythe intermediary has received fromvoting instructions. Because of this practice, a small number of shareholders could determine how a Fund votes, if other Dreyfus IRA shareholders.

shareholders fail to vote.

Shares of DSIFBNYMSIF and DVIFBNYMVIF have been offered only to separate accounts established by insurance companies ("Participating Insurance Companies") to fund variable annuity contracts and variable life insurance policies (collectively referred to as the "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'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"). 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 August 2, 2012.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 in the same proportions 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 in personvirtually or by proxy.  With respect to AF, DGIF, DIF, DILF, DMIF, DMMI, DNJMBF, DPIF, DRGF and DSIF, 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 DUSTMMF, DBUSMSF, DMFI, DMFII, DUSTITF, DUSTLTF and DVIF, 30% of the Fund's shares entitled to vote constitutes a quorum for the transaction of business at the Meeting.

OTHER MATTERS

No

Each 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 proxiesthe proxy in accordance with their judgment on such matters.

matter.

None 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, (the "SEC"), shareholder proposals meeting requirements contained in those rules may, under certain conditions, be included in the Funds'a Fund's proxy materials for a particular meeting of shareholders. One of these conditions relates to the timely receipt by athe Fund of any such proposal.  Since the Funds do not have regular annual meetings of shareholders, under these rules, proposals submitted for inclusion in the proxy materials for a particular meeting must be received by a Fund a reasonable time before the solicitation of proxies for the meeting is made. The fact that a Fund receives a shareholder proposal in a timely manner does not,

17

however, ensure its inclusion in the Fund's proxy materials since there are other requirements in the proxy rules relating to such inclusion.

NOTICE TO BANKS, BROKER/DEALERS AND VOTING TRUSTEES
AND THEIR NOMINEES
Please advise the appropriate Fund, in care of Dreyfus Institutional Department, P.O. Box 9882, Providence, Rhode Island  02940-8082, 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 you

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, SHAREHOLDERS WHO DO NOT EXPECT TO ATTEND THE MEETING(S) IN PERSONMEETING VIRTUALLY ARE URGED TO COMPLETE, SIGN, DATE AND RETURN EACH ENCLOSED PROXY CARDCARD(S) IN THE ENCLOSED STAMPED ENVELOPE.ENVELOPE OR OTHERWISE VOTE PROMPTLY.

Dated: August 14, 2023

18

Dated:  June 11, 2012

SCHEDULE 1

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

Name of FundFund/SeriesTime of Shareholder Meeting
  
BNY Mellon Advantage Funds, Inc.10:009:30 a.m.
 - Dreyfus Global AbsoluteBNY Mellon Dynamic Total Return Fund ("DGARF")(BNYMDTRF) 
 - DreyfusBNY Mellon Dynamic Value Fund (BNYMDVF)
BNY Mellon Global Dynamic Bond Income Fund ("DGDBF")(BNYMGDBIF) 
 - DreyfusBNY Mellon Global Real Return Fund ("DGRRF")(BNYMGRRF) 
 - Dreyfus International Value Fund ("DIVF")
 - DreyfusBNY Mellon Opportunistic Midcap Value Fund ("DOMVF")(BNYMOMVF) 
 - DreyfusBNY Mellon Opportunistic Small Cap Fund ("DOSCF")(BNYMOSCF) 
 - Dreyfus Opportunistic U.S. Stock Fund ("DOUSSF")
 - Dreyfus Strategic Value Fund ("DSVF")
 - Dreyfus Structured Midcap Fund ("DSMF")
 - DreyfusBNY Mellon Technology Growth Fund ("DTGF")
 - Dreyfus Total Emerging Markets Fund ("DTEMF")
 - Dreyfus Total Return Advantage Fund ("DTRAF")
 - Global Alpha Fund ("GAF")(BNYMTGF) 
  
Dreyfus 100% U.S. Treasury Money MarketBNY Mellon Appreciation Fund, Inc.11:0010:30 a.m.
  
Dreyfus BASIC U.S. Mortgage Securities Fund11:00 a.m.
Dreyfus Growth and Income Fund, Inc.10:00 a.m.
DreyfusBNY Mellon Index Funds, Inc.10:009:30 a.m.
 - DreyfusBNY Mellon International Stock Index Fund ("DISIF")(BNYMISIF) 
 - DreyfusBNY Mellon S&P 500 Index Fund ("DSPIF")(BNYMS&P) 
 - DreyfusBNY Mellon Smallcap Stock Index Fund ("DSCIF")(BNYMSSIF) 
  
Dreyfus InternationalBNY Mellon Investment Funds V, Inc.10:009:30 a.m.
 - Dreyfus Brazil EquityBNY Mellon Diversified International Fund ("DBEF")(BNYMDIF) 
 - Dreyfus EmergingBNY Mellon Developed Markets Real Estate Securities Fund ("DEMF")(BNYMDMRESF)
BNY Mellon Large Cap Equity Fund (BNYMLCEF) 
  
Dreyfus ManagerBNY Mellon Investment Funds IVI10:009:30 a.m.
 - Dreyfus MidCap CoreBNY Mellon Balanced Opportunity Fund ("DMCF")(BNYMBOF) 
  
Dreyfus Manager Funds IIBNY Mellon Midcap Index Fund, Inc.10:009:30 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 Shareholder Meeting
BNY Mellon Worldwide Growth Fund, Inc.10:30 a.m.
General Money Market Fund, Inc.10:30 a.m.
Dreyfus Balanced OpportunityMoney Market Fund ("DBOF")(DMMF) 
  
Dreyfus Midcap Index Fund,General Municipal Money Market Funds, Inc.10:0030 a.m.
Dreyfus National Municipal Money Market Instruments, Inc.10:00 a.m.
 - Government Securities Series ("GSS")
 - Money Market Series ("MMS")Fund (DNMMMF) 
  
DreyfusGeneral New JerseyYork Municipal BondMoney Market Fund Inc.11:0010:30 a.m.
Dreyfus Premier Investment Funds, Inc.11:00 a.m.
 - Dreyfus Diversified International Fund ("DDIF")
 - Dreyfus Emerging Asia Fund ("DEAF")
 - Dreyfus Global Real Estate Securities Fund ("DGRESF")
 - Dreyfus Greater China Fund ("DGCF")
 - Dreyfus India Fund ("DINF")
 - Dreyfus Large Cap Equity Fund ("DLCEF")
 - Dreyfus Large Cap Growth Fund ("DLCGF")
 - Dreyfus Satellite Alpha Fund ("DSAF")
Dreyfus Research Growth Fund, Inc.10:00 a.m.
Dreyfus Stock Index Fund, Inc.10:00 a.m.
Dreyfus U.S. Treasury Intermediate Term Fund11:00 a.m.
Dreyfus U.S. Treasury Long Term Fund11:00 a.m.
Dreyfus Variable Investment Fund10:00 a.m.
 - Appreciation Portfolio ("AP")
 - Growth and Income Portfolio ("GIP")
 - International Equity Portfolio ("IEP")
 - International Value Portfolio ("IVP")
 -New York Municipal Money Market Portfolio ("MMP")
 - Opportunistic Small Cap Portfolio ("OSCP")
 - Quality Bond Portfolio ("QBP")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 shareholders, if any, known by the Fund to own of record or beneficially 5% or more of a class of the Fund's outstanding voting securities (including series thereof) as of May 11, 2012.July 14, 2023.

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 and
Number of Shares Outstanding
Name and Address of Shareholder
Amount of
Shares Held
Percentage of
Shares Held
 
AF:   
    DGARF–Class A
    520,254.1860
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
33,967.89506.5291%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
34,324.34406.5976%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
145,348.198027.9379%
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
171,427.140032.9507%
    DGARF–Class C
    107,966.1300
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
19,706.299018.2523%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
19,985.214018.5106%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
36,207.407033.5359%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
23,122.146021.4161%
    DGARF–Class I
    1,172,089.3290
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
62,358.29305.3341%
 
SEI Private Trust Company
C/O Mellon Bank
Attn: Mutual Fund Admin.
One Freedom Valley Drive
Oaks, PA 19456-9989
530,003.878045.3360%
 
Dreyfus Moderate Allocation Fund
The Dreyfus Corporation
Attn: John Heinsohn
200 Park Avenue, 7th Floor
New York, NY 10166-0090
140,960.571012.0576%
 
Dreyfus Growth Allocation Fund
The Dreyfus Corporation
Attn: John Heinsohn
200 Park Avenue, 7th Floor
New York, NY 10166-0090
103,895.82608.8871%
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
119,924.653010.2582%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
60,022.67405.1343%
    DGDBF–Class A
    72,525.1190
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
18,456.751025.4488%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
13,509.577018.6274%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
40,000.00055.1533%
    DGDBF–Class C
    42,661.4180
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
40,000.000096.0986%
    DGDBF–Class I
    714,029.7210
BLMC LP
A Partnership
P.O. Box 2212
Soquel, CA 95063
191,833.322026.8663%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
399,807.538055.9931%
 
Global Investors LP
100 Court Avenue, Suite 211
Des Moines, IA 50309-2213
120,140.914016.8258%
    DGRRF–Class A
    540,110.5910
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
380,040.481070.3010%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
85,732.494015.8590
    DGRRF–Class C
    31,664.5540
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
6,398.038020.2057%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
4,729.651014.9367%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
16,472.347052.0214%
    DGRRF–Class I
    2,026,366.3640
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
188,821.82909.3182%
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
1,698,696.523083.8297%
    DIVF–Class A
    8,724,655.9770
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
2,665,152.414030.4926%
 
The Vanguard Fiduciary Trust Co.
Attn: Outside Funds
P.O. Box 2600
Valley Forge, PA 19482-2600
1,712,992.460019.5987%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
1,550,043.338017.7344%
    DIVF–Class C
    924,328.4300
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
55,060.55705.9790%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
87,242.95409.4736%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
97,803.708010.6204%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
408,804.570044.3916%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
95,155.082010.3328%
    DIVF–Class I
    8,905,079.7630
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
814,007.34209.1409%
 
Dreyfus Premier Diversified International Fund
The Dreyfus Corporation
Attn: John Heinsohn
200 Park Avenue, 7th Floor
New York, NY 10166-0090
7,533,511.985084.5977%
    DOMVF–Class A
    34,379,720.1700
Fidelity Investments Institutional Operations Co. as Agent for
Entropic Communications Inc.
100 Magellan Way (KWIC)
Covington, KY 41015-1999
4,216,815.435012.2581%
 
JPMorgan Chase as Trustee
FBO $uper $aver 401(k) Plan
11500 Outlook Street
Overland Park, KS 66211-1804
5,828,419.115016.9429%
 
The Vanguard Fiduciary Trust Co.
Attn: Outside Funds
P.O. Box 2600
Valley Forge, PA 19482-2600
4,279,516.405012.4403%
    DOMVF–Class C
    867,940.7070
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
43,815.26705.0335%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
126,498.843014.5321%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
87,181.413010.0153%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
53,149.94506.1058%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
178,317.763020.4850%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
75,370.11608.6584%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
61,818.83107.1017%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
50,825.13605.8387%
    DOMVF–Class I
    5,748,438.1420
Banco Popular de Puerto Rico as TRU
FBO The TJX Companies, Inc. General Savings/Profit Sharing Plan – Puerto Rico
11500 Outlook Street
Overland Parks, KS 66211-1804
1,716,335.611029.7833%
 
Fidelity Investments Institutional Operations Co. as Agent for
Pfeiffer Vacuum Inc. 401(k) Plan
100 Magellan Way (KWIC)
Covington, KY 41015-1999
533,543.02009.2585%
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
731,098.807012.6866%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
551,824.49409.5757%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
457,304.95707.9355%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
487,229.91008.4548%
 
JPMorgan Chase as Trustee
FBO American Eagle 401(k) Plan
11500 Outlook Street
Overland Park, KS 66211-1804
326,502.75505.6658%
    DOSCF
    24,432,555.9930
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
3,006,826.137012.3068%
 
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
6,111,593.551025.0145%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
1,754,506.63107.1811%
 
Charles Schwab & Co. Inc.
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4151
1,597,996.13106.5405%
    DOUSSF–Class A
    3,020.9380
Wilbert Lawrence
Brooklyn, NY
168.91905.5916%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
1,180.173039.0664%
 
The Bank of New York Mellon Cust.
FBO Stephen J. Oracko
Under IRA Rollover Plan
Roanoke, VA
292.26309.6746%
 
The Bank of New York Mellon Cust.
FBO Nicholas P. Linihan
Under IRA Plan
Fruitport, MI
203.80406.7464%
 
The Bank of New York Mellon Cust.
FBO Lois B. Willis
Under IRA Plan
Overland Parks, KS
375.779012.4391%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
800.000026.4818%
    DOUSSF–Class C
    2,273.129
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
1,397.771061.4911%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
800.000035.1938%
    DOUSSF–Class I
    238,750.1400
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
238,400.000099.8533%
    DSVF–Class A
    29,183,841.6400
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
1,879,677.73306.4412%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
1,664,511.79605.7039%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
2,241,025.95307.6795%
 
UMB Bank NA
FBO Fiduciary for Tax Deferred Accts
One Security Benefit Place
Topeka, KS 66636-1000
1,539,515.84705.2756%
 
Charles Schwab & Co. Inc.
Attn: Mutual Fund Operations
101 Montgomery Street
San Francisco, CA 94104-4151
2,380,189.41908.1563%
    DSVF–Class C
    1,861,477.3050
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
145,845.87607.8547%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
136,824.47307.3689%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
189,230.853010.1913%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
393,983.417021.2185%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
175,903.92409.4736%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
103,443.83905.5711%
    DSVF–Class I
    6,528,757.9420
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
739,472.776011.3237%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
757,729.406011.6032%
 
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
1,037,945.283015.8942%
    DSMF–Class A
    1,285,210.6040
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
238,746.421018.5875%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
134,596.798010.4790%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
155,476.191012.1045%
 
Orchard Trust Co. TTEE
Employee Benefits Clients 401(k)
8515 Orchard Road 2T2
Greenwood Village, CO 80111-5002
64,650.71205.0333%
 
Charles Schwab & Co. Inc.
Special Custody Acct FBO Customers
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
73,624.73605.7320%
    DSMF–Class C
    551,922.0690
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
104,966.431019.0616%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
30,445.13405.5287%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
186,430.050033.8552%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
70,427.524012.7894%
    DSMF–Class I
    1,226,737.9500
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
511,061.700041.6188%
 
WTC TTEE FBO Mercycare Service Corp. Supplemental Retirement Plan
C/O Mutual Funds
P.O. Box 8880
Wilmington, DE 19899-8880
325,198.611026.4828%
 
Wells Fargo Bank NA
Omnibus Acct for Various Ret. Plans
1525 West WT Harris Boulevard
Charlotte, NC 28288-1076
207,465.401022.0256%
    DTGF–Class A
    6,854,139.1960
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
668,201.42109.7523%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
530,031.31207.7357%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
376,651.66005.4972%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
412,466.15806.0199%
 
Charles Schwab & Co. Inc.
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4151
510,474.79207.4503%
    DTGF–Class C
    945,704.8650
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
84,068.62608.8962%
 
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
50,328.29705.3258%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
83,844.06908.8724%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
84,370.39108.9281%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
229,287.308024.2632%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
113,425.927012.0028%
 
Charles Schwab & Co. Inc.
Special Custody Acct FBO Customers
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
48,781.69205.1621%
    DTGF–Class I
    400,230.6490
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
58,691.608014.6085%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
34,588.49008.6092%
 
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
27,329.54006.8024%
 
TD Ameritrade Inc. for the Exclusive Benefit of Our Clients
P.O. Box 2226
Omaha, NE 68103-2226
121,570.517030.2592%
 
Orchard Trust Co. TTEE
Employee Benefits Clients 401(k)
8515 East Orchard Road 2T2
Greenwood Village, CO 80111-5002
39,441.62509.8171%
    DTEMF–Class A
    54,668.6190
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
10,640.408019.4635%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
40,000.000073.1681%
    DTEMF–Class C
    46,392.9510
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
5,848.765012.4429%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
40,000.000085.0976%
    DTEMF–Class I
    5,164,772.8130
Fifth Street Station LLC
A Partnership
505 5th Avenue S, Suite 900
Seattle, WA 98104-3821
432,900.43308.3818%
 
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
3,991,398.210077.2812%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
732,511.671014.1828%
    DTRAF–Class A
    3,647,561.4900
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
517,181.269014.1953%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
1,950,851.621053.5460%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
428,784.097011.7691%
    DTRAF–Class C
    612,847.3590
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
92,154.557015.0448%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
50,863.18108.3037%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
72,845.740011.8925%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
176,250.834028.7740%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
51,774.66008.4525%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
104,730.887017.0980%
    DTRAF–Class I
    1,673,499.3480
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
240,733.508014.3887%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
369,228.469022.0688%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
237,402.555014.1896%
 
Dreyfus Conservative Allocation Fund
The Dreyfus Corporation
Attn: John Heinsohn
200 Park Avenue, 7th Floor
New York, NY 10166-0090
300,389.027017.9543%
 
Dreyfus Moderate Allocation Fund
The Dreyfus Corporation
Attn: John Heinsohn
200 Park Avenue, 7th Floor
New York, NY 10166-0090
348,716.929020.8428%
    GAF–Class A
    1,334,580.3540
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
68,050.43405.1236%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
144,068.001010.8470%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
68,331.07405.1447%
 
RBC Capital Markets LLC
Mutual Fund Omnibus Processing
Attn: Mutual Funds Ops Manager
510 Marquette Avenue S
Minneapolis, MN 55402-1110
96,554.26807.2696%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
627,872.335047.2730%
    GAF–Class C
    699,047.2360
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
51,966.28507.4336%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
93,258.460013.3403%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
164,316.719023.5049%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
103,985.325014.8747%
 
RBC Capital Markets LLC
Mutual Fund Omnibus Processing
Attn: Mutual Funds Ops Manager
510 Marquette Avenue S
Minneapolis, MN 55402-1110
65,280.58809.3382%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
119,312.507017.0672%
    GAF–Class I
    5,841,565.7300
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
5,278,792.549090.3743%
 
DUSTMMF
1,259,379,082.8710
 
Lighthouse Capital Insurance Co.
P.O. Box 69
Grand Cayman
93,980,530.25007.4645%
 
DBUSMSF
5,817,487.3130
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
361,237.46306.2084%
 
The Bank of New York Mellon Cust.
FBO Adrienne G. Gruberg
Under IRA Plan
New York, NY
421,515.30807.2443%
 
Trust Company of America
P.O. Box 6503
Englewood, CO 80155-6503
1,422,675.176024.4507%
 
DGIF
35,124,981.2030
None
 
N/AN/A
 
DIF:   
    DISIF
    33,994,280.0120
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
3,182,468.17509.3553%
 
VRSCO
FBO Volunteers of America Bay Area
2929 Allen Parkway, A6-20
Houston, TX 77019-7177
11,115,359.257032.6750%
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn:  Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
7,995,305.647023.5032%
    DSPIF
    61,848,807.9170
Fidelity Investments Institutional Operations Co. as Agent for
Pericom Semiconductor Corporation
100 Magellan Way (KWIC)
Covington, KY 41015-1999
11,064,801.016017.8844%
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
6,772,465.188010.9466%
 
Nationwide Life Insurance Company
DCVA C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
4,373,614.11907.0692%
 
VRSCO
FBO Blue Mountain Hosp Dist
2929 Allen Parkway, A6-20
Houston, TX 77019-7177
8,653,882.504013.9876%
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
6,910,062.481011.1690%
    DSCIF
    52,452,233.7440
Fidelity Investment Institutional Operations Co. as Agent for
Affiliated Associates
100 Magellan Way (KWIC)
Covington, KY 41015-1999
3,654,192.29106.9652%
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
7,597,745.990014.4819%
 
VRSCO
FBO Texas Tech University 403B
2929 Allen Parkway, A6-20
Houston, TX 77019-7177
8,818,487.716016.8088%
 
Wells Fargo Bank NA
FBO Rt Bae Sys Land and Armaments Excs
P.O. Box 1533
Minneapolis, MN 55480-1533
4,817,029.37009.1816%
 
Charles Schwab & Co. Inc.
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4151
10,852,398.326020.6855%
 
DILF:   
    DBEF–Class A
    2,154,869.2540
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
268,826.940012.4724%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
173,834.64908.0652%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
278,220.632012.9082%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
825,408.112038.2953%
    DBEF–Class C
    418,893.6590
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
38,542.76609.2009%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
179,307.109042.8042%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
70,898.079016.9248%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
34,220.80908.1692%
    DBEF–Class I
    463,819.6770
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
64,463.719013.9451%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
257,871.135055.7840%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
102,051.555022.0763%
    DEMF–Class A
    37,735,570.3670
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
4,442,091.661011.7677%
 
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
3,880,411.262010.2798%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
6,883,390.445018.1026%
 
The Vanguard Fiduciary Trust Co.
Attn: Outside Funds
P.O. Box 2600
Valley Forge, PA 19482-2600
1,963,891.54105.2026%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
2,551,884.20306.7603%
 
Charles Schwab & Co. Inc.
Special Custody Acct FBO Customers
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
4,929,158.909013.0580%
    DEMF–Class C
    2,946,947.0670
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
147,885.44405.0316%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
207,487.7870
 
7.0609%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
367,206.406012.4961%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
355,462.908012.0965%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
512,089.948017.4266%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
229,323.63107.8039%
    DEMF–Class I
    69,602,645.9240
JPMorgan Chase as Trustee
FBO $uper $aver 401(k) Plan
11500 Outlook Street
Overland Park, KS 66211-1804
5,706,876.01008.1954%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
32,742,605.513047.0202%
 
SEI Private Trust Company
C/O State Street Bank & Trust
Attn: Mutual Fund Administrator
One Freedom Valley Drive
Oaks, PA 19456-9989
13,293,205.922019.0898%
 
Dreyfus Premier Diversified International Fund
The Dreyfus Corporation
Attn: John Heinsohn
200 Park Avenue, 7th Floor
New York, NY 10166-0090
5,241,570.05507.5272%
 
Edward D. Jones & Co.
Attn: Mutual Fund
Shareholder Accounting
201 Progress Parkway
Maryland Heights, MO 63043-3009
3,535,687.41205.0774%
 
DMFI:   
    DMCF–Class A
    3,079,529.4100
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
400,968.977013.0314%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
408,291.939013.2694%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
194,722.01506.3284%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
450,279.280014.6340%
    DMCF–Class C
    714,449.1170
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
38,650.38005.4321%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
79,891.514011.2283%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
70,016.22609.8404%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
106,576.384014.9787%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
107,462.338015.1032%
 
LPL Financial Services
9785 Towne Centre Drive
San Diego, CA 92121-1968
45,370.52106.3766%
    DMCF–Class I
    976,974.2110
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
123,533.009012.6399%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
52,806.11805.4031%
 
Wilmington Trust Company Cust. FBO Henry Street Settlement
C/O Mutual Funds
P.O. Box 8880
Wilmington, DE 19899-8880
303,538.570031.0582%
 
DMFII:   
    DBOF–Class A
    9,008,403.7020
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
1,050,018.305011.6662%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
982,734.924010.9187%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
569,790.08806.3307%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
577,656.62806.4181%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
539,438.09805.9934%
 
Charles Schwab & Co. Inc.
Special Custody Acct FBO Customers
Attn:  Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
632,712.56907.0298%
    DBOF–Class C
    2,204,301.4020
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
248,578.290011.2951%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
334,224.613015.1868%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
185,236.50508.4169%
    DBOF–Class I
    123,293.2490
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
11,836.16809.6000%
 
Maura McCarthy & David Conley TTEEs
George M. & Ann E. Conley Irrevocable Trust UA Dtd 09/14/2006
Bayside, NY
7,113.14705.7693%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
14,752.121011.9650%
 
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
6,726.25205.4555%
 
Mac & Co.
Mutual Fund Operations
P.O. Box 3198
Pittsburgh, PA 15230-3198
11,535.61009.3562%
 
Southwest Gas Corp. Foundation
5241 Spring Mountain Road
Las Vegas, NV 89150-0002
21,318.757017.2910%
    DBOF–Class J
    1,281,510.2870
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
82,360.66606.4268%
 
Charles Schwab & Co. Inc.
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4151
226,780.689017.6963%
    DBOF–Class Z
    2,314,779.1090
Nationwide Trust Company FSB
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
181,779.45607.8537%
 
Nationwide Life Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
594,876.308025.7015%
 
Charles Schwab & Co. Inc.
Reinvest Account
101 Montgomery Street
San Francisco, CA 94104-4151
142,365.31806.1509%
 
DMIF
88,078,857.0130
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
11,130,867.802012.6306%
 
SEI Private Trust Company
C/O Mellon
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
8,420,475.37609.5550%
 
Wells Fargo Bank
FBO Various Retirement Plans
1525 West WT Harris Boulevard
Charlotte, NC 28262-8522
8,311,680.39809.4315%
 
VRSCO
FBO Northwest Regional Hospital
2929 Allen Parkway, A6-20
Houston, TX 77019-7177
13,524,344.104015.3465%
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn:  Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
14,197,943.996016.1109%
 
DMMI:   
    GSS
    2,813,534.5900
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
367,317,745.490074.7455%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
32,643,357.38006.6426%
    MMS
    686,980,921.1890
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
622,056,314.380090.3930%
 
DNJMBF–Class A
34,245,719.9760
NoneN/AN/A
 
DNJMBF–Class C
744,465.3220
 
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
39,496.89605.6468%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
256,665.428036.6953%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
152,792.368021.8446%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
44,006.81806.2916%
DNJMBF–Class I
220,728.8400
 
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
79,702.993036.1090%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
137,844.189062.4496%
DNJMBF–Class Z
10,532,012.5330
 
 
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn:  Mutual Funds Dept.
101 Montgomery Street
San Francisco, CA 94104-4151
561,886.89405.3360%
 
DPIF:   
    DDIF–Class A
    1,018,783.2440
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
76,363.18007.4955%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
711,277.289069.8164%
    DDIF–Class C
    32,714.8190
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
2,587.35007.7944%
 
Lawrence A. Froehlich & George F. Froelich TTEEs Froehlich Foundation UA Dtd 9/20/2006
South Park, PA
2,121.40806.3908%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-6449
24,308.799073.2305%
    DDIF–Class I
    53,862,778.7400
SEI Private Trust Company
C/O Mellon Bank
Attn: Mutual Fund Administrator
One Freedom Valley Drive
Oaks, PA 19456-9989
53,416,989.354099.1395%
    DEAF–Class A
    2,962,096.5760
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
198,020.53606.6858%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
263,873.71308.9092%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
326,186.233011.0131%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
224,342.84107.5745%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
714,174.638024.1128%
    DEAF–Class C
    1,259,839.9580
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
188,948.112015.0041%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
185,033.153014.6932%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
328,555.511026.0901%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
195,734.965015.5430%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
88,686.28807.0424%
    DEAF–Class I
    2,262,056.1830
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
180,735.47107.9942%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
383,870.161016.9791%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
213,525.90309.4446%
 
Dreyfus Premier Diversified International Fund
The Dreyfus Corporation
Attn: John Heinsohn
200 Park Avenue, 7th Floor
New York, NY 10166-0090
1,146,822.787050.7256%
    DGRESF–Class A
    339,241.5520
Ira Glener TOD
Woodside, NY
46,447.141013.6915%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
40,884.898012.0401%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
48,800.138014.3851%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
63,173.158018.6219%
 
Charles Schwab & Co. Inc.
Reinvest Account
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
34,111.020010.0551%
    DGRESF–Class C
    90,320.0890
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
6,595.26007.3021%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
23,987.712026.5586%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
32,318.043035.7817%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
8,247.87209.1318%
 
Charles Schwab & Co. Inc.
Special Custody Acct FBO Customers
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
6,997.70607.7477%
    DGRESF–Class I
    43,221,443.5790
SEI Private Trust Company
C/O Mellon Bank
Attn: Mutual Fund Administrator
One Freedom Valley Drive
Oaks, PA 19456-9989
34,560,041.527079.8629%
 
Mac & Co.
Attn: Mutual Fund Operations
P.O. Box 3198
525 William Penn Place
Pittsburgh, PA 15230-3198
2,534,629.24405.8571%
    DGCF–Class A
    7,834,591.6350
National Financial Services
82 Devonshire Street G10G
Boston, MA 02109-3605
557,150.66207.1182%
 
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
432,213.94505.5220%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
454,067.24605.8012%
 
Morgan Stanley & Co.
Harborside Financial Plaza 2
3rd Floor
Jersey City, NJ 07303-2052
392,387.58405.0132%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
686,618.99508.7723%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
810,771.460010.3585%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
445,050.22105.6860%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
1,106,671.478014.1390%
 
Charles Schwab & Co. Inc.
Attn: Mutual Fund Operations 120/2
101 Montgomery Street
San Francisco, CA 94104-4151
733,560.93609.3721%
    DGCF–Class C
    4,321,400.7350
National Financial Services
82 Devonshire Street G10G
Boston, MA 02109-3605
384,435.42008.9230%
 
Citigroup Global Markets Inc.
333 West 34th Street
New York, NY 10001-2402
268,690.81706.2365%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
341,974.64507.9374%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
268,247.91806.2262%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
1,387,829.256032.2124%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
431,979.250010.0265%
    DGCF–Class I
    2,154,247.7830
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
448,584.410020.8608%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
160,697.80507.4730%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
654,868.606030.4537%
 
First Clearing, LLC
10750 Wheat First Drive
Glen Allen, VA 23060-9243
289,232.708013.4504%
    DINF–Class A
    206,193.1050
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
10,838.36105.3016%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
14,148.52506.9207%
 
The Bank of New York Mellon Cust. FBO Steven A. Evans
Under IRA Rollover Plan
New Canaan, CT
12,353.93306.0429%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
77,191.181037.7580%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
30,090.744014.7189%
    DINF–Class C
    84,548.7330
The Bank of New York Mellon Cust. FBO Abraham B. Stenberg
Under SEP IRA Plan
Purchase, NY
6,168.20607.2954%
 
Oppenheimer & Co Inc.
FBO Marvin Levin Roth IRA
Elkins Park, PA
7,030.22808.3150%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
13,771.645016.2884%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
40,000.000047.3100%
    DINF–Class I
    99,626.5050
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
40,000.000040.1500%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
54,007.520054.2100%
    DLCEF–Class A
    58,702.4650
Robert Gerry Schnelle Trustee
The Robert Gerry Schnelle Trust
U/A DTD 12/06/1991
1825 Alyssum Place
Winston Salem, NC 27127-7548
9,866.223016.8053%
 
Hong Wang & James Q. Hull JTWROS
Norristown, PA
3,924.61606.6849%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
8,320.166014.1719%
 
Charles Schwab & Co. Inc.
Special Custody Acct FBO Customers
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
25,166.948042.8673%
    DLCEF–Class C
    9,187.0660
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
2,912.014031.6969%
 
The Bank of New York Mellon Cust.
FBO Robert J. Santo
Roth IRA
Bethlehem, PA
1,923.010020.9317%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
3,821.497041.5965%
    DLCEF–Class I
    17,502,233.6300
SEI Private Trust Company
C/O Harris Bank ID 940
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
15,769,910.394089.9284%
    DLCGF–Class A
    162,601.1810
Constantine L. Tsomides & Diana G. Tsomides JT TEN TOD
Brookline, MA 02445-5753
10,955.61606.7377%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
17,318.620010.6510%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
9,367.60705.7611%
 
Barbara Alexander Buck TOD
Riverview, FL
10,347.89306.3640%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
25,631.912015.7637%
 
Stifel Nicolaus & Co. Inc.
Exclusive Benefit of Customers
501 N. Broadway
St. Louis, MO 63102-2188
15,700.10009.6556%
 
Charles Schwab & Co. Inc.
Special Custody Acct FBO Customers
Attn: Mutual Funds
101 Montgomery Street
San Francisco, CA 94104-4151
12,852.37907.9042%
    DLCGF–Class C
    23,454.157
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
14,492.475061.7906%
 
Guy Devine Tod
Plainville, MA
1,358.60905.7926%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
5,115.658021.8113%
    DLCGF–Class I
    5,134,319.9030
SEI Private Trust Company
C/O Mellon Bank
Attn: Mutual Funds
One Freedom Valley Drive
Oaks, PA 19456-9989
4,190,554.012081.6185%
    DSAF–Class A
    39,930.7660
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
3,688.97209.2384%
 
American Enterprise Investment Svc.
707 2nd Avenue South
Minneapolis, MN 55402-2405
26,779.483067.0648%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
8,002.249020.0403%
    DSAF –Class C
    9,579.3810
Frederick R. Semon & Edwin J. Semon JT TEN
Clarendon Hills, IL
1,115.362011.6434%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
4,209.613043.9445%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
4,000.846041.7652%
    DSAF –Class I
    4,408.5240
Fidelity Investments Institutional
Operations Co. as agent for
Teletracking Technologies Inc.
100 Magellan Way (KWIC)
Covington, KY 41015-1999
405.43309.1966%
 
BNY Mellon Corporation
MBC Investments Corporation
100 White Clay Center Drive
Suite 102
Newark, DE 19711
4,003.090090.8034%
 
DRGF–Class A
51,595,043.4620
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
3,070,609.98605.9520%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
2,982,513.26605.7812%
 
First Clearing, LLC
10750 Wheaton First Drive
Glen Allen, VA 23060-9243
3,797,093.63707.3601%
 
American Enterprise Investment Svc.
P.O. Box 9446
Minneapolis, MN 55440-9446
3,583,674.46206.9465%
 
Charles Schwab & Co. Inc.
Reinvested Dividends
101 Montgomery Street
San Francisco, CA 94104-4151
10,446,724.3500
 
20.2495%
DRGF–Class C
9,251,255.5900
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
650,033.05307.0296%
 
UBS WM USA
499 Washington Boulevard
Jersey City, NJ 07310-1995
491,815.26705.3186%
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
617,248.70806.6751%
 
Pershing LLC
P.O. Box 2052
Jersey City, NJ 07303-2052
655,423.26707.0879%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
870,537.34209.4142%
 
First Clearing, LLC
10750 Wheaton First Drive
Glen Allen, VA 23060-9243
1,579,088.489017.0766%
 
Charles Schwab & Co. Inc.
Attn: Mutual Fund Operations
101 Montgomery Street
San Francisco, CA 94104-4151
1,045,214.995011.3032%
DRGF–Class I
4,925,268.3800
 
 
Morgan Stanley & Co.
Harborside Financial Center
Plaza 2, 3rd Floor
Jersey City, NJ 07311
527,020.521010.6743%
 
First Clearing, LLC
10750 Wheaton First Drive
Glen Allen, VA 23060-9243
681,961.799013.8125%
 
Mac & Co.
Attn: Mutual Fund Operations
P.O. Box 3198
Pittsburgh, PA 15230-3198
1,391,503.320028.1836%
 
RBC Capital Markets LLC
Mutual Fund Omnibus Processing
Attn: Mutual Fund Ops Manager
510 Marquette Avenue S
Minneapolis, MN 55402-1110
336,845.84606.8225%
 
LPL Financial
9785 Towne Centre Drive
San Diego, CA 92121-1968
507,564.089010.2802%
 
DRGF–Class Z
34,156,012.0980
NoneN/AN/A
 
DSIF–Initial Shares
50,357,229.7930
 
 
 
Sun Life Assurance Company of Canada (US) Large Case
Attn: Accounting Control
P.O. Box 9134
Wellesley Hills, MA 02481-9134
2,739,052.42405.4405%
 
Nationwide Life Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
31,716,349.706062.9969%
DSIF–Service
   Shares
5,750,274.8080
 
Annuity Investors Life Insurance Co.
Attn: Chris Accurso
P.O. Box 5423
Cincinnatti, OH 45201-5423
439,615.82107.6374%
 
Nationwide Life Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
3,992,987.509069.3697%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
417,829.68107.2589%
 
Symetra Life Insurance Co.
Attn: RS Accounting
P.O. Box 3882
Seattle, WA 98124-3882
825,049.780014.3335%
 
DUSTITF
7,537,992.5550
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
554,362.05207.3489%
 
Merrill Lynch
4800 Deer Lake Drive East
2nd Floor
Jacksonville, FL 32246-6484
688,673.07709.1294%
 
DUSTLTF
4,101,847.6930
 
National Financial Services
82 Devonshire Street, G10G
Boston, MA 02109-3605
410,657.76509.9986%
 
First Clearing, LLC
10750 Wheaton First Drive
Glen Allen, VA 23060-9243
263,446.77406.4144%
 
DVIF:   
    AP–Initial Shares
    8,855,674.7700
Annuity Investors Life Insurance Co.
Attn: Chris Accurso
P.O. Box 5423
Cincinnatti, OH 45201-5423
463,203.65105.2296%
 
Nationwide Life Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
4,713,758.864053.2189%
 
Transamerica Financial Life Insurance Company
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
465,758.70005.2585%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
1,431,443.997016.1612%
    AP–Service
      Shares
    4,671,017.4060
Ohio National Life Insurance Co.
FBO Its Separate Accounts
Attn: Dennis Taney
P.O. Box 237
1 Financial Way
Cincinnati, OH 45201-0237
953,126.733020.4124%
 
Nationwide Life Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
2,408,132.720051.5732%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
411,846.64708.8202%
 
Transamerica Advisors Life Insurance Co. NY
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
665,433.367014.2511%
    GIP–Initial
       Shares
    3,307,476.8000
Annuity Investors Life Insurance Co.
Attn: Chris Accurso
P.O. Box 5423
Cincinnatti, OH 45201-5423
234,119.95607.0888%
 
Nationwide Life Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
710,131.174021.5018%
 
Transamerica Financial Life Insurance Company
Aegon USA
FMD Accounting
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
386,357.835011.6984%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
1,478,156.712044.7565%
    GIP–Service
       Shares
    365,152.1130
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
352,065.449096.4206%
    IEP–Initial
       Shares
    2,357,198.6260
Modern Woodmen
Product Valuation
5801 SW Sixth Avenue
Topeka, KS 66636-1001
241,783.366010.2575%
 
Transamerica Financial Life Insurance Company
Attn: FMG Operational Acctg
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
174,095.49707.3859%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
749,324.098031.7895%
 
Farm Bureau Life Insurance Co.
5400 University Avenue
West Des Moines, IA 50266-5950
779,681.400033.0774%
 
Equitrust Life Insurance Co.
Attn: Mutual Fund Accounting
5400 University Avenue
West Des Moines, IA 50266-5950
144,614.69606.1352%
 
Great West Life & Annuity Ins. Co.
8515 East Orchard Road, 2T2
Englewood, CO 80111-5002
181,486.08707.6994%
    IEP–Service
      Shares
    650,068.3580
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
204,194.725031.4180%
 
IDS Life Insurance Company
222 AXP Financial Center
Minneapolis, MN 55474-0002
388,544.848059.7827%
    IVP–Initial
      Shares
    4,733,710.8880
Nationwide Life Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
1,147,081.637029.6219%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
716,193.041018.4947%
 
American Fidelity
Separate Account B
2000 North Classen Boulevard
Oklahoma City, OK 73106-6013
1,045,744.092027.0050%
 
Jefferson National Life Ins. Co.
Attn: Separate Accounts
9920 Corporate Campus Drive
Suite 1000
Louisville, KY 40223-4051
477,077.181012.3199%
 
Great West Life & Annuity Ins. Co.
8515 East Orchard Road 2T2
Englewood, CO 80111-5002
264,224.11306.8232%
    IVP–Service
      Shares
    3,412,105.5350
First Security Benefit Life Ins. Co.
FBO FSBL Advisor Design – Navisys
C/O Variable Annuity Dept.
One Security Benefit Place
Topeka, KS 66636-1000
1,313,057.361038.4982%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
423,391.398012.4136%
 
Security Distributors, Inc.
SBL Advance Designs
C/O Variable Annuity Dept.
One Security Benefit Place
Topeka, KS 66636-1000
1,613,666.416047.3119%
    MMP
    161,962,473.0500
Federal Kemper Life Assurance Co.
Attn: Craig Lambertson
2500 Westfield Drive
Elgin, IL 60124-7836
11,862,096.43007.4241%
 
Transamerica Financial Life Insurance Company
Separate Account
Accounting Department
Attn: FMG Operational Acctg
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
22,020,370.730013.7818%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
72,225,385.240045.2036%
 
Philadelphia Financial Life Assurance
Separate A/C
One Liberty Place
1650 Market Street, 54th Floor
Philadelphia, PA 19103-7309
37,969,036.250023.7636%
    OSCP–Initial
      Shares
    6,097,085.2540
Lincoln Life & Annuity Co. of NY
Mutual Fund Accounting
1300 South Clinton Street
Fort Wayne, IN 46802-3506
408,323.73506.6985%
 
American General Life Ins. Co.
Signature II A
C/O Variable Product
P.O. Box 1591
Houston, TX 77251-1591
785,846.969012.8917%
 
Annuity Investors Life Insurance Co.
Attn: Chris Accurso
P.O. Box 5423
Cincinnatti, OH 45201-5423
314,805.38605.1643%
 
Nationwide Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
1,096,815.432017.9930%
 
Lincoln Life & Annuity Co. of NY
1300 South Clinton Street
Fort Wayne, IN 46802-3518
828,036.329013.5838%
 
Transamerica Financial Life Insurance Company
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
339,211.99805.5647%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
868,768.652014.2520%
 
Kansas City Life Ins. Co.
Variable Annuity Product
Attn: Accounting Operations
P.O. Box 219139
Kansas City, MO 64121-9139
325,029.90705.3321%
    OSCP–Service
      Shares
    475,734.4460
Nationwide Insurance Company
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
55,963.125011.7672%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
123,510.193025.9701%
 
Principal Financial Group
Attn: IND Accounting
711 High Street
Des Moines, IA 50392-9992
106,258.471022.3426%
 
Farmer New World Life Ins. Co.
Variable Universal Life
Attn: Separate Accts Dept.
3003 77th Avenue SE
Mercer Island, WA 98040-2890
180,571.929037.9683%
    QBP–Initial
      Shares
    5,657,654.9150
American General Life Ins. Co.
Signature II A
C/O Variable Product
P.O. Box 1591
Houston, TX 77251-1591
650,010.829011.4893%
 
Nationwide Life Insurance
Nationwide Multi-Flex (NEA)
C/O IPO Portfolio Accounting
P.O. Box 182029
Columbus, OH 43218-2029
452,937.81008.0059%
 
Transamerica Financial Life Insurance Company
Aegon USA
FMD Accounting
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
580,953.953010.2687%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
2,759,436.866048.7746%
 
Symetra Life Insurance Co.
Attn: RS Accounting
P.O. Box 3882
Seattle, WA 98124-3882
845,065.005014.9370%
    QBP–Service
      Shares
    2,163,532.2610
Transamerica Financial Life Insurance Company
Attn: FMG Operational Acctg
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
197,967.53309.1504%
 
Transamerica Life Insurance Co.
4333 Edgewood Road NE
Cedar Rapids, IA 52499-0001
1,528,582.723070.6538%
 
Principal Financial Group
FBO Benefit Variable Universal Life
Attn: IND Accounting
711 High Street
Des Moines, IA 50392-9992
213,887.76109.8863%
 
Farmer New World Life Ins. Co.
Variable Universal Life
Attn: Separate Accts Dept.
3003 77th Avenue SE
Mercer Island, WA 98040-2890
223,043.789010.3095%

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 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.

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, Inc.$64,620
BNY Mellon New Jersey Municipal Bond Fund, Inc.$8,900
BNY Mellon Research Growth Fund, Inc.$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

Cost
Name of Fund/Series
BNY Mellon New York AMT-Free Municipal Bond Fund$7,900
BNY Mellon Opportunistic Municipal Securities Fund$15,870
BNY Mellon Worldwide Growth Fund, Inc.$62,255
General Money Market Fund, Inc.
DMMF$107,805
General Municipal Money Market Funds, Inc.
DNMMMF$12,270
General New York Municipal Money Market Fund
DNYMMMF$8,690

S-34

EXHIBIT A

PART I

Part I

Part I sets forth, as to each Fund, information regarding Board members' ownership of Fund shares, the number of Board and committee meetings for each Fund's last fiscal year and Board member compensation.  Part I also sets forth information regarding the independent auditors' feesContinuing Board Members, Board and committee meetings and share ownership.

Information About the Continuing Board Members' Experience, Qualifications, Attributes or Skills. The Continuing Board Members of each Fund, together with information as indicated.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 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

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, 2011.
2022.

Name of Board Member or NomineeFundDollar Range of Shares Held in Fund
Joseph S. DiMartinoAFFrancine J. BovichDUSTMMFPeggy C. DavisDBUSMSFGina D. FranceDGIFJoan L. GulleyNathan
Leventhal
     
Joseph S. DiMartinoBNYMDTRFNoneNoneNoneNoneNoneNone
Peggy C. DavisBNYMDVFNoneNoneNoneNone$50,001 – $100,000None
BNYMGDBIFNoneNoneNoneNoneNoneNone
David P. FeldmanOver $100,000BNYMGRRFNoneNoneNone
Ehud Houminer$10,001-$50,000$1-$10,000NoneNone
Lynn MartinNoneNoneNoneNone
Robin A. MelvinBNYMOMVFNoneNoneNoneNone$10,001 – $50,000None
BNYMOSCFNoneNoneNoneNone$10,001 – $50,000None
BNYMSIFNoneNoneNoneNoneNoneNone
Martin PeretzBNYMTGFNoneNoneNone$10,001 – $50,000None$10,001 – $50,000
BNYMISIFNoneNoneNoneNoneNoneNone
Philip L. ToiaBNYMS&PNoneNoneNoneNoneNoneNone
BNYMSSIFNoneNoneNoneNoneNoneNone
BNYMDIFNoneNoneNoneNoneNoneNone
BNYMDMRESFNoneNoneNoneNone$10,001 –
$50,000		None
BNYMLCEFNoneNoneNoneNoneNoneNone
BNYMBOFNoneNoneNoneNoneNoneNone
BNYMMIFNoneNoneNoneNoneNoneNone
BNYMNJMBFNoneNoneNoneNoneNoneNone

A-2


Name of Board Member or Nominee

FundDollar Range of Shares Held in FundJoseph S. DiMartinoFrancine J. BovichPeggy C. DavisGina D. FranceJoan L. GulleyNathan
Leventhal
BNYMRGFDIFNoneDILFNoneDMFINoneDMFII$10,001 – $50,000NoneNone
BNYMAFNoneNone$10,001 – $50,000$10,001 – $50,000None$10,001 - $50,000
BNYMOMSFNoneNoneNoneNoneNoneNone
BNYMNYAFMBFNoneNoneNoneNoneNoneOver $100,000
BNYMWGFNoneNoneNoneNoneNoneNone
DMMFNoneNoneNoneNoneNoneNone
DNMMMFNoneNoneNoneNoneNoneNone
DNYMMMFNoneNoneNoneNoneNoneNone
APNoneNoneNoneNoneNoneNone
OSCPNoneNoneNoneNoneNoneNone
GIPNoneNoneNoneNoneNoneNone
GMMPNoneNoneNoneNoneNoneNone
     
Joseph S. DiMartinoNoneNoneNoneNone
Peggy C. DavisNone$10,001-$50,000NoneNone
David P. FeldmanNoneNoneNoneNone
Ehud HouminerAggregate holdings of funds in the BNY Mellon Family of FundsOver $100,000None$50,001-$100,000None$50,001 – $100,000NoneOver $100,000Over $100,000Over $100,000

A-3

Lynn MartinNoneNoneNoneNone

FundRobin A. MelvinNoneNoneNoneNone
Martin PeretzNoneNoneNoneNone
Philip L. ToiaNoneNoneNoneNone

Name of Board Member or NomineeDollar Range of Shares Held in Fund
DMIFDMMIDNJMBFDPIFMichael D. DiLecce
   
Joseph S. DiMartinoNoneNoneNone$50,001-$100,000
Peggy C. DavisNoneNoneBNYMDTRFNoneNone
David P. FeldmanNoneNone$1-$10,000None
Ehud HouminerNoneNoneBNYMDVFNoneNone
Lynn MartinNoneNoneBNYMGDBIFNoneNone
Robin A. MelvinBNYMGRRF$1 – $10,000None
NoneBNYMOMVFNoneNone
Martin PeretzNoneNoneBNYMOSCFNoneNone
Philip L. ToiaBNYMTGF$1 – $10,000None
BNYMISIFNoneNone
BNYMS&PNone$10,001-$50,000

Name of Board Member or NomineeDollar Range of Shares Held in FundNone
BNYMSSIFDRGFNoneDSIFNone
BNYMDIFDUSTITFNoneDUSTLTFNone
BNYMDMRESF$1 – $10,000None
BNYMLCEFNoneNone
BNYMBOFNoneNone
BNYMMIFNoneNone
BNYMNJMBFNoneNone
BNYMRGFNoneNone
BNYMAFNoneNone
BNYMOMSFNoneNone
BNYMNYAFMBFNoneNone
BNYMWGFNoneNone
DMMFNoneNone
DNMMMFNoneNone
DNYMMMFNoneNone
APNoneNone
OSCPNoneNone
GIPNoneNone
GMMPNoneNone
   
Joseph S. DiMartinoNoneNoneNoneNone
Peggy C. DavisNoneNoneNoneNone
David P. FeldmanNoneNoneNoneNone
Ehud HouminerNoneNoneNoneNone
Lynn MartinNoneNoneNoneNone
Robin A. MelvinNoneNoneNoneNone
Martin PeretzAggregate holdings of funds in the BNY Mellon Family of Funds$10,001-$50,000NoneNoneNone
Philip L. ToiaNoneNoneNone1 –$10,000None

Name of Board Member or Nominee
Dollar Range of Shares Held in FundDollar Range of Aggregate Holding of Funds in The Dreyfus Family of Funds
DVIF
Joseph S. DiMartinoNoneOver $100,000
Peggy C. DavisNone$50,001-$100,000
David P. FeldmanNoneOver $100,000
Ehud HouminerNoneOver $100,000
Lynn MartinNone$1-$10,000
Robin A. MelvinNoneOver $100,000
Martin PeretzNone$50,001-$100,000
Philip L. ToiaNone$10,001-$50,000

As of December 31, 2011,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

Number

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 amount of compensation paid to each Continuing Board and Committee Meetings

The number of Board meetings and, where applicable, committee meetings, held by each Fund during the Fund's last fiscal year are as follows:
Name of Fund
 
Number of Board
Meetings
 
Number of
Audit Committee
Meetings
 
Number of
Nominating
Committee
Meetings
 
Number of
Compensation
Committee
Meetings
 
Number of
Pricing
Committee
Meetings
AF (8/31) 7 4 0 0 1
AF (10/31) 6 4 0 0 0
DUSTMMF 7 2 0 0 0
DBUSMSF 6 2 0 0 1
DGIF 6 4 0 0 0
DIF 6 4 0 0 0
DILF (5/31) 6 4 1 0 0
DILF (8/31) 6 4 0 0 0
DMFI 7 4 1 0 0
DMFII 6 4 0 0 0
DMIF 6 4 0 0 0
DMMI 7 4 0 0 0
DNJMBF 6 2 0 0 0
DPIF (10/31) 6 2 1 0 0
DPIF (12/31) 7 2 0 0 0
DRGF 6 4 0 0 0
DSIF 6 4 0 0 0
DUSTITF 6 2 0 0 0
DUSTLTF 6 2 0 0 0
DVIF 6 4 0 0 0

DuringMember for each Fund's last fiscal year, each current Board member attended at least 75% ofand the aggregate of all of the meetings of the Board of each Fund (held during the period he or she was a Board member) and 75% of the meetings held by a committee of the Board of each Fund on which he or she served (during the period that he or she served).  The Funds do not have a formal policy regarding Board members' attendance at meetings of shareholders.  Board members did not attend the last shareholder meetings for any of the Funds.
Board Member Compensation
Annual retainer fees and meeting attendance fees are allocated among a Fund and all other Funds with the same Board members on the basis of net assets.  The aggregate amount of compensation paid to each currentsuch Continuing Board member and Emeritus 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 "Fund Complex") (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, 2011, 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( Paid to Continuing Board Member (***)
   
Peggy C. Davis$291,000 (54)
AF$29,283Joseph S. DiMartino  
DGIF$4,057BNYMAD  
DIF  (8/31 fiscal year end)$29,950 
  (10/31 fiscal year end)$29,51042,623
BNYMAF$48,742
BNYMIF$44,820
BNYMIF V  
DILF  (10/31 fiscal year end)$9,1529,295 
DMFI  (12/31 fiscal year end)$7,709 

A-5

Name of Continuing Board Member and FundCompensation
from each Fund*		Aggregate Compensation from each Fund and Fund Complex Paid to Continuing Board Member (**)
BNYMIF VI$4,5503,248 
DMFIIBNYMMIF$2,23421,233 
DMIFBNYMNJMBF$17,8143,939 
DMMIBNYMNYAFMBF$16,8845,927 
DRGFBNYMOMSF$1,22910,788 
DSIFBNYMRGF$12,54016,744 
DVIFBNYMSIF$30,268 
BNYMVIF$9,0269,442 
BNYMWGF$19,955
GMMF$61,386
GMMMF$16,968
GNYMMMF$2,778 
  $1,194,875 (95)
   
Joseph S. DiMartino$1,062,188 (173)
AF$20,403Peggy C. Davis  
DUSTMMF$28,381BNYMAD  
DBUSMSF  (8/31 fiscal year end)$23,960 
  (10/31 fiscal year end)$2,19334,098
BNYMAF$38,994
BNYMIF$35,856
BNYMIF V  
DGIF  (10/31 fiscal year end)$5,0717,436 
DIF  (12/31 fiscal year end)$39,6626,168 
DILFBNYMIF VI$6,8992,598 
DMFIBNYMMIF$5,68716,986 
DMFIIBNYMNJMBF$3,1643,151 
DMIFBNYMNYAFMBF$22,2654,742 
DMMIBNYMOMSF$21,1048,630 
DNJMBFBNYMRGF$15,90513,397 
DPIFBNYMSIF$49,90524,214 
DRGFBNYMVIF$1,5367,554 
DSIFBNYMWGF$15,67415,964 
DUSTITFGMMF$2,99749,109 
DUSTLTFGMMMF$1,81713,575 
DVIFGNYMMMF$11,2732,222 
  
David P. Feldman$235,000 (52)
AF$32,488
DUSTMMF$22,706
DBUSMSF$1,755
DGIF$4,505
DIF$32,838
DILF$10,200
DMFI$5,120
DMFII$2,487
DMIF$19,765
DMMI$18,653
DNJMBF$12,725
DPIF$39,920
DRGF$1,377
DSIF$13,928
DUSTITF$2,399
DUSTLTF$1,456
DVIF$10,014331,000 (34)
   
James F. Henry*

_______________________

* Amounts shown do not include expenses reimbursed to Continuing Board Members for attending Board meetings. Amounts shown also do 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).

**

$67,500 (36)
AF$20,403
DGIF$2,353
DIF$17,128
DILF$6,899
DMFI$4,477
DMFII$1,254
DMIF$10,231
DMMI$16,715
DRGF$1,142
DSIF$6,222
DVIF$4,389 Represents the number of separate portfolios comprising the investment companies in the fund complex, including the Funds, for which the Continuing Board Member served as a board member in 2022.

 

A-6

Ehud Houminer$242,000 (65)
AF$30,110
DGIF$4,057
DIF$29,510
DILF$8,167
DMFI$4,755
DMFII$2,234
DMIF$17,814
DMMI$16,884
DRGF$1,230
DSIF$12,540
DVIF$9,026
Rosalind G. Jacobs***$94,500 (8)
AF$0
DGIF$5,667
DIF$0
DILF$11,910
DMFI$0
DMFII$0
DMIF$0
DMMI$21,614
DRGF$2,513
DSIF$0
DVIF$11,431
Paul A. Marks***$63,500 (36)
AF$15,377
DGIF$1,818
DIF$13,697
DILF$4,272
DMFI$2,169
DMFII$983
DMIF$8,165
DMMI$7,197
DRGF$585
DSIF$5,862
DVIF$4,141
Lynn Martin$83,000 (16)
DUSTMMF$22,706
DBUSMSF$1,755
DNJMBF$12,725
DPIF$22,492
DUSTITF$2,399
DUSTLTF$1,456
Robin A. Melvin$209,258 (56)
DUSTMMF$13,869
DBUSMSF$1,048
DNJMBF$7,468
DPIF$18,059
DUSTITF$1,357
DUSTLTF$869
Gloria Messinger***$68,000 (36)
AF$14,706
DGIF$1,475
DIF$14,807
DILF$4,539
DMFI$2,260
DMFII$1,106
DMIF$8,839
DMMI$9,088
DRGF$614
DSIF$6,222
DVIF$4,349
Martin Peretz$126,000 (36)
AF$26,887
DGIF$3,724
DIF$27,068
DILF$8,392
DMFI$4,724
DMFII$2,064
DMIF$16,334
DMMI$16,884
DRGF$1,229
DSIF$11,542
DVIF$8,309
Daniel Rose***$76,750 (34)
DUSTMMF$6,186
DBUSMSF$470
DNJMBF$4,083
DPIF$14,334
DUSTITF$648
DUSTLTF$389
Philip L. Toia$127,500 (27)
DUSTMMF$22,443
DBUSMSF$1,735
DNJMBF$12,578
DPIF$39,126
DUSTITF$2,368
DUSTLTF$1,439
Sander Vanocur***$94,750 (34)
DUSTMMF$8,683
DBUSMSF$661
DNJMBF$4,391
DPIF$15,563
DUSTITF$903
DUSTLTF$545
 
_____________________
*          Amount does not include the cost of office space, secretarial services and health benefits for the Chairman and expenses reimbursed to Board members for attending Board meetings.  If a Fund's series have different fiscal year ends, amounts shown include those paid during the last fiscal year for each series.
**        Represents the number of separate portfolios comprising the investment companies in the Fund Complex, including the Funds, for which the Board member served in 2011.
***      Emeritus Board member.


Independent Auditors' Fees

Set forth below for each Fund's last two fiscal years are the amounts billed to the Fund (or, in the case of (v), Service Affiliates (as defined below)) by the Fund's independent auditors for (i) services rendered for the audit of the Fund's annual financial statements or services that are normally provided by the independent auditors in connection with the statutory and regulatory filings or engagements for each of the last two fiscal years ("Audit Fees"); (ii) assurance and related services by the independent auditors that reasonably related to the performance of the audit of the Fund's financial statements, which are not reported under Audit Fees and which consisted of one or more of the following:  (a) security counts required by Rule 17f-2 under the 1940 Act, (b) advisory services as to the accounting or disclosure treatment of Fund transactions or events and (c) advisory services as 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 SEC, the Financial Accounting Standards Boards or other regulatory or standard-setting bodies ("Audit-Related Fees"); (iii) professional services rendered for tax compliance, tax planning and tax advice, which consisted of review or preparation of U.S. federal, state, local and excise tax returns ("Tax Fees"); (iv) other products and services provided ("All Other Fees"); and (v) non-audit services provided to the Fund and Service Affiliates ("Aggregate Non-Audit Fees").
Name of Fund
 
Fiscal Year Ended
Audit Fees
 
Audit-Related Fees
 
 
Tax Fees
All Other Fees
Aggregate Non-Audit Fees*
       
AF (8/31)2011$222,792$42,000$24,023$1,424$16,103,335
 2010$200,225$43,674$25,525$4,672$28,173,266
       
AF (10/31)2011$220,020$24,000$30,288$58$16,139,606
 2010$115,000$16,146$16,143$44$31,544,905
       
DUSTMMF2011$30,312$12,000$3,508$283$20,226,638
 2010$36,326$5,382$3,181$367$39,552,052
       
DBUSMSF2011$35,820$12,000$3,508$23$20,226,638
 2010$40,961$5,382$3,692$28$39,552,052
       
DGIF2011$30,312$6,000$2,742$198$16,139,606
 2010$31,942$5,382$3,537$180$31,544,905
       
DIF2011$101,544$18,000$23,422$1,393$16,139,606
 2010$126,072$18,608$9,549$1,346$31,544,905
       
DILF (5/31)2011$40,920$6,000$6,390$764$19,526,919
 2010$41,463$5,382$6,058$-0-$28,017,293
       
DILF (8/31)2011$40,920$6,000$1,988$16$16,103,335
 2010$31,642$3,000$938$-0-$28,173,266
       
DMFI2011$96,936$18,000$9,112$226$60,419,333
 2010$110,548$16,146$10,626$-0-$26,201,339
       
DMFII2011$35,820$6,000$2,460$98$17,593,159
 2010$48,328$5,382$4,007$108$33,851,490
       
DMIF2011$30,312$6,000$2,742$876$16,139,606
 2010$37,078$5,382$5,050$744$31,544,905
       
DMMI2011$60,624$24,000$7,017$639$20,226,638
 2010$62,753$10,764$6,363$661$39,552,052
       
DNJMBF2011$30,312$12,000$3,508$177$20,226,638
 2010$38,832$5,382$4,681$207$39,552,052
       
DPIF (10/31)2011$213,696$30,000$13,805$511$16,139,606
 2010$158,580$39,292$13,345$506$31,544,905
       
DPIF (12/31)2011$101,544$36,000$19,368$147$20,226,638
 2010$111,384$21,528$12,226$161$39,552,052
       
DRGF2012$30,857$6,000$3,699$84$29,653,219
 2011$30,312$6,000$3,348$57$51,981,800
       
DSIF2011$30,312$15,693$3,508$593$20,226,638
 2010$49,528$9,075$3,181$604$39,552,052
       
DUSTITF2011$35,820$12,000$3,508$33$20,226,638
 2010$26,682$5,382$3,692$43$39,552,052
       
DUSTLTF2011$35,820$12,000$3,508$19$20,226,638
 2010$26,682$5,382$4,203$22$39,552,052
       
DVIF2011$238,908$109,854$28,718$414$20,226,638
 2010$160,412$63,528$25,727$407$39,552,052
       
______________
 *
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), none of such fees required pre-approval by the Audit Committee.
Note:  None of the Audit-Related Fees, Tax Fees or All Other Fees referenced above were performed pursuant to waiver of pre-approval by a Fund's Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.  None of the hours expended on the independent auditors' engagement to audit a Fund's financial statements for the most recent fiscal year were attributed to work performed by persons other than the independent auditors' full-time, permanent employees.
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 auditors' engagements 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 compatible with maintaining the independent auditors' independence.  Pre-approvals pursuant to the Policy are considered annually.
Independent Auditor 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 is compatible with maintaining the independent auditors' independence.

Part

PART 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
DAVID DIPETRILLO
President (2019)2		45
Bradley J. Skapyak (53)
Vice President (2010)
Chief Operating Officer and a director of Dreyfus since June 2009.  From April 2003 to June 2009, Mr. Skapyak was the headDirector of the Investment Accounting and Support DepartmentAdviser since February 2021; Head of Dreyfus.North 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 7253 investment companies (comprised of 156103 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
JAMES WINDELS
Treasurer (2001)
J. Charles Cardona* (56)
Executive Vice President (2002)
64		Vice Chair and a directorDirector of Dreyfus, Executivethe Investment Adviser since February 2023; Vice President of the Distributor, President of Dreyfus Institutional Services Division,Investment Adviser since September 2020; and Director – BNY Mellon Fund Administration.  He is an officer of 1254 investment companies (comprised of 19123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
PETER M. SULLIVAN
Chief Legal Officer, Vice President and
Assistant Secretary (2019)3
James Windels (53)
Treasurer (2001)
55		Director – Mutual Fund AccountingChief Legal Officer of Dreyfus,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 of 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
Janette E. Farragher (49)
JAMES BITETTO
Vice President (2005) and Secretary (2011)
(2005)4		Assistant General57Senior Managing Counsel of BNYThe 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 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

A-7

Name and Position
with Funds (Since)1
Age		Principal Occupation and
Business Experience For
Past Five Years
Kiesha Astwood (39)
DEIRDRE CUNNANE
Vice President and Assistant Secretary (2010)
(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 andInvestment Management Services from February 2016 to August 2018.  She is an officer of 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.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.
James Bitetto (45)
JEFF S. PRUSNOFSKY
Vice President and Assistant Secretary (2005)
58Senior Managing Counsel of BNYThe Bank of New York Mellon and Secretary of Dreyfus, andCorporation.  He is an officer of 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
Joni Lacks Charatan (56)
AMANDA QUINN
Vice President and Assistant Secretary (2005)
(2020)		Senior 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 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.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
(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.
Joseph M. Chioffi (50)
NATALYA ZELENSKY
Vice President and Assistant Secretary (2005)
(2017)		Senior Counsel38Chief 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 an officer of 73 investment companies (comprised of 183 portfolios) managed by Dreyfus.
Kathleen DeNicholas (37)
Vice President and Assistant Secretary (2010)
since February 2020 of BNY Mellon ETF Trust; Managing Counsel of BNYThe 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 the Investment Adviser from April 2018 to August 2021.  She is an officer of 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
John B. Hammalian (48)
DANIEL GOLDSTEIN
Vice President and Assistant Secretary (2005)
(2022)		Senior Managing Counsel54

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 Senior Vice President, Development & Oversight of North America Product, BNY Mellon Investment Management from 2010 to March 2023. He is an officer of 7353 investment companies (comprised of 183103 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
M. Cristina Meiser (42)
JOSEPH MARTELLA
Vice President and Assistant Secretary (2010)
(2022)		Senior Counsel46Vice President of Thethe 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 Senior Vice President of North America Product, BNY Mellon Investment Management from 2010 to March 2023.  He is an officer of 7353 investment companies (comprised of 183103 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
GAVIN C. REILLY
Assistant Treasurer (2005)
Robert M. Mullery (60)
        Vice President and Assistant Secretary (2005)
54		Managing Counsel ofTax Manager – BNY Mellon andFund Administration.  He is an officer of 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
Jeff S. Prusnofsky (47)
        Vice President and Assistant Secretary (2005)
Senior Managing Counsel of BNY Mellon, and an officer of 73 investment companies (comprised of 183 portfolios) managed by Dreyfus.
Richard S. Cassaro (53)
ROBERT SALVIOLO
Assistant Treasurer (2008)
(2007)		56Senior Accounting Manager – Money Market and Municipal Bond Funds of Dreyfus, andBNY Mellon Fund Administration.  He is an officer of 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.
Gavin C. Reilly (43)
        Assistant Treasurer (2005)
Tax Managerthe Investment Adviser or an affiliate of the Investment Accounting and Support Department
 of Dreyfus, and an officer of 73 investment companies (comprised of 183 portfolios) managed by Dreyfus.
Adviser.
Robert S. Robol (48)
ROBERT SVAGNA
Assistant Treasurer (2005)
(2002)		56Senior Accounting Manager – Fixed Income Funds of Dreyfus, andBNY Mellon Fund Administration.  He is an officer of 7354 investment companies (comprised of 183123 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.
JOSEPH W. CONNOLLY
Chief Compliance Officer (2004)
Robert Salviolo (45)
Assistant Treasurer (2007)
66		Senior Accounting Manager – EquityChief Compliance Officer of the BNY Mellon Family of Funds and BNY 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 7353 investment companies (comprised of 183106 portfolios) managed by Dreyfus.the Investment Adviser.
Robert Svagna (45)
Assistant Treasurer (2002)
Senior Accounting Manager – Equity Funds of Dreyfus, and an officer of 73 investment companies (comprised of 183 portfolios) managed by Dreyfus.
Matthew D. Connolly (40)
Caridad M. Carosella
Anti-Money Laundering Compliance Officer (2012)
(2016)		55Anti-Money Laundering Compliance Officer of the Distributor since October 2011; from March 2010 to September 2011, Global Head, KYC ReviewsBNY Mellon Family of Funds and Director, UBS Investment Bank; until March 2010, AML Compliance Officer and Senior Vice President, Citi Global Wealth Management.  HeBNY Mellon Funds Trust.  She is an officer of 6947 investment companies (comprised of 179116 portfolios) managed by Dreyfus.the Investment Adviser or an affiliate of the Investment Adviser.

A-10

 
Joseph W. Connolly (55)
Chief Compliance Officer (2004)
Chief Compliance Officer of Dreyfus and The Dreyfus Family of Funds (73 investment companies, comprised of 183 portfolios).
___________________
*     Dreyfus U.S. Treasury Intermediate Term Fund only.

________________

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 Legal Officer since July 2021.
4Vice President and Secretary since 2018; previously, Vice President and Assistant Secretary.

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

Part III
Part III sets forth information about ownership of Fund shares by Nominees, current Board members and Fund officers.  As of May 11, 2012, the following Nominees, current Board members and officers owned shares in the Funds as indicated below.  As of May 11, 2012, each Fund's current Board members and officers, as a group, owned less than 1% of the Fund's outstanding shares.
10286.

A-11

Name of Board Member,
Nominee or Officer
Fund
Amount of
Beneficial
Ownership
James BitettoDGCF643.180
James BitettoDIVF4,934.160
James BitettoDOMVF336.244
Peggy C. DavisDEMF1,591.147
Joseph S. DiMartinoDGCF831.616
Joseph S. DiMartinoDEAF3,054.101
Janette E. FarragherDSCIF5,535.836
Janette E. FarragherDISIF2,239.844
Janette E. FarragherDRGF906.344
Ehud HouminerDTGF61.180
Martin PeretzDRGF5,060.274
Jeff S. PrusnofskyDTGF1,612.353 

EXHIBIT B

THE DREYFUS FAMILY OF FUNDS

The BNY MELLON Family of Funds

Nominating Committee Charter and Procedures

ORGANIZATION

Organization

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

RESPONSIBILITIES

Responsibilities

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 NOMINEES

Evaluation 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 potential Director nominees (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

In addition, the 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.

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.

NOMINATION OF DIRECTORS

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 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 PROCEDURES

Advisory 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.

Adopted:  2010

ADVANTAGE FUNDS, INC.
DREYFUS GROWTH AND INCOME FUND, INC.
DREYFUS INDEX FUNDS, INC.
DREYFUS INTERNATIONAL FUNDS, INC.
DREYFUS MANAGER FUNDS I
DREYFUS MANAGER FUNDS II
DREYFUS MIDCAP INDEX FUND, INC.
DREYFUS MONEY MARKET INSTRUMENTS, INC.
DREYFUS RESEARCH GROWTH FUND, INC.
DREYFUS STOCK INDEX FUND, INC.
DREYFUS VARIABLE INVESTMENT FUND

B-2


A black text on a white background 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 shareholder(s)shareholder of ____________________ (the "Fund"),the Fund noted above, hereby appoint(s) Janette E. Farragherappoints Jeff Prusnofsky and Kiesha Astwood,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 June 5, 2012,August 14, 2023 at a Special Meeting of Shareholders to be held virtually at The Dreyfus Corporation, 200 Park Avenue, 8th Floor, New York, New York 10166, at 10:009:30 a.m., Eastern time, on August 3, 2012Thursday, October 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 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.

 
Please mark boxes in blue

Questions? If you have any questions about how to vote your proxy or black ink or number 2 pencil, as applicable.

1.      Electionabout the Special Meeting of Board Members:
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 ID   For all Nominees /_/Withhold Authority /_/Withhold Authority /_/
  onlyCUSIP

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 should sign. When signing as attorney, executor, administrator, trustee, guardian, or custodian for those Nominee(s)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.

for all Nominees

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*  
whose name(s) I have written 
  below  O  OO 
 1. To elect five Board Members to the Board of the Fund:                                                 
    
   Nominees1.)      Francine J. Bovich
  2.)      Michael D. DiLecce
  3.)      Gina D. France
  4.)      Joan L. Gulley
  5.)      Nathan Leventhal
*To withhold authority to vote for Election are:  Lynn Martin, Robin A. Melvinone or more specific nominees, check the “FOR ALL EXCEPT” box and Philip L. Toia.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

2.      In their discretion, to vote on such other matters as may properly come before the meeting

A black text on a white background 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 any adjournments thereof.


series/standalone fund name(s) here”

240 Greenwich Street

DREYFUS 100% U.S. TREASURY MONEY MARKET FUND
DREYFUS BASIC U.S. MORTGAGE SECURITIES FUND
DREYFUS NEW JERSEY MUNICIPAL BOND FUND, INC.
DREYFUS PREMIER INVESTMENT FUNDS, INC.
DREYFUS U.S. TREASURY INTERMEDIATE TERM FUND
DREYFUS U.S. TREASURY LONG TERM FUND

New York, NY 10286


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

The undersigned shareholder(s)shareholder of ____________________ (the "Fund"),the Fund noted above, hereby appoint(s) Janette E. Farragherappoints Jeff Prusnofsky and Kiesha Astwood,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 June 5, 2012,August 14, 2023 at a Special Meeting of Shareholders to be held virtually at The Dreyfus Corporation, 200 Park Avenue, 8th Floor, New York, New York 10166, at 11:0010:30 a.m., Eastern time, on August 3, 2012Thursday, October 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 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.

 
Please mark boxes in blue

Questions? If you have any questions about how to vote your proxy or black ink or number 2 pencil, as applicable.

1.      Electionabout the Special Meeting of Board Members:
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
 

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 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.

 For all Nominees /_/Withhold Authority /_/

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:Withhold Authority /_/FOR ALL
WITHHOLD ALLFOR ALL EXCEPT*  only for those Nominee(s)for all Nominees
 whose name(s) I have written 
  below  O  OO 
 1. To elect five Board Members to the Board of the     Fund:                                                 
    
   Nominees for Election are:  Peggy C. Davis, Ehud Houminer and Martin Peretz.1.)      Francine J. Bovich
  2.)      Michael D. DiLecce
  3.)      Gina D. France
  4.)      Joan L. Gulley
  5.)      Robin A. Melvin  
  

2.    In their discretion, to vote on such other matters as may properly come before the meeting and any adjournments thereof.
THREE EASY WAYS TO VOTE YOUR PROXY
1.
Call Toll-Free 1-800-690-6903 and follow the recorded instructions; or
2.
Visit the Internet website www.proxyvote.com and follow the instructions on the website; or
3.
Return this Proxy Card, signed and dated, in the enclosed envelope.
THIS PROXY IS SOLICITED BY THE FUND'S BOARD AND WILL BE VOTED FOR THE ABOVE PROPOSAL UNLESS OTHERWISE INDICATED.
Signature(s) should be exactly as name or names appearing on this proxy.  
If shares are held jointly, each shareholder is requested to sign, but only one
signature is required.  If signing is by attorney, executor, administrator, trustee or
guardian, please give full title.  By signing this proxy card, receipt of the
accompanying Notice of Special Meeting of Shareholders and Proxy Statement is
acknowledged.
 Dated: ___________________
  
 _________________________*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:
 Signature(s)
  
 _________________________
 Signature(s)
  

THANK YOU FOR CASTING YOUR VOTE

If you are NOT voting by Telephone or Internet, Please Sign,
Date and Return the Proxy Card
Promptly Using the Enclosed Envelope
MAIL ID:		BAR CODECUSIP