| UNITED STATES |
| SECURITIES AND EXCHANGE COMMISSION |
| Washington, D.C. 20549 |
| FORM N-CSR |
| CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT |
| INVESTMENT COMPANIES |
| Investment Company Act file number 811-0523 |
| THE DREYFUS FUND INCORPORATED |
| (Exact name of Registrant as specified in charter) |
| c/o The Dreyfus Corporation |
| 200 Park Avenue |
| New York, New York 10166 |
| (Address of principal executive offices) (Zip code) |
| Mark N. Jacobs, Esq. |
| 200 Park Avenue |
| New York, New York 10166 |
| (Name and address of agent for service) |
| Registrant's telephone number, including area code: (212) 922-6000 |
| Date of fiscal year end: | 12/31 | |
| Date of reporting period: | 6/30/05 |
FORM N-CSR
Item 1. Reports to Stockholders.
Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.dreyfus.com and sign up for Dreyfus eCommunications. It’s simple and only takes a few minutes.
The views expressed in this report reflect those of the portfolio manager only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views.These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.
Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value
| Contents | ||
| T H E F U N D | ||
| 2 | Letter from the Chairman | |
| 3 | Discussion of Fund Performance | |
| 6 | Understanding Your Fund’s Expenses | |
| 6 | Comparing Your Fund’s Expenses | |
| With Those of Other Funds | ||
| 7 | Statement of Investments | |
| 12 | Statement of Assets and Liabilities | |
| 13 | Statement of Operations | |
| 14 | Statement of Changes in Net Assets | |
| 15 | Financial Highlights | |
| 16 | Notes to Financial Statements | |
| F O R M O R E I N F O R M AT I O N | ||
| Back Cover | ||
| The Dreyfus Fund |
| Incorporated |
The Fund
LETTER FROM THE CHAIRMAN
| Dear Shareholder: |
We are pleased to present this semiannual report for The Dreyfus Fund Incorporated, covering the six-month period from January 1, 2005, through June 30, 2005. Inside, you’ll find valuable information about how the fund was managed during the reporting period, including a discussion with the fund’s portfolio manager, Sean P. Fitzgibbon.
On average, U.S. stock prices ended the first half of 2005 slightly lower than where they began, largely due to headwinds caused by higher energy prices, rising short-term interest rates and recent evidence of slower economic growth. While midcap stocks generally produced higher returns than large-cap stocks, and large-cap stocks generally outperformed small-cap stocks, these differences were relatively small. Conversely, value-oriented stocks continued to produce substantially better results than their more growth-oriented counterparts.
In some ways, market conditions at midyear remind us of those from one year ago, when stock prices languished due to economic and political concerns before rallying strongly later in the year. Currently, our economists expect the U.S. economy to continue to grow over the foreseeable future without significant new inflationary pressures, potentially setting the stage for better business conditions that could send stock prices higher.As always, we encourage you to discuss these and other matters with your financial advisor.
Thank you for your continued confidence and support.
| 2 |
DISCUSSION OF FUND PERFORMANCE
Sean P. Fitzgibbon, Portfolio Manager
How did The Dreyfus Fund Incorporated perform relative to its benchmark?
For the six-month period ended June 30, 2005, the fund produced a total return of –1.64% .1 In comparison, the Standard & Poor’s 500 Composite Stock Price Index (“S&P 500 Index”), the portfolio’s benchmark, provided a total return of –0.81% for the same period.2
We attribute these results to an investment environment that lacked clear direction. While economic growth remained positive and most companies announced solid earnings, the market was undermined by high oil prices and rising interest rates. These conflicting forces produced little overall movement in stock prices for the reporting period as a whole. While the fund produced higher returns than its benchmark in most investment sectors, notably disappointing results in the financial sector, most of it concentrated in a single holding, caused the fund’s total return to lag behind that of its benchmark.
What is the fund’s investment approach?
The fund seeks long-term capital growth consistent with the preservation of capital. Current income is a secondary goal.To pursue these goals, the fund primarily invests in common stocks issued by U.S. companies, including, to a limited degree, those issued in initial public offerings.The fund may invest up to 20% of its assets in foreign securities.
When choosing stocks, the fund focuses on large-capitalization com panies with strong positions in their industries and a catalyst that can trigger a price increase. The portfolio managers use fundamental analysis to create a broadly diversified core portfolio composed growth stocks, value stocks and stocks that exhibit characteristics both investment styles.The managers select stocks based on:
- Value, or how a stock is priced relative to its perceived intrinsic worth;
| The Fund 3 |
| DISCUSSION OF FUND PERFORMANCE (continued) |
- Growth, in this case the sustainability or growth of earnings or cash flow; and
- Financial Profile, which measures the financial health of the company.
The fund typically sells a security when the portfolio managers believe that there has been a negative change in the fundamental factors surrounding the company, the company has become fully valued, the company has lost favor in the current market or economic environment, or a more attractive opportunity has been identified.
What other factors influenced the fund’s performance?
In a generally tepid market environment characterized by rising interest rates and surging energy prices, the fund maintained less exposure to the financial sector than the benchmark, particularly among interest-rate-sensitive institutions, such as banks and savings and loans. Unfortunately, one of the fund’s few holdings in the area, Puerto Rico-based mortgage originator Doral Financial, suffered significant declines following reports of questionable accounting practices and the company’s need to restate prior earnings. Although the fund eliminated its position in Doral Financial well before the stock reached its lowest point, the decline accounted for most of the fund’s lagging performance compared to its benchmark.To a lesser degree, the fund’s relative performance also suffered as a result of declines among industrial holdings, such as 3M and General Electric, which were hurt by prospects of slowing cyclical growth.
On the other hand, energy stocks rose sharply on the strength of high oil prices.The fund generated particularly attractive returns in the area due to its modest emphasis on oilfield services companies, such as Schlumberger and Halliburton. In the health care sector, the fund enhanced returns by avoiding most medical device companies, a group that came under pressure as a result of reimbursement-related pricing concerns. Instead, the fund focused on service companies, such as Wellpoint and UnitedHealth Group, which benefited from improving
| 4 |
cost trends and rising membership. Returns also rose as a result of timely trades among the fund’s pharmaceutical and biotechnology holdings. Finally, in the consumer staples area, good individual stock selections, such as Dean Foods, boosted the fund’s relative performance.
What is the fund’s current strategy?
Sean Fitzgibbon stepped in as portfolio manager on May 2, 2005, and has maintained the portfolio’s basic strategy, which is based on finding investment opportunities through fundamental research. At the same time, we have begun a process of consolidating the fund’s holdings, emphasizing specific stocks in which the fund’s research analysts have the highest degree of confidence.
Among market sectors, the fund’s sector allocations remain similar to those maintained by the prior management team.The fund has continued to maintain relatively heavy exposure to the energy sector in light of the likelihood of continuing high oil and gas prices.The fund holds fewer investments than the benchmark among industrial companies, where cyclical economic shifts have led us to de-emphasize commercial services providers. Otherwise, the fund remains generally sector neutral compared to its benchmark.
| July 15, 2005 |
| 1 | Total return includes reinvestment of dividends and any capital gains paid. Past performance is no | |
| guarantee of future results. Share price and investment return fluctuate such that upon redemption, | ||
| fund shares may be worth more or less than their original cost. | ||
| 2 | SOURCE: LIPPER INC. — Reflects reinvestment of dividends and, where applicable, capital | |
| gain distributions.The Standard & Poor’s 500 Composite Stock Price Index is a widely accepted, | ||
| unmanaged index of U.S. stock market performance. |
| The Fund 5 |
UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)
As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.
Review your fund’s expenses
The table below shows the expenses you would have paid on a $1,000 investment in The Dreyfus Fund Incorporated from January 1, 2005 to June 30, 2005. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.
Expenses and Value of a $1,000 Investment assuming actual returns for the six months ended June 30, 2005
| Expenses paid per $1,000 † | $ 3.64 | |
| Ending value (after expenses) | $983.60 |
COMPARING YOUR FUND’S EXPENSES WITH THOSE OF OTHER FUNDS (Unaudited)
Using the SEC’s method to compare expenses
The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds.All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.
Expenses and Value of a $1,000 Investment assuming a hypothetical 5% annualized return for the six months ended June 30, 2005
| Expenses paid per $1,000 † | $ 3.71 | |
| Ending value (after expenses) | $1,021.12 |
† Expenses are equal to the fund’s annualized expense ratio of .74%, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
| 6 |
| STATEMENT OF INVESTMENTS June 30, 2005 (Unaudited) |
| Common Stocks—98.2% | Shares | Value ($) | ||||
| Consumer Discretionary—11.7% | ||||||
| Bed Bath & Beyond | 205,000 | a | 8,564,900 | |||
| Carnival | 139,000 | 7,582,450 | ||||
| Comcast, Cl. A | 310,000 | a | 9,517,000 | |||
| Disney (Walt) | 581,000 | 14,629,580 | ||||
| Hilton Hotels | 357,000 | 8,514,450 | ||||
| Home Depot | 462,000 | 17,971,800 | ||||
| Kohl’s | 147,000 | a | 8,218,770 | |||
| Liberty Media | 764,000 | a | 7,785,160 | |||
| McDonald’s | 530,000 | 14,707,500 | ||||
| News, Cl. A | 637,000 | 10,306,660 | ||||
| NIKE, Cl. B | 64,000 | 5,542,400 | ||||
| Nordstrom | 125,000 | 8,496,250 | ||||
| SK Equity Fund, L.P. | 3.897 | d | 7,904,947 | |||
| Target | 122,000 | 6,638,020 | ||||
| Time Warner | 1,118,000 | a | 18,681,780 | |||
| Viacom, Cl. B | 305,000 | 9,766,100 | ||||
| 164,827,767 | ||||||
| Consumer Staples—10.4% | ||||||
| Altria Group | 386,000 | 24,958,760 | ||||
| Coca-Cola | 218,000 | 9,101,500 | ||||
| Colgate-Palmolive | 210,000 | 10,481,100 | ||||
| CVS | 266,000 | 7,732,620 | ||||
| Dean Foods | 302,000 | a | 10,642,480 | |||
| Estee Lauder Cos., Cl. A | 284,000 | 11,112,920 | ||||
| Gillette | 215,000 | 10,885,450 | ||||
| PepsiCo | 482,000 | 25,994,260 | ||||
| Procter & Gamble | 536,000 | 28,274,000 | ||||
| Wal-Mart Stores | 147,000 | 7,085,400 | ||||
| 146,268,490 | ||||||
| Energy—9.5% | ||||||
| Chevron | 207,000 | 11,575,440 | ||||
| Diamond Offshore Drilling | 174,000 | 9,296,820 | ||||
| ENI, ADR | 112,000 | b | 14,358,400 | |||
| Exxon Mobil | 654,500 | 37,614,115 | ||||
| GlobalSantaFe | 314,000 | 12,811,200 | ||||
| Kinder Morgan | 94,000 | 7,820,800 |
The Fund 7
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| Common Stocks (continued) | Shares | Value ($) | ||
| Energy (continued) | ||||
| Occidental Petroleum | 159,000 | 12,231,870 | ||
| Petroleo Brasileiro, ADR | 160,000 | 8,340,800 | ||
| Pride International | 285,000 a | 7,324,500 | ||
| XTO Energy | 368,000 | 12,508,320 | ||
| 133,882,265 | ||||
| Finance—20.4% | ||||
| American Express | 215,000 | 11,444,450 | ||
| American International Group | 420,000 | 24,402,000 | ||
| AmeriCredit | 293,000 a | 7,471,500 | ||
| Bank of America | 615,000 | 28,050,150 | ||
| Bank of New York | 520,000 | 14,965,600 | ||
| Capital One Financial | 170,000 | 13,601,700 | ||
| CIT Group | 291,000 | 12,504,270 | ||
| Citigroup | 745,000 | 34,441,350 | ||
| Countrywide Financial | 450,000 | 17,374,500 | ||
| Federal Home Loan Mortgage | 235,000 | 15,329,050 | ||
| Federal National Mortgage Assoication | 155,000 | 9,052,000 | ||
| Fidelity National Financial | 140,000 | 4,996,600 | ||
| Goldman Sachs Group | 114,000 | 11,630,280 | ||
| Hibernia, Cl. A | 125,000 | 4,147,500 | ||
| J.P. Morgan Chase & Co. | 353,800 | 12,496,216 | ||
| Lehman Brothers Holdings | 113,000 | 11,218,640 | ||
| MBNA | 305,800 | 7,999,728 | ||
| Merrill Lynch | 265,000 | 14,577,650 | ||
| State Street | 145,000 | 6,996,250 | ||
| Wachovia | 271,000 | 13,441,600 | ||
| Wells Fargo | 175,000 | 10,776,500 | ||
| 286,917,534 | ||||
| Health Care—13.2% | ||||
| Abbott Laboratories | 318,000 | 15,585,180 | ||
| Amgen | 142,500 a | 8,615,550 | ||
| Boston Scientific | 214,000 a | 5,778,000 | ||
| Cardinal Health | 101,000 | 5,815,580 | ||
| Caremark Rx | 158,000 a | 7,034,160 | ||
| Galen Partners II, L.P. (Units) | 1.798 d | 1,042,397 | ||
| Genzyme | 111,000 a | 6,669,990 |
8
| Common Stocks (continued) | Shares | Value ($) | ||
| Health Care (continued) | ||||
| HCA | 98,000 | 5,553,660 | ||
| Hospira | 200,000 a | 7,800,000 | ||
| Johnson & Johnson | 454,000 | 29,510,000 | ||
| Novartis, ADR | 168,000 | 7,969,920 | ||
| PacifiCare Health Systems | 72,000 a | 5,144,400 | ||
| Pfizer | 1,007,000 | 27,773,060 | ||
| Sanofi-Synthelabo, ADR | 261,000 | 10,698,390 | ||
| St. Jude Medical | 219,000 a | 9,550,590 | ||
| UnitedHealth Group | 166,000 | 8,655,240 | ||
| WellPoint | 122,000 a | 8,496,080 | ||
| Wyeth | 158,000 | 7,031,000 | ||
| Zimmer Holdings | 93,000 a | 7,083,810 | ||
| 185,807,007 | ||||
| Industrials—9.6% | ||||
| Caterpillar | 116,000 | 11,055,960 | ||
| Deere & Co. | 105,000 | 6,876,450 | ||
| General Electric | 1,570,000 | 54,400,500 | ||
| Ingersoll-Rand, Cl. A | 100,000 | 7,135,000 | ||
| Norfolk Southern | 250,000 | 7,740,000 | ||
| Southwest Airlines | 500,000 b | 6,965,000 | ||
| Tyco International | 285,000 | 8,322,000 | ||
| 3M | 111,000 | 8,025,300 | ||
| United Parcel Service, Cl. B | 195,000 | 13,486,200 | ||
| United Technologies | 210,000 | 10,783,500 | ||
| 134,789,910 | ||||
| Information Technology—14.3% | ||||
| Accenture | 306,600 a | 6,950,622 | ||
| Automatic Data Processing | 315,000 | 13,220,550 | ||
| Cisco Systems | 969,003 a | 18,517,647 | ||
| Dell | 360,000 a | 14,223,600 | ||
| EMC | 699,000 a | 9,583,290 | ||
| Intel | 781,000 | 20,352,860 | ||
| International Business Machines | 232,000 | 17,214,400 | ||
| Linear Technology | 186,000 | 6,824,340 | ||
| Microchip Technology | 224,000 | 6,634,880 | ||
| Microsoft | 1,382,000 | 34,328,880 |
| The Fund 9 |
STATEMENT OF INVESTMENTS (Unaudited) (continued)
| Common Stocks (continued) | Shares | Value ($) | ||
| Information Technology (continued) | ||||
| Motorola | 888,000 | 16,214,880 | ||
| Network Appliance | 271,000 a | 7,661,170 | ||
| Oracle | 721,800 a | 9,527,760 | ||
| Texas Instruments | 348,000 | 9,768,360 | ||
| Yahoo! | 275,000 a | 9,528,750 | ||
| 200,551,989 | ||||
| Materials—2.8% | ||||
| Air Products & Chemicals | 100,000 | 6,030,000 | ||
| BHP Billiton, ADR | 300,000 b | 8,190,000 | ||
| Barrick Gold | 321,000 b | 8,034,630 | ||
| du Pont (EI) de Nemours | 225,000 | 9,677,250 | ||
| Rio Tinto, ADR | 65,000 | 7,924,800 | ||
| 39,856,680 | ||||
| Telecommunication Services—3.1% | ||||
| BellSouth | 264,400 | 7,025,108 | ||
| SBC Communications | 578,288 | 13,734,340 | ||
| Sprint (FON Group) | 315,500 b | 7,915,895 | ||
| Verizon Communications | 447,000 | 15,443,850 | ||
| 44,119,193 | ||||
| Utilities—3.2% | ||||
| Consolidated Edison | 170,000 b | 7,962,800 | ||
| Dominion Resources | 116,000 | 8,513,240 | ||
| Exelon | 189,000 | 9,701,370 | ||
| FPL Group | 222,000 | 9,337,320 | ||
| Southern | 250,000 | 8,667,500 | ||
| 44,182,230 | ||||
| Total Common Stocks | ||||
| (cost $1,147,006,533) | 1,381,203,065 | |||
| Other Investments—1.7% | ||||
| Registered Investment Company: | ||||
| Dreyfus Institutional Preferred Plus Money Market Fund | ||||
| (cost $24,229,000) | 24,229,000 c | 24,229,000 | ||
| 10 |
| Investment of Cash Collateral | ||||
| for Securities Loaned—2.0% | Shares | Value ($) | ||
| Registered Investment Company; | ||||
| Dreyfus Institutional Cash Advantage Fund | ||||
| (cost $27,385,100) | 27,385,100 c | 27,385,100 | ||
| Total Investments (cost $1,198,620,633) | 101.9% | 1,432,817,165 | ||
| Liabilities, Less Cash and Receivables | (1.9%) | (26,111,694) | ||
| Net Assets | 100.0% | 1,406,705,471 |
| ADR—American Depositary Receipts. |
| a Non-income producing. |
| b All or a portion of these securities are on loan. At June 30, 2005, the total market value of the fund’s securities on |
| loan is $26,548,426 and the total market value of the collateral held by the fund is $27,385,100. |
| c Investments in affiliated money market mutual funds. |
| d Securities restricted as to public resale. Investment in restricted securities with aggregate market value of $8,947,343. |
| representing approximately .63% of net assets (see below). |
| Net | ||||||||||
| Acquisition | Purchase | Assets | ||||||||
| Issuer | Date | Price ($) † | (%) | Valuation ($) †† | ||||||
| Galen Partners II, L.P. (Units) | 1/28/93-1/3/97 | 579,753 | .07 | 579,753 per unit | ||||||
| SK Equity Fund, L.P. (Units) | 2/6/92-10/30/96 | 1,070,362 | .56 | 2,028,470 per unit | ||||||
| † | Average cost per unit. | |||||||||
| †† | The valuation of these securities has been determined in good faith under the direction of the Board of Directors. | |||||||||
| Portfolio Summary (Unaudited) † | ||||||||||
| Value (%) | Value (%) | |||||||||
| Finance | 20.4 | Energy | 9.5 | |||||||
| Information Technology | 14.3 | Industrials | 9.6 | |||||||
| Health Care | 13.2 | Money Market Investments | 3.7 | |||||||
| Consumer Discretionary | 11.7 | Other | 9.1 | |||||||
| Consumer Staples | 10.4 | 101.9 | ||||||||
| † | Based on net assets. | |||||||||
| See notes to financial statements. | ||||||||||
| The Fund 11 |
STATEMENT OF ASSETS AND LIABILITIES
June 30, 2005 (Unaudited)
| Cost | Value | |||
| Assets ($): | ||||
| Investments in securities—See Statement | ||||
| of Investments (including securities on loan, | ||||
| valued at $26,548,426)—Note 1(b): | ||||
| Unaffiliated issuers | 1,147,006,533 | 1,381,203,065 | ||
| Affiliated issuers | 51,614,100 | 51,614,100 | ||
| Dividends and interest receivable | 1,942,783 | |||
| Receivable for investment securities sold | 1,787,650 | |||
| Receivable for shares of Common Stock subscribed | 8,685 | |||
| Prepaid expenses | 34,467 | |||
| 1,436,590,750 | ||||
| Liabilities ($): | ||||
| Due to The Dreyfus Corporation and affiliates—Note 3(a) | 903,748 | |||
| Cash overdraft due to Custodian | 1,218,724 | |||
| Liability for securities on loan—Note 1(b) | 27,385,100 | |||
| Payable for shares of Common Stock redeemed | 208,877 | |||
| Accrued expenses | 168,830 | |||
| 29,885,279 | ||||
| Net Assets ($) | 1,406,705,471 | |||
| Composition of Net Assets ($): | ||||
| Paid-in capital | 1,143,980,137 | |||
| Accumulated undistributed investment income—net | 3,209,611 | |||
| Accumulated net realized gain (loss) on investments | 25,319,191 | |||
| Accumulated net unrealized appreciation | ||||
| (depreciation) on investments | 234,196,532 | |||
| Net Assets ($) | 1,406,705,471 | |||
| Shares Outstanding | ||||
| (500 million shares of $1 par value Common Stock authorized) | 140,247,273 | |||
| Net Asset Value, offering and redemption price per share ($) | 10.03 | |||
| See notes to financial statements. |
| 12 |
| STATEMENT OF OPERATIONS Six Months Ended June 30, 2005 (Unaudited) |
| Investment Income ($): | ||
| Income: | ||
| Cash dividends (net of $70,344 foreign taxes withheld at source) | ||
| Unaffiliated issuers | 12,366,382 | |
| Affiliated issuers | 275,356 | |
| Income from securities lending | 57,567 | |
| Total Income | 12,699,305 | |
| Expenses: | ||
| Management fee—Note 3(a) | 4,668,920 | |
| Shareholder servicing costs—Note 3(a) | 464,182 | |
| Custodian fees—Note 3(a) | 39,607 | |
| Professional fees | 35,758 | |
| Directors’ fees and expenses—Note 3(b) | 18,245 | |
| Registration fees | 11,898 | |
| Loan commitment fees—Note 2 | 9,631 | |
| Prospectus and shareholders’ reports | 3,807 | |
| Interest expense—Note 2 | 76 | |
| Miscellaneous | 14,601 | |
| Total Expenses | 5,266,725 | |
| Investment Income—Net | 7,432,580 | |
| Realized and Unrealized Gain (Loss) on Investments—Note 4 ($): | ||
| Net realized gain (loss) on investments | 72,955,718 | |
| Net unrealized appreciation (depreciation) on investments | (105,286,534) | |
| Net Realized and Unrealized Gain (Loss) on Investments | (32,330,816) | |
| Net (Decrease) in Net Assets Resulting from Operations | (24,898,236) | |
| See notes to financial statements. |
| The Fund 13 |
STATEMENT OF CHANGES IN NET ASSETS
| Six Months Ended | ||||
| June 30, 2005 | Year Ended | |||
| (Unaudited) | December 31, 2004 | |||
| Operations ($): | ||||
| Investment income—net | 7,432,580 | 17,403,424 | ||
| Net realized gain (loss) on investments | 72,955,718 | 68,006,189 | ||
| Net unrealized appreciation | ||||
| (depreciation) on investments | (105,286,534) | 33,368,956 | ||
| Net Increase (Decrease) in Net Assets | ||||
| Resulting from Operations | (24,898,236) | 118,778,569 | ||
| Dividends to Shareholders from ($): | ||||
| Investment income—net | (7,357,744) | (16,906,914) | ||
| Capital Stock Transactions ($): | ||||
| Net proceeds from shares sold | 8,107,340 | 22,338,003 | ||
| Dividends reinvested | 6,198,716 | 14,225,556 | ||
| Cost of shares redeemed | (78,948,837) | (151,959,824) | ||
| Increase (Decrease) in Net Assets | ||||
| from Capital Stock Transactions | (64,642,781) | (115,396,265) | ||
| Total Increase (Decrease) in Net Assets | (96,898,761) | (13,524,610) | ||
| Net Assets ($): | ||||
| Beginning of Period | 1,503,604,232 | 1,517,128,842 | ||
| End of Period | 1,406,705,471 | 1,503,604,232 | ||
| Undistributed investment income—net | 3,209,611 | 3,105,310 | ||
| Capital Share Transactions (Shares): | ||||
| Shares sold | 811,827 | 2,317,541 | ||
| Shares issued for dividends reinvested | 621,513 | 1,454,639 | ||
| Shares redeemed | (7,882,710) | (15,728,134) | ||
| Net Increase (Decrease) in Shares Outstanding | (6,449,370) | (11,955,954) |
| See notes to financial statements. |
| 14 |
| FINANCIAL HIGHLIGHTS |
The following table describes the performance for the fiscal periods indicated. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions.These figures have been derived from the fund’s financial statements.
| Six Months Ended | ||||||||||||||
| June 30, 2005 | Year Ended December 31, | |||||||||||||
| (Unaudited) | 2004 | 2003 | 2002 | 2001 | 2000 | |||||||||
| Per Share Data ($): | ||||||||||||||
| Net asset value, | ||||||||||||||
| beginning of period | 10.25 | 9.56 | 7.72 | 9.99 | 11.20 | 13.28 | ||||||||
| Investment Operations: | ||||||||||||||
| Investment income—net a | .05 | .11 | .08 | .06 | .06 | .05 | ||||||||
| Net realized and | ||||||||||||||
| unrealized gain (loss) | ||||||||||||||
| on investments | (.22) | .69 | 1.83 | (2.27) | (1.19) | (1.92) | ||||||||
| Total from | ||||||||||||||
| Investment Operations | (.17) | .80 | 1.91 | (2.21) | (1.13) | (1.87) | ||||||||
| Distributions: | ||||||||||||||
| Dividends from | ||||||||||||||
| investment income—net | (.05) | (.11) | (.07) | (.06) | (.06) | (.05) | ||||||||
| Dividends from net realized | ||||||||||||||
| gain on investments | — | — | — | — | — | (.11) | ||||||||
| Dividends in excess of | ||||||||||||||
| net realized gain | ||||||||||||||
| on investments | — | — | — | — | (.02) | (.05) | ||||||||
| Total Distributions | (.05) | (.11) | (.07) | (.06) | (.08) | (.21) | ||||||||
| Net asset value, | ||||||||||||||
| end of period | 10.03 | 10.25 | 9.56 | 7.72 | 9.99 | 11.20 | ||||||||
| Total Return (%) | (1.64)b | 8.46 | 24.94 | (22.15) | (10.07) | (14.27) | ||||||||
| Ratios/Supplemental | ||||||||||||||
| Data (%): | ||||||||||||||
| Ratio of total expenses | ||||||||||||||
| to average net assets | .37b | .75 | .77 | .76 | .73 | .71 | ||||||||
| Ratio of net investment | ||||||||||||||
| income to average | ||||||||||||||
| net assets | .52b | 1.18 | .91 | .68 | .63 | .42 | ||||||||
| Portfolio Turnover Rate | 33.79b | 66.66 | 55.14 | 49.46 | 60.55 | 79.41 | ||||||||
| Net Assets, | ||||||||||||||
| end of period | ||||||||||||||
| ($ x 1,000) 1,406,705 | 1,503,604 | 1,517,129 | 1,316,897 | 1,863,438 2,240,137 | ||||||||||
| a | Based on average shares outstanding at each month end. | |||||||||||||
| b | Not annualized. | |||||||||||||
| See notes to financial statements. | ||||||||||||||
The Fund 15
NOTES TO FINANCIAL STATEMENTS (Unaudited)
NOTE 1—Significant Accounting Policies:
The Dreyfus Fund Incorporated (the “fund”) is registered under the Investment Company Act of 1940, as amended (the “Act”), as a diversified open-end management investment company.The fund’s investment objective is to provide investors with long-term capital growth consistent with the preservation of capital. The Dreyfus Corporation (the “Manager”or “Dreyfus”) serves as the fund’s investment adviser. The Manager is a wholly-owned subsidiary of Mellon Financial Corporation (“Mellon Financial”). Dreyfus Service Corporation, (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares, which are sold to the public without a sales charge.
The fund’s financial statements are prepared in accordance with U.S. generally accepted accounting principles, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.
The fund enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown.The fund does not anticipate recognizing any loss related to these arrangements.
(a) Portfolio valuation: Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Investments in registered investment companies are valued at their net asset value.When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly
| 16 |
affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Directors. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADR’s and futures contracts. For other securities that are fair valued by the Board of Directors, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in similar securities of the issuer or comparable issuers. Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange. Forward currency exchange contracts are valued at the forward rate. Financial futures are valued at the last sales price.
(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gain and loss from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.
The fund has an arrangement with the custodian bank whereby the fund receives earnings credits from the custodian when positive cash balances are maintained, which are used to offset custody fees. For financial reporting purposes, the fund includes net earnings credits, if any, as an expense offset in the Statements of Operations
Pursuant to a securities lending agreement with Mellon Bank, N.A., an affiliate of the Manager, the fund may lend securities to qualified institu-tions.At origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of
| The Fund 17 |
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
securities on loan will be maintained at all times. Cash collateral is invested in certain money market mutual funds managed by the Manager. The fund will be entitled to receive all income on securities loaned, in addition to income earned as a result of the lending transac-tion.Although each security loaned is fully collateralized, the fund would bear the risk of delay in recovery of, or loss of rights in, the securities loaned should a borrower fail to return the securities in a timely manner.
(c) Affiliated issuers: Investments in other investment companies advised by the Manager are defined as “affiliated” in the Act.
(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net are declared and paid on a quarterly basis. Dividends from net realized capital gain, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”).To the extent that net realized capital gain can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gain. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles.
(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.
The portfolio has an unused capital loss carryover of $40,410,957 available for federal income tax purposes to be applied against future net securities profits, if any, realized subsequent to December 31, 2004. If not applied, the carryoverover expires in fiscal 2011.
The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2004 was as follows: ordinary income $16,906,914. The tax character of current year distributions will be determined at the end of the current fiscal year.
| 18 |
| NOTE 2—Bank Line of Credit: |
The fund participates with other Dreyfus-managed funds in a $350 million redemption credit facility (the “Facility”) to be utilized for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay commitment fees on its pro rata portion of the Facility. Interest is charged to the fund based on prevailing market rates in effect at the time of borrowings.
The average daily amount of borrowings outstanding under the Facility during the period ended June 30, 2005 was approximately $4,400, with a related weighted average annualized interest rate of 3.42% .
NOTE 3—Management Fee and Other Transactions With Affiliates:
(a) Pursuant to a management agreement (the “Agreement”) with the Manager, the management fee is payable monthly, based on the following annual percentages of the value of the fund’s average daily net assets: .65 of 1% of the first $1.5 billion; .625 of 1% of the next $500 million; .60 of 1% of the next $500 million; and .55 of 1% over $2.5 billion.
The Agreement provides for an expense reimbursement from the Manager should the fund’s aggregate expenses, exclusive of taxes and brokerage commissions, exceed 1% of the value of the fund’s average daily net assets for any full year.No expense reimbursement was required pursuant to the Agreement for the period ended June 30, 2005.
The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended June 30, 2005, the fund was charged $335,295 pursuant to the transfer agency agreement.
The portfolio compensates Mellon Bank, N.A., an affiliate of the Manager, under a custody agreement to provide custodial services for the portfolio. During the period ended June 30, 2005, the portfolio was charged $39,607 pursuant to the custody agreement.
| The Fund 19 |
NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)
During the period ended June 30, 2005, the fund was charged $1,998 for services performed by the Chief Compliance Officer.
The components of Due to The Dreyfus Corporation and affiliates in the Statement of Assets and Liabilities consist of: management fees $771,419, chief compliance officer fees $1,998, custodian fees $16,308 and transfer agency per account fees $114,023.
(b) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.
(c) Pursuant to an exemptive order from the Securities and Exchange Commission, the fund may invest its available cash balances in affiliated money market mutual funds. Management fees of the underlying money market mutual funds have been waived by the Manager.
| NOTE 4—Securities Transactions: |
The aggregate amount of purchases and sales of investment securities, excluding short-term securities and financial futures, during the period ended June 30, 2005, amounted to $477,309,291 and $575,818,783, respectively.
At June 30, 2005, accumulated net unrealized appreciation on investments was $234,196,532 consisting of $253,175,756 gross unrealized appreciation and $18,979,224 gross unrealized depreciation.
At June 30,2005,the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).
| NOTE 5—Legal Matters: |
In early 2004, two purported class and derivative actions were filed against Mellon Financial, Mellon Bank, N.A., Dreyfus, Founders Asset Management LLC, and certain directors of the Dreyfus Funds and the Dreyfus Founders Funds (together, the “Funds”) in the United States District Court for the Western District of Pennsylvania. In September 2004, plaintiffs served a Consolidated Amended Complaint (the
| 20 |
“Amended Complaint”) on behalf of a purported class of all persons who acquired interests in any of the Funds between January 30, 1999 and November 17, 2003, and derivatively on behalf of the Funds.The Amended Complaint in the newly styled In re Dreyfus Mutual Funds Fee Litigation also named the Distributor, Premier Mutual Fund Services, Inc. and two additional Fund directors as defendants and alleges violations of the Investment Company Act of 1940, the Investment Advisers Act of 1940, the Pennsylvania Unfair Trade Practices and Consumer Protection Law and common-law claims. Plaintiffs seek to recover allegedly improper and excessive Rule 12b-1 and advisory fees allegedly charged to the Funds for marketing and distribution services. More specifically, plaintiffs claim, among other things, that 12b-1 fees and directed brokerage were improperly used to pay brokers to recommend the Funds over other funds, and that such payments were not disclosed to investors. In addition, plaintiffs assert that economies of scale and soft-dollar benefits were not passed on to the Funds. Plaintiffs further allege that 12b-1 fees were improperly charged to certain of the Funds that were closed to new investors.The Amended Complaint seeks compensatory and punitive damages, rescission of the advisory contracts, and an accounting and restitution of any unlawful fees, as well as an award of attorneys’ fees and litigation expenses. As noted, some of the claims in this litigation are asserted derivatively on behalf of the Funds that have been named as nominal defendants. With respect to such derivative claims, no relief is sought against the Funds. Dreyfus believes the allegations to be totally without merit and intends to defend the action vigorously. In November 2004, all named defendants moved to dismiss the Amended Complaint in whole or substantial part. Briefing was completed in May 2005.
Additional lawsuits arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the defendants in the future. Neither Dreyfus nor the Funds believe that any of the pending actions will have a material adverse effect on the Funds or Dreyfus’ ability to perform its contract with the Funds.
| The Fund 21 |
| For More | Information | |
| The Dreyfus Fund | Transfer Agent & | |
| Incorporated | Dividend Disbursing Agent | |
| 200 Park Avenue | Dreyfus Transfer, Inc. | |
| New York, NY 10166 | 200 Park Avenue | |
| Manager | New York, NY 10166 | |
| The Dreyfus Corporation | Distributor | |
| 200 Park Avenue | Dreyfus Service Corporation | |
| New York, NY 10166 | 200 Park Avenue | |
| Custodian | New York, NY 10166 | |
| Mellon Bank, N.A. | ||
| One Mellon Bank Center | ||
| Pittsburgh, PA 15258 | ||
| Telephone 1-800-645-6561 | ||
Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144 E-mail Send your request to info@dreyfus.com Internet Information can be viewed online or downloaded at: http://www.dreyfus.com
The fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.
A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the fund voted these proxies for the 12-month period ended June 30, 2005, is available at http://www.dreyfus.com and on the SEC’s website at http://www.sec.gov. The description of the policies and procedures is also available without charge, upon request, by calling 1-800-645-6561.
| © 2005 Dreyfus Service Corporation 0026SA0605 |
| Item 2. | Code of Ethics. | |
| Not applicable. | ||
| Item 3. | Audit Committee Financial Expert. | |
| Not applicable. | ||
| Item 4. | Principal Accountant Fees and Services. | |
| Not applicable. | ||
| Item 5. | Audit Committee of Listed Registrants. | |
| Not applicable. | ||
| Item 6. | Schedule of Investments. | |
| Not applicable. | ||
| Item 7. | Disclosure of Proxy Voting Policies and Procedures for Closed-End Management | |
| Investment Companies. | ||
| Not applicable. | ||
| Item 8. | Portfolio Managers of Closed-End Management Investment Companies. | |
| Not applicable. | ||
| Item 9. | Purchases of Equity Securities by Closed-End Management Investment Companies and | |
| Affiliated Purchasers. | ||
| Not applicable. [CLOSED-END FUNDS ONLY] | ||
| Item 10. | Submission of Matters to a Vote of Security Holders. |
The Registrant has a Nominating Committee (the "Committee"), which is responsible for selecting and nominating persons for election or appointment by the Registrant's Board as Board members. The Committee has adopted a Nominating Committee Charter (the "Charter"). Pursuant to the Charter, the Committee will consider recommendations for nominees from shareholders submitted to the Secretary of the Registrant, c/o The Dreyfus Corporation Legal Department, 200 Park Avenue, 8th Floor East, New York, New York 10166. A nomination submission must include information regarding the recommended nominee as specified in the Charter. This information includes all information relating to a recommended nominee that is required to be disclosed in solicitations or proxy statements for the election of Board members, as well as information sufficient to evaluate the factors to be considered by the Committee, including character and integrity, business and professional experience, and whether the person has the ability to apply sound and independent business judgment and would act in the interests of the Registrant and its shareholders.
Nomination submissions are required to be accompanied by a written consent of the individual to stand 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.
(a) The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.
(b) There were no changes to the Registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.
Item 12. Exhibits.
| (a)(1) | Not applicable. | |
| (a)(2) | Certifications of principal executive and principal financial officers as required by Rule 30a- | |
| under the Investment Company Act of 1940. | ||
| (a)(3) | Not applicable. | |
| (b) | Certification of principal executive and principal financial officers as required by Rule 30a-2(b) | |
| under the Investment Company Act of 1940. | ||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.
THE DREYFUS FUND INCORPORATED
| By: | /s/ Stephen E. Canter | |
| Stephen E. Canter | ||
| President | ||
| Date: | August 30, 2005 | |
Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Item 11. Controls and Procedures.
| By: | /s/ Stephen E. Canter | |
| Stephen E. Canter | ||
| Chief Executive Officer | ||
| Date: | August 30, 2005 | |
| By: | /s/ James Windels | |
| James Windels | ||
| Chief Financial Officer | ||
| Date: | August 30, 2005 | |
| EXHIBIT INDEX | ||
| (a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a- | ||
| 2(a) under the Investment Company Act of 1940. (EX-99.CERT) | ||
| (b) Certification of principal executive and principal financial officers as required by Rule 30a- | ||
| 2(b) under the Investment Company Act of 1940. (EX-99.906CERT) | ||