The undersigned shareholder of Dreyfus California Intermediate Municipal Bond Fund (the "Fund") hereby appoints Joseph M. Chioffi and Jeff Prusnofsky, 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 beneficial interest of the Fund standing in the name of the undersigned at the close of business on December 15, 2006, at a Special Meeting of Shareholders to be held at the offices of The Dreyfus Corporation, 200 Park Avenue, 7th Floor, New York, New York 10166, at 9:00 a.m., on Thursday, March 1, 2007, and at any and all adjournments thereof, with all of the powers the undersigned would possess if then and there personally present and especially (but without limiting the general authorization and power hereby given) to vote as indicated on the proposal, as more fully described in the Prospectus/Proxy Statement for the meeting.
Please fill in box as shown using black or blue ink or number 2 pencil. Please do not use fine point pens.
This Statement of Additional Information, which is not a prospectus, supplements and should be read in conjunction with the Prospectus/Proxy Statement dated December __, 2006 relating specifically to the proposed transfer of all of the assets and liabilities of Dreyfus California Intermediate Municipal Bond Fund (the "Fund") in exchange for Class Z shares of Dreyfus Premier California Tax Exempt Bond Fund, Inc. (the "Acquiring Fund"). The transfer is to occur pursuant to an Agreement and Plan of Reorganization. This Statement of Additional Information consists of this cover page and the following documents attached hereto:
The Acquiring Fund's Statement of Additional Information, and the financial statements included in the Acquiring Fund's Annual Report and Semi-Annual Report and the Fund's Annual Report and Semi-Annual Report, are incorporated herein by reference. The Prospectus/Proxy Statement dated December ___, 2006 may be obtained by writing to the Fund or the Acquiring Fund at 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144.
The Acquiring Fund's Statement of Additional Information dated October 1, 2006 is incorporated herein by reference to the Acquiring Fund's Post-Effective Amendment No. 34 to its Registration Statement on Form N-1A, filed September 27, 2006 (File No. 2-84105). The financial statements of the Acquiring Fund are incorporated herein by reference to its Annual Report dated May 31, 2006 , filed July 31, 2006.
The Fund's Statement of Additional Information dated August 1, 2006 is incorporated herein by reference to the Fund's Post-Effective Amendment No. 18 to its Registration Statement on Form N-1A, filed July 27, 2006 (File No. 33-46586). The financial statements of the Fund are incorporated herein by reference to its Annual Report for its fiscal year ended March 31, 2006 and Semi-Annual Report for the six months ended September 30, 2006.
Pro Forma STATEMENT OF INVESTMENTS (Unaudited)
Dreyfus Premier California Tax Exempt Bond Fund, Inc.
September 30, 2006
Principal Amount ($) Value ($)
-----------------------------------------------------------------------------
Dreyfus Dreyfus
Dreyfus Premier California Dreyfus Premier California
California Tax Intermediate Pro Forma California Tax Intermediate Pro Forma
Exempt Bond Municipal Combined Exempt Bond Municipal Combined
Fund, Inc Bond Fund (*) Fund, Inc. Bond Fund (*)
Long-Term Municipal Coupon Maturity
Investments--98.7% Rate (%) Date
- ------------------------------------------------------------------------------------------------------------------------------------
California--92.1%
ABAG Finance Authority for
Nonprofit Corporations, COP
(Episcopal Homes Foundation) 5.25 7/1/10 3,500,000 3,500,000 3,591,770 3,591,770
ABAG Finance Authority for
Nonprofit Corps., MFHR
(Central Park Apartments) 5.50 7/1/19 1,010,000 1,010,000 1,042,179 1,042,179
ABAG Finance Authority for
Nonprofit Corps., MFHR
(Central Park Apartments) 5.60 7/1/38 5,815,000 5,815,000 5,957,002 5,957,002
ABAG Finance Authority for
Nonprofit Corps., MFHR
(Sansum-Santa Barbara Medical
Foundation Clinic) 5.50 4/1/21 3,500,000 3,500,000 3,727,780 3,727,780
ABAG Finance Authority for
Nonprofit Corporations,
Revenue (San Diego Hospital
Association) 5.38 3/1/21 4,000,000 4,000,000 4,281,120 4,281,120
Alameda Corridor Transportation
Authority, Revenue (Insured;
MBIA) 5.13 10/1/16 2,000,000 2,000,000 2,104,700 2,104,700
Alameda County,
COP (Insured; MBIA) 5.38 12/1/12 2,000,000 2,000,000 2,190,640 2,190,640
Alameda County,
COP (Insured; MBIA) 6.78 12/1/13 5,000,000 a,b 5,000,000 5,953,200 5,953,200
Anaheim Public Finance Authority,
Tax Allocation Revenue
(Insured; MBIA) 6.45 12/28/18 26,000,000 26,000,000 27,363,440 27,363,440
Bay Area Toll Authority,
San Francisco Bay Area Toll
Bridge Revenue 5.00 4/1/11 2,000,000 2,000,000 2,128,340 2,128,340
Bay Area Toll Authority,
San Francisco Bay Area Toll
Bridge Revenue 5.00 4/1/25 17,675,000 17,675,000 18,909,599 18,909,599
Bay Area Toll Authority,
San Francisco Bay Area Toll
Bridge Revenue 5.00 4/1/26 14,500,000 14,500,000 15,477,590 15,477,590
California,
Economic Recovery Bonds 5.25 7/1/14 2,000,000 2,000,000 2,209,360 2,209,360
California,
Economic Recovery Bonds 5.00 7/1/16 13,000,000 13,000,000 13,817,440 13,817,440
California,
GO 5.00 8/1/22 2,000,000 2,000,000 2,125,360 2,125,360
California,
GO 5.25 2/1/30 25,700,000 25,700,000 26,996,051 26,996,051
California,
GO (Various Purpose) 6.13 10/1/11 2,875,000 2,875,000 3,215,975 3,215,975
California,
GO (Various Purpose) 5.13 11/1/11 5,000,000 5,000,000 5,353,450 5,353,450
California,
GO (Various Purpose) 5.00 6/1/2016 2,000,000 2,000,000 2,169,180 2,169,180
California,
GO (Various Purpose) 5.50 4/1/28 900,000 900,000 992,916 992,916
California,
GO (Various Purpose) 5.00 6/1/31 10,000,000 10,000,000 10,468,500 10,468,500
California,
GO (Veterans) 5.35 12/1/16 2,000,000 2,000,000 2,096,640 2,096,640
California,
GO (Veterans) 5.05 12/1/36 14,500,000 14,500,000 14,864,385 14,864,385
California Department of Veteran
Affairs, Home Purchase Revenue 5.50 12/1/19 5,015,000 5,015,000 5,288,518 5,288,518
California Department of Veteran
Affairs, Home Purchase Revenue 5.20 12/1/28 10,000,000 10,000,000 10,006,500 10,006,500
California Department of Water
Resources, Power Supply Revenue 5.88 5/1/12 10,000,000 c 10,000,000 11,292,800 11,292,800
California Department of Water
Resources, Power Supply
Revenue (Insured; FGIC) 5.13 5/1/12 2,000,000 c 2,000,000 2,183,500 2,183,500
California Department of Water
Resources, Power Supply
Revenue (Insured; MBIA) 5.25 5/1/12 2,000,000 2,000,000 2,170,400 2,170,400
California Department of Water
Resources, Water System
Revenue (Central Valley
Project) 5.50 12/1/11 225,000 c 225,000 246,834 246,834
California Department of Water
Resources, Water System
Revenue (Central Valley
Project) 5.50 12/1/15 1,275,000 1,275,000 1,388,960 1,388,960
California Department of Water
Resources, Water System
Revenue (Central Valley
Project) (Insured; FGIC) 5.50 12/1/15 2,000,000 2,000,000 2,280,740 2,280,740
California Department of Water
Resources, Water System
Revenue (Central Valley
Project) (Insured; MBIA) 5.00 12/1/23 10,000,000 10,000,000 10,658,400 10,658,400
California Educational Facilities
Authority, Revenue (Pooled
College and University
Projects) 5.63 7/1/23 1,275,000 1,275,000 1,290,772 1,290,772
California Health Facilities
Financing Authority, Revenue
(Cedars-Sinai Medical Center) 6.13 12/1/09 30,695,000 c 30,695,000 33,372,218 33,372,218
California Health Facilities
Financing Authority, Revenue
(Cedars-Sinai Medical Center) 6.25 12/1/09 9,460,000 c 9,460,000 10,320,387 10,320,387
California Health Facilities
Financing Authority, Revenue
(Cedars-Sinai Medical Center) 5.00 11/15/19 2,000,000 2,000,000 2,113,960 2,113,960
California Health Facilities
Financing Authority, Revenue
(Health Facility-Adventist
Health Systems) 5.00 3/1/17 870,000 870,000 911,142 911,142
California Health Facilities
Financing Authority, Revenue
(Health Facility-Adventist
Health Systems) 5.00 3/1/18 1,000,000 1,000,000 1,044,590 1,044,590
California Health Facilities
Financing Authority, Revenue
(Sutter Health) 6.25 8/15/35 7,965,000 7,965,000 8,780,855 8,780,855
California Health Facilities
Financing Authority, Revenue
(Sutter Health) (Insured; MBIA) 5.35 7/15/09 240,000 c 240,000 254,184 254,184
California Health Facilities
Financing Authority, Revenue
(Sutter Health) (Insured; MBIA) 5.35 8/15/28 3,540,000 3,540,000 3,709,283 3,709,283
California Housing Finance Agency,
Home Mortgage Revenue 4.80 8/1/36 7,500,000 7,500,000 7,548,375 7,548,375
California Housing Finance Agency,
MFHR (Insured; AMBAC) 6.15 8/1/22 1,845,000 1,845,000 1,883,930 1,883,930
California Housing Finance Agency,
SFMR 6.30 8/1/24 565,000 565,000 571,407 571,407
California Housing Finance Agency,
SFMR 6.45 8/1/25 285,000 285,000 288,448 288,448
California Housing Finance Agency,
SFMR (Collateralized; FHA and
Insured; AMBAC) 6.25 8/1/14 210,000 210,000 212,329 212,329
California Infrastructure and
Economic Development Bank, Bay
Area Toll Bridges Seismic
Retrofit Revenue (First Lien)
(Insured; FSA) 5.25 7/1/13 2,000,000 c 2,000,000 2,203,160 2,203,160
California Infrastructure and
Economic Development Bank, Bay
Area Toll Bridges Seismic
Retrofit Revenue (Insured;
FGIC) 5.00 7/1/25 10,455,000 10,455,000 11,728,628 11,728,628
California Infrastructure and
Economic Development Bank,
Revenue (Kaiser Hospital
Assistance I-LLC) 5.55 8/1/31 21,900,000 21,900,000 23,252,544 23,252,544
California Infrastructure and
Economic Development Bank,
Revenue (The J. Paul Getty
Trust) 4.00 12/1/11 3,000,000 3,000,000 3,015,060 3,015,060
California Pollution Control
Financing Authority, PCR 7.82 6/1/14 5,500,000 a,b 5,500,000 7,069,755 7,069,755
California Pollution Control
Financing Authority, PCR
(Insured; MBIA) 7.82 6/1/14 24,165,000 a,b 24,165,000 31,061,933 31,061,933
California Pollution Control
Financing Authority, PCR (San
Diego Gas and Electric Co.)
(Insured; MBIA) 5.90 6/1/14 2,000,000 2,000,000 2,285,420 2,285,420
California Pollution Control
Financing Authority, SWDR
(Browning-Ferris Industries of
California, Inc. Project) 5.80 12/1/16 2,000,000 2,000,000 1,993,580 1,993,580
California Pollution Control
Financing Authority, SWDR
(Browning-Ferris Industries of
California, Inc. Project) 6.75 9/1/19 600,000 600,000 602,592 602,592
California Pollution Control
Financing Authority, SWDR
(Keller Canyon Landfill Co.
Project) 6.88 11/1/27 1,000,000 1,000,000 1,006,760 1,006,760
California Pollution Control
Financing Authority, SWDR
(Republic Services, Inc.
Project) 5.25 12/1/17 2,000,000 2,000,000 2,134,080 2,134,080
California State Public Works
Board, LR (Department of
Corrections) (California State
Prison - Kern County at
Delano II) 5.50 6/1/13 3,000,000 3,000,000 3,312,240 3,312,240
California Public Works Board,
LR (Department of Corrections,
Calipatria State Prison,
Imperial County) (Insured;
MBIA) 6.50 9/1/17 13,000,000 13,000,000 15,509,000 15,509,000
California State Public Works Board,
LR (Department of Health
Services-Richmond Laboratory,
Phase III Office Building)
(Insured; XLCA) 5.00 11/1/19 1,680,000 1,680,000 1,807,831 1,807,831
California State Public Works Board,
LR (Department of Health
Services-Richmond Laboratory,
Phase III Office Building)
(Insured; XLCA) 5.00 11/1/20 1,275,000 1,275,000 1,367,794 1,367,794
California Public Works Board,
LR (Department of Health
Services, Richmond Laboratory
Project) (Insured; AMBAC) 5.00 11/1/21 10,910,000 10,910,000 11,747,015 11,747,015
California State Public Works Board,
LR (Department of Mental
Health-Coalinga State Hospital) 5.50 6/1/18 2,500,000 2,500,000 2,773,550 2,773,550
California State Public Works
Board, LR (University of
California Research Projects)
(Insured; MBIA) 5.25 11/1/17 1,000,000 1,000,000 1,110,280 1,110,280
California Public Works Board,
LR (University of California
Research Projects) (Insured;
MBIA) 5.25 11/1/28 10,005,000 10,005,000 10,866,330 10,866,330
California Public Works Board,
LR (Various University of
California Projects) 5.50 6/1/14 5,000,000 5,000,000 5,523,350 5,523,350
California State University,
Fresno Association Inc.,
Auxiliary Organization Event
Center Revenue 6.00 7/1/12 3,500,000 c 3,500,000 3,968,265 3,968,265
California State University,
Fresno Association Inc.,
Auxiliary Organization Event
Center Revenue 6.00 7/1/12 2,500,000 c 2,500,000 2,834,475 2,834,475
California State University,
Fresno Association Inc.,
Auxiliary Organization Event
Center Revenue 6.00 7/1/12 5,250,000 c 5,250,000 5,952,397 5,952,397
California Statewide Communities
Development Authority, COP
(Catholic Healthcare West) 6.50 7/1/10 2,780,000 c 2,780,000 3,094,807 3,094,807
California Statewide Communities
Development Authority, COP
(Catholic Healthcare West) 6.50 7/1/20 1,220,000 1,220,000 1,338,938 1,338,938
California Statewide Communities
Development Authority, COP
(The Internext Group) 5.38 4/1/30 20,000,000 20,000,000 20,351,600 20,351,600
California Statewide Communities 0
Development Authority, 0
Apartment Development Revenue 0
(Irvine Apartment Communities) 5.05 5/15/08 5,000,000 5,000,000 5,075,250 5,075,250
California Statewide Communities
Development Authority, Health
Facility Revenue (Adventist
Health System/West) 5.00 3/1/35 11,880,000 11,880,000 12,248,518 12,248,518
California Statewide Communities
Development Authority, MFHR
(Equity Residential/Parkview
Terrace Club Apartments) 5.20 6/15/09 1,000,000 1,000,000 1,032,190 1,032,190
California Statewide Communities
Development Authority, MFHR
(Equity Residential/Skylark
Apartments) 5.20 6/15/09 2,000,000 2,000,000 2,064,380 2,064,380
California Statewide Communities
Development Authority, PCR
(Southern California Edison
Co.) (Insured; XLCA) 4.10 4/1/2013 4,000,000 4,000,000 4,093,840 4,093,840
California Statewide Communities
Development Authority, Revenue
(California Endowment) 5.25 7/1/20 2,280,000 2,280,000 2,488,688 2,488,688
California Statewide Communities
Development Authority, Revenue
(Daughters of Charity Health
System) 5.25 7/1/24 8,205,000 8,205,000 8,679,167 8,679,167
California Statewide Communities
Development Authority, Revenue
(Daughters of Charity Health
System) 5.25 7/1/35 23,625,000 23,625,000 24,737,029 24,737,029
California Statewide Communities
Development Authority, Revenue
(Huntington Memorial Hospital) 5.00 7/1/17 3,000,000 3,000,000 3,191,070 3,191,070
California Statewide Communities
Development Authority, Revenue
(Kaiser Permanente) 5.50 11/1/32 13,500,000 13,500,000 14,201,190 14,201,190
California Statewide Communities
Development Authority, Revenue
(Kaiser Permanente) 5.25 3/1/45 15,000,000 15,000,000 15,814,350 15,814,350
California Statewide Communities
Development Authority, Revenue
(Sutter Health) 5.50 8/15/28 14,000,000 14,000,000 15,067,640 15,067,640
California Statewide Communities
Development Authority, Revenue
(The California Endowment) 5.00 7/1/28 15,360,000 15,360,000 16,144,435 16,144,435
California Statewide Communities
Development Authority, Revenue
(The California Endowment) 5.00 7/1/33 16,710,000 16,710,000 17,503,224 17,503,224
Capistrano Unified School
District, Community Facilities
District Special Tax (Insured;
FGIC) 5.00 9/1/19 3,545,000 3,545,000 3,835,796 3,835,796
Capistrano Unified School
District, Community Facilities
District Special Tax Number 98
(Ladera) 5.75 9/1/09 5,500,000 c 5,500,000 5,942,530 5,942,530
Capistrano Unified School
District, School Facilities
Improvement District Number 1
(Insured; FGIC) 6.00 8/1/24 2,075,000 2,075,000 2,267,394 2,267,394
Carson Redevelopment Agency
(Area Number 1-Tax Allocation)
(Insured; MBIA) 5.50 10/1/13 1,000,000 1,000,000 1,116,400 1,116,400
Castaic Lake Water Agency,
COP, Revenue (Water System
Improvement Project) (Insured;
AMBAC) 0.00 8/1/27 10,000,000 10,000,000 3,956,000 3,956,000
Cathedral City, Cove Improvement
District Number 2004-02,
Limited Obligation Improvement 5.00 9/2/21 1,040,000 1,040,000 1,061,102 1,061,102
Central California Joint Powers
Health Financing Authority,
COP (Community Hospitals of
Central California) 6.00 2/1/20 1,000,000 1,000,000 1,054,090 1,054,090
Central California Joint Powers
Health Financing Authority,
COP (Community Hospitals of
Central California Obligated
Group) 6.00 2/1/30 5,000,000 5,000,000 5,253,000 5,253,000
Central California Joint Powers
Health Financing Authority,
COP (Community Hospitals of
Central California Obligated
Group) 5.75 2/1/31 18,500,000 18,500,000 19,408,165 19,408,165
Chino Valley Unified School
District, GO (Insured; MBIA) 5.25 8/1/30 10,000,000 10,000,000 10,856,500 10,856,500
Chula Vista,
IDR (San Diego Gas and
Electric Co.) 5.00 12/1/27 3,000,000 3,000,000 3,161,400 3,161,400
Coast Community College District,
GO (Insured; FSA) 0.00 8/1/29 15,565,000 15,565,000 11,800,605 11,800,605
Contra Costa County,
MFHR (Pleasant Hill BART
Transit Village Apartments
Project) 3.95 12/20/07 2,500,000 2,500,000 2,500,650 2,500,650
Contra Costa County Public Finance
Authority, Tax Allocation
Revenue (Pleasant Hill BART,
North Richmond, Bay Point,
Oakley and Rodeo Redevlopment
Projects Areas) 5.45 8/1/28 2,720,000 2,720,000 2,827,358 2,827,358
Corona Redevelopment Agency,
Tax Allocation (Merged
Downtown Amended) (Insured;
FGIC) 5.00 9/1/16 1,000,000 1,000,000 1,081,540 1,081,540
Cucamonga County Water District,
COP (Insured; FGIC) 5.25 9/1/25 5,555,000 5,555,000 5,929,018 5,929,018
Delano,
COP (Delano Regional Medical
Center) 5.25 1/1/18 13,500,000 13,500,000 13,588,290 13,588,290
Eastern Municipal Water District,
Water and Sewer Revenue, COP
(Insured; FGIC) 5.38 7/1/17 2,000,000 2,000,000 2,139,780 2,139,780
El Camino Community College
District, GO (Insured; FGIC) 5.00 8/1/19 2,000,000 2,000,000 2,179,780 2,179,780
El Segundo Unified School District
(Insured; FGIC) 5.25 9/1/17 1,145,000 1,145,000 1,260,920 1,260,920
Elsinore Valley Municipal Water
District, COP (Insured; FGIC) 5.38 7/1/15 1,000,000 1,000,000 1,123,840 1,123,840
Elsinore Valley Municipal Water
District, COP (Insured; FGIC) 5.38 7/1/19 3,855,000 3,855,000 4,390,652 4,390,652
Escondido Reassessment District
Number 98-1 (Rancho San
Pasqual) 5.70 9/2/26 1,335,000 1,335,000 1,378,281 1,378,281
Escondido Unified School District
(Insured; FSA) 5.25 8/1/16 1,795,000 1,795,000 1,952,583 1,952,583
Fontana,
Special Tax (Insured; MBIA) 5.25 9/1/17 10,000,000 10,000,000 10,475,900 10,475,900
Fontana Public Financing
Authority, Tax Allocation
Revenue (North Fontana
Redevelopment Project)
(Insured; AMBAC) 5.50 9/1/32 13,800,000 13,800,000 14,906,760 14,906,760
Foothill/Eastern Transportation
Corridor Agency, Toll Road
Revenue 7.05 1/1/10 2,000,000 2,000,000 2,220,760 2,220,760
Foothill/Eastern Transportation
Corridor Agency, Toll Road
Revenue 5.75 1/15/40 500,000 500,000 520,195 520,195
Foothill/Eastern Transportation
Corridor Agency, Toll Road
Revenue (Insured; MBIA) 5.25 1/15/12 4,550,000 4,550,000 4,825,866 4,825,866
Foothill/Eastern Transportation
Corridor Agency, Toll Road
Revenue (Insured; MBIA) 5.13 1/15/19 2,000,000 2,000,000 2,104,300 2,104,300
Fountain Valley School District,
COP (Insured; AMBAC) 2.50 11/1/06 2,000,000 2,000,000 1,997,140 1,997,140
Fremont Union High School District
(Insured; FGIC) 5.25 9/1/10 3,400,000 c 3,400,000 3,621,068 3,621,068
Fremont Union High School District
(Insured; FGIC) 5.25 9/1/10 4,000,000 c 4,000,000 4,260,080 4,260,080
Fremont Union High School District
(Insured; FGIC) 5.25 9/1/10 11,295,000 c 11,295,000 12,029,401 12,029,401
Fullerton Community Facilities
District Number 1, Special Tax
Revenue (Amerige Heights) 6.10 9/1/22 1,000,000 1,000,000 1,067,180 1,067,180
Fullerton Community Facilities
District Number 1, Special Tax
Revenue (Amerige Heights) 6.20 9/1/32 2,500,000 2,500,000 2,661,100 2,661,100
Golden State Tobacco
Securitization Corp., Enhanced
Tobacco Settlement
Asset-Backed Bonds 5.75 6/1/08 3,500,000 c 3,500,000 3,630,970 3,630,970
Golden State Tobacco
Securitization Corp., Enhanced
Tobacco Settlement
Asset-Backed Bonds 5.00 6/1/19 2,420,000 2,420,000 2,480,936 2,480,936
Golden State Tobacco
Securitization Corp., Enhanced
Tobacco Settlement
Asset-Backed Bonds 5.50 6/1/13 5,000,000 c 5,000,000 5,556,250 5,556,250
Golden State Tobacco
Securitization Corp., Enhanced
Tobacco Settlement
Asset-Backed Bonds (Insured;
FGIC) 5.00 6/1/35 25,000,000 25,000,000 26,171,250 26,171,250
Golden State Tobacco
Securitization Corp., Enhanced
Tobacco Settlement
Asset-Backed Bonds (Insured;
FSA) 0/4.55 6/1/22 1,725,000 d 1,725,000 1,492,574 1,492,574
Golden State Tobacco
Securitization Corp., Tobacco
Settlement Asset-Backed Bonds 6.75 6/1/39 14,770,000 14,770,000 16,738,693 16,738,693
Hartnell Community College
District (Insured; MBIA) 5.25 8/1/16 1,880,000 1,880,000 2,083,378 2,083,378
High Desert Memorial Health Care
District, Revenue 5.40 10/1/11 2,500,000 2,500,000 2,537,500 2,537,500
Imperial Redevelopment Agency,
Subordinate Tax Allocation
Revenue (Imperial
Redevelopment Project) 4.50 12/1/11 2,000,000 2,000,000 1,994,860 1,994,860
Kaweah Delta Health Care District,
Revenue 6.00 8/1/34 9,000,000 9,000,000
La Quinta Financing Authority, 9,843,570 9,843,570
Local Agency Revenue (Insured;
AMBAC) 5.00 9/1/29 12,400,000 12,400,000 13,049,388 13,049,388
Lincoln Special Tax,
Community Facilities District
No. 2003 5.65 9/1/19 1,140,000 1,140,000 1,204,273 1,204,273
Long Beach Special Tax Community
Facilities District Number 5
(Towne Center) 6.88 10/1/25 500,000 500,000 516,790 516,790
Los Angeles Community College
District (Insured; MBIA) 5.50 8/1/11 1,845,000 c 1,845,000 2,014,039 2,014,039
Los Angeles County Metropolitan
Transportation Authority,
Sales Tax Revenue (Insured;
FGIC) 5.00 7/1/10 1,450,000 c 1,450,000 1,543,583 1,543,583
Los Angeles Harbor Department,
Revenue (Insured; FGIC) 5.00 8/1/07 3,990,000 3,990,000 4,038,758 4,038,758
Los Angeles Unified School
District (Insured; FGIC) 5.00 7/1/19 2,000,000 2,000,000 2,167,920 2,167,920
Los Angeles Unified School
District (Insured; MBIA) 5.50 7/1/12 2,850,000 2,850,000 3,145,431 3,145,431
Los Angeles Unified School
District (Insured; MBIA) 5.25 7/1/14 1,000,000 1,000,000 1,097,800 1,097,800
Los Angeles Unified School
District (Insured; MBIA) 5.75 7/1/15 3,000,000 3,000,000 3,464,670 3,464,670
Los Angeles Unified School
District (Insured; MBIA) 5.75 7/1/17 10,135,000 10,135,000 11,851,261 11,851,261
Madera County,
COP (Valley Children's
Hospital) (Insured; MBIA) 6.50 3/15/09 3,370,000 3,370,000 3,602,665 3,602,665
Metropolitan Water District of
Southern California,
Waterworks Revenue 5.25 3/1/11 3,000,000 c 3,000,000 3,249,540 3,249,540
Metropolitan Water District of
Southern California, Water
Revenue 5.00 7/1/35 10,000,000 10,000,000 10,589,100 10,589,100
Metropolitan Water District of
Southern California,
Waterworks GO 5.00 3/1/17 5,500,000 5,500,000 6,001,985 6,001,985
Metropolitan Water District of
Southern California,
Waterworks GO 5.00 3/1/18 5,510,000 5,510,000 5,992,125 5,992,125
Midpeninsula Regional Open Space
District Financing Authority,
Revenue (Insured; AMBAC) 0.00 9/1/15 2,825,000 2,825,000 1,993,970 1,993,970
Milpitas Redevelopment Agency, Tax
Allocation (Redevelopment
Project Area Number 1)
(Insured; MBIA) 5.25 9/1/17 2,000,000 2,000,000 2,170,940 2,170,940
Modesto Irrigation District,
COP (Capital Improvements)
(Insured; FSA) 5.25 7/1/16 1,370,000 1,370,000 1,479,326 1,479,326
Murrieta Unified School District
(Insured; FGIC) 0.00 9/1/21 4,950,000 4,950,000 2,604,492 2,604,492
Natomas Unified School District
(Insured; MBIA) 5.95 9/1/21 2,500,000 2,500,000 2,964,775 2,964,775
North Orange County Community
College District (Insured;
MBIA) 5.00 8/1/19 1,000,000 1,000,000 1,084,560 1,084,560
Northern California Power Agency,
Revenue (Hydroelectric Project
Number 1) (Insured; AMBAC) 7.00 1/1/16 670,000 c 670,000 837,420 837,420
Northern California Power Agency,
Revenue (Hydroelectric Project
Number 1) (Insured; AMBAC) 7.50 7/1/21 375,000 c 375,000 506,801 506,801
Northern California Power Agency,
Revenue (Hydroelectric Project
Number 1) (Insured; MBIA) 6.30 7/1/18 26,400,000 26,400,000 32,212,488 32,212,488
Oakland Unified School District
(Insured; FGIC) 5.25 8/1/24 17,275,000 17,275,000 18,593,428 18,593,428
Orange County Community Facilities
District (Landera Ranch)
Special Tax Number 1 6.25 8/15/08 1,600,000 c 1,600,000 1,681,152 1,681,152
Orange County Community Facilities
District (Landera Ranch)
Special Tax Number 1 6.00 8/15/10 3,000,000 c 3,000,000 3,299,280 3,299,280
Orange County Community Facilities
District (Landera Ranch)
Special Tax Number 3 5.60 8/15/28 3,250,000 3,250,000 3,422,542 3,422,542
Orange County Community Facilities
District (Landera Ranch)
Special Tax Number 3 5.63 8/15/34 6,000,000 6,000,000 6,256,380 6,256,380
Orange County Community Facilities
District, Special Tax (Number
03-1 Ladera Ranch) 5.25 8/15/19 1,100,000 1,100,000 1,149,929 1,149,929
Orange County Community Facilities
District, Special Tax (Number
03-1 Ladera Ranch) 5.30 8/15/20 1,450,000 1,450,000 1,516,584 1,516,584
Orange County Community Facilities
District, Special Tax (Number
04-1 Ladera Ranch) 4.88 8/15/21 2,355,000 2,355,000 2,393,386 2,393,386
Orange County Public Financing
Authority, LR (Juvenile
Justice Center Facility)
(Insured; AMBAC) 5.38 6/1/19 6,150,000 6,150,000 6,723,979 6,723,979
Pomona,
COP (General Fund Lease
Financing) (Insured; AMBAC) 5.50 6/1/28 1,000,000 1,000,000 1,108,400 1,108,400
Pomona Redevelopment Agency, Tax
Allocation Revenue
(West Holt Avenue
Redevelopment Project) 5.50 5/1/32 3,000,000 3,000,000 3,272,340 3,272,340
Port of Oakland,
Revenue (Insured; MBIA) 5.00 11/1/13 1,000,000 1,000,000 1,061,470 1,061,470
Poway Unified School District
Community Facilities District
Number 14, Improvement Area A
Special Tax (Del Sur) , 5.00 9/1/19 1,015,000 1,015,000 1,036,873 1,036,873
Poway Unified School District
Community Facilities District
Number 14, Special Tax (Del
Sur) 4.90 9/1/2018 1,790,000 1,790,000 1,817,065 1,817,065
Rancho Cucamonga Redevelopment
Agency, Tax Allocation Revenue
(Rancho Development Project)
(Insured; MBIA) 5.38 9/1/25 7,485,000 7,485,000 7,999,070 7,999,070
Rancho Mirage Joint Powers
Financing Authority, Revenue
(Eisenhower Medical Center) 5.63 7/1/29 10,430,000 10,430,000 11,400,824 11,400,824
Rancho Water District
(Insured; FSA) 5.50 8/1/08 1,670,000 1,670,000 1,730,855 1,730,855
Redwood Empire Financing
Authority, COP 6.40 12/1/23 2,455,000 2,455,000 2,464,624 2,464,624
Riverside County,
SFMR (Collateralized; GNMA) 7.80 5/1/21 1,250,000 1,250,000 1,722,900 1,722,900
Riverside County Public Financing
Authority, Tax Allocation
Revenue (Redevelopment
Projects) (Insured; XLCA) 5.25 10/1/18 1,275,000 1,275,000 1,391,191 1,391,191
Riverside Improvement Board, Act
1915 (Canyon Springs
Assessment) 4.00 9/2/10 1,230,000 1,230,000 1,220,049 1,220,049
Riverside Improvement Board, Act
1915 (Canyon Springs
Assessment) 4.25 9/2/11 1,000,000 1,000,000 999,310 999,310
Sacramento City Financing
Authority, Revenue (Insured;
AMBAC) 7.05 12/1/13 2,335,000 a,b 2,335,000 2,749,859 2,749,859
Sacramento City Financing
Authority, Revenue (Insured;
AMBAC) 7.05 12/1/14 2,570,000 a,b 2,570,000 3,026,612 3,026,612
Sacramento City Unified School
District (Election of 1999)
(Insured; FSA) 5.25 7/1/20 2,435,000 2,435,000 2,657,876 2,657,876
Sacramento County,
Special Tax (Community
Facilities District Number 1) 5.20 12/1/07 1,110,000 1,110,000 1,121,699 1,121,699
Sacramento County,
Special Tax (Community
Facilities District Number 1) 5.40 12/1/09 1,220,000 1,220,000 1,256,222 1,256,222
Sacramento County,
Laguna Creek Ranch/Elliott
Ranch Community Facilities
District Number 1, Improvement
Area Number 1, Special Tax 0
(Laguna Creek Ranch) 5.70 12/1/20 2,970,000 2,970,000 3,017,104 3,017,104
Sacramento County Housing
Authority, MFHR (Cottage
Estate Apartments)
(Collateralized; FNMA) 6.00 2/1/33 1,000,000 1,000,000 1,053,340 1,053,340
Sacramento County Sanitation
District Financing Authority,
Revenue 5.50 12/1/14 4,000,000 4,000,000 4,332,720 4,332,720
Sacramento County Sanitation
District Financing Authority,
Revenue (Sacramento Regional
County Sanitation District)
(Insured; FGIC) 5.00 12/1/30 10,000,000 10,000,000 10,650,400 10,650,400
Sacramento Municipal Utility
District, Electric Revenue
(Insured; MBIA) 6.50 9/1/13 6,930,000 6,930,000 7,889,736 7,889,736
Sacramento Municipal Utility
District, Electric Revenue
(Insured; MBIA) 5.20 7/1/17 300,000 300,000 309,312 309,312
San Bernardino County,
COP (Capital Facilities
Project) 6.88 8/1/24 5,000,000 5,000,000 6,563,850 6,563,850
San Diego County,
COP (Burnham Institute for
Medical Research) 6.25 9/1/09 3,800,000 c 3,800,000 4,120,416 4,120,416
San Diego County,
COP (Burnham Institute for
Medical Research) 5.70 9/1/09 3,700,000 c 3,700,000 3,918,115 3,918,115
San Diego County,
COP (Burnham Institute for
Medical Research) 5.00 9/1/12 1,260,000 1,260,000 1,325,344 1,325,344
San Diego County,
COP (Burnham Institute for
Medical Research) 5.00 9/1/24 2,265,000 2,265,000 2,342,010 2,342,010
San Diego County,
COP (Burnham Institute for
Medical Research) 5.00 9/1/34 5,190,000 5,190,000 5,330,545 5,330,545
San Diego Housing Authority,
MFHR (Island Village
Apartments) (Collateralized;
FHLMC) 5.10 7/1/12 960,000 960,000 1,008,710 1,008,710
San Diego Unified School District
(Insured; FGIC) 0.00 7/1/17 2,325,000 2,325,000 1,501,020 1,501,020
San Diego Unified School District
(Election of 1998) (Insured;
FSA) 5.25 7/1/16 1,465,000 1,465,000 1,614,225 1,614,225
San Francisco Bay Area Rapid
Transit District, Sales Tax
Revenue (Insured; MBIA) 5.00 7/1/24 5,000,000 5,000,000 5,337,400 5,337,400
San Francisco City and County,
COP (San Bruno Jail Number 3)
(Insured; AMBAC) 5.25 10/1/21 2,985,000 2,985,000 3,124,967 3,124,967
San Francisco City and County
Public Utilities Commission,
San Francisco Water Revenue
(Insured; FSA) 5.00 11/1/18 2,000,000 2,000,000 2,189,100 2,189,100
San Francisco City and County
Public Utilities Commission,
San Francisco Water Revenue
(Insured; FSA) 5.00 11/1/24 10,000,000 10,000,000 10,727,800 10,727,800
San Francisco City and County
Redevelopment Agency,
Community Facilities District
Number 6 (Mission Bay South
Public Improvements) 0.00 8/1/18 445,000 445,000 240,465 240,465
San Francisco City and County
Redevelopment Agency,
Community Facilities District
Number 6 (Mission Bay South
Public Improvements) 0.00 8/1/21 500,000 500,000 224,080 224,080
San Joaquin Hills Transportation
Corridor Agency, Toll Road
Revenue (Insured; MBIA) 0.00 1/15/32 48,295,000 48,295,000 15,362,157 15,362,157
San Jose Redevelopment Agency,
Tax Allocation Revenue (Merged
Area Redevelopment Project) 5.25 8/1/29 1,000,000 1,000,000 1,031,270 1,031,270
San Jose Unified School District,
GO (Insured; FGIC) 5.00 8/1/24 12,580,000 12,580,000 13,514,820 13,514,820
San Juan Unified School District
(Insured; FSA) 0.00 8/1/23 10,030,000 10,030,000 4,803,768 4,803,768
San Juan Unified School District
(Insured; FSA) 0.00 8/1/24 10,655,000 10,655,000 4,867,843 4,867,843
San Mateo County Community College
District (Election of 2001)
(Insured; MBIA) 5.00 9/1/20 2,000,000 2,000,000 2,155,840 2,155,840
San Mateo Redevelopment Agency,
Merged Area Tax Allocation
Revenue 5.10 8/1/14 1,835,000 1,835,000 1,925,374 1,925,374
San Mateo Union High School
District (Insured; FSA) 5.00 9/1/21 2,545,000 2,545,000 2,726,077 2,726,077
Santa Clara Unified School
District 5.50 7/1/16 1,870,000 1,870,000 2,014,121 2,014,121
Sequoia Union High School
District, GO (Insured; FSA) 5.00 7/1/24 3,195,000 3,195,000 3,430,759 3,430,759
South Orange County Public
Financing Authority, Special
Tax Revenue (Foothill Area)
(Insured; FGIC) 5.25 8/15/17 2,000,000 2,000,000 2,201,460 2,201,460
South Placer Authority,
Wastewater Revenue (Insured;
FGIC) 5.25 11/1/10 1,000,000 c 1,000,000 1,078,150 1,078,150
South Placer Wastewater Authority,
Wastewater Revenue (Insured;
FGIC) 5.50 11/1/10 1,000,000 c 1,000,000 1,087,620 1,087,620
Southeast Resource Recovery
Facility Authority, LR
(Insured; AMBAC) 5.25 12/1/16 11,715,000 11,715,000 12,849,129 12,849,129
Southeast Resource Recovery
Facility Authority, LR
(Insured; AMBAC) 5.25 12/1/17 4,475,000 1,000,000 5,475,000 4,889,072 1,092,530 5,981,602
Southeast Resource Recovery
Facility Authority, LR
(Insured; AMBAC) 5.25 12/1/18 8,085,000 8,085,000 8,833,105 8,833,105
Stockton,
Health Facilities Revenue
(Dameron Hospital Association) 5.70 12/1/14 1,000,000 1,000,000 1,036,380 1,036,380
Sunnyvale,
Solid Waste Revenue (Insured;
AMBAC) 5.50 10/1/15 1,695,000 1,695,000 1,844,685 1,844,685
Tobacco Securitization Authority of
Northern California, Tobacco
Settlement Asset-Backed Bonds
(Sacramento County Tobacco
Securitization Corp.) 5.38 6/1/38 20,000,000 20,000,000 20,691,800 20,691,800
Torrance Redevelopment Agency,
Tax Allocation Revenue 5.63 9/1/28 500,000 500,000 510,360 510,360
Truckee-Donner Public Utility
District, COP (Insured; ACA) 4.50 1/1/08 1,500,000 1,500,000 1,513,500 1,513,500
Truckee-Donner Public Utility
District, COP (Insured; ACA) 4.50 1/1/09 1,685,000 1,685,000 1,708,539 1,708,539
Trustees of the California State
University, Systemwide Revenue
(Insured; AMBAC) 5.00 11/1/19 10,000,000 10,000,000 10,824,000 10,824,000
University of California,
Multi Purpose Revenue
(Insured; MBIA) 5.25 9/1/27 31,475,000 31,475,000 32,599,287 32,599,287
University of California,
Revenue (Limited Project)
(Insured; FSA) 5.00 5/15/22 14,655,000 14,655,000 15,643,773 15,643,773
Ventura County Community College
District (Insured; MBIA) 5.50 8/1/23 4,250,000 4,250,000 4,668,412 4,668,412
West Covina Redevelopment Agency,
Community Facilities District,
Special Tax Revenue (Fashion
Plaza) 6.00 9/1/17 6,000,000 6,000,000 6,795,720 6,795,720
West Covina Redevelopment Agency,
Community Facilities District,
Special Tax Revenue (Fashion
Plaza) 6.00 9/1/22 11,325,000 11,325,000 13,219,672 13,219,672
Whittier Health Facility,
Revenue (Presbyterian
Intercommunity Hospital) 5.75 6/1/31 10,090,000 10,090,000 10,826,974 10,826,974
U.S. Related--6.6%
Children's Trust Fund of Puerto
Rico, Tobacco Settlement
Asset-Backed Bonds 5.75 7/1/10 1,000,000 c 1,000,000 1,076,840 1,076,840
Childrens's Trust Fund of Puerto
Rico, Tobacco Settlement
Asset-Backed Bonds 5.75 7/1/10 3,000,000 c 3,000,000 3,230,520 3,230,520
Guam,
LOR (Section 30) (Insured; FSA) 5.50 12/1/10 3,000,000 3,000,000 3,228,090 3,228,090
Puerto Rico Commonwealth,
Public Improvement 5.00 7/1/08 2,500,000 2,500,000 2,550,125 2,550,125
Puerto Rico Commonwealth,
Public Improvement
Puerto Rico Highway and 5.25 7/1/22 2,000,000 2,000,000 2,167,380 2,167,380
Transportation Authority,
Highway Revenue (Insured; MBIA) 5.50 7/1/13 4,750,000 4,750,000 5,206,380 5,206,380
Puerto Rico Electric Power
Authority, Power Revenue
(Insured; FSA) 5.75 7/1/10 2,000,000 c 2,000,000 2,171,200 2,171,200
Puerto Rico Electric Power
Authority, Power Revenue
(Insured; MBIA) 5.00 7/1/22 2,745,000 2,745,000 2,955,377 2,955,377
Puerto Rico Highway and
Transportation Authority,
Highway Revenue (Insured; FSA) 6.25 7/1/16 3,000,000 3,000,000 3,606,480 3,606,480
Puerto Rico Highway and
Transportation Authority,
Transportation Revenue 6.00 7/1/10 2,000,000 c 2,000,000 2,185,680 2,185,680
Puerto Rico Highway and
Transportation Authority,
Transportation Revenue
(Insured; MBIA) 6.10 7/1/38 1,000,000 a,b 1,000,000 1,056,930 1,056,930
Puerto Rico Infrastructure
Financing Authority, Special
Obligation 5.50 10/1/32 10,000,000 10,000,000 10,783,700 10,783,700
Puerto Rico Infrastructure
Financing Authority, Special
Tax Revenue 5.50 10/1/40 40,000,000 40,000,000 43,072,800 43,072,800
Puerto Rico Infrastructure
Financing Authority, Special
Tax Revenue (Insured; AMBAC) 5.96 7/1/15 1,000,000 a,b 1,000,000 1,056,450 1,056,450
Puerto Rico Public Buildings
Authority, Government Facility
Revenue 5.50 7/1/16 1,500,000 1,500,000 1,673,115 1,673,115
Puerto Rico Public Finance Corp.
(Commonwealth Appropriation)
(Insured; AMBAC) 5.25 2/1/12 1,500,000 1,500,000 1,612,755 1,612,755
Virgin Islands Public Finance
Authority, Revenue 7.30 10/1/18 3,100,000 3,100,000 3,875,992 3,875,992
Virgin Islands Public Finance
Authority, Revenue, Virgin
Islands Gross Receipts Taxes
Loan Note 5.63 10/1/10 1,695,000 1,695,000 1,742,426 1,742,426
Virgin Islands Public Finance
Authority, Revenue, Virgin
Islands Matching Fund Loan
Notes 6.00 10/1/22 2,000,000 2,000,000 2,087,540 2,087,540
Virgin Islands Water and Power
Authority, Electric System
Revenue (Insured; Radian) 5.13 7/1/11 1,000,000 1,000,000 1,033,240 1,033,240
-----------------------------------
Total Long-Term Municipal Investments
(cost $1,146,830,987 and $222,358,912 respectively) 1,220,930,628 228,860,156 1,449,790,784
Short-Term Municipal
Investments--1.3%
- ------------------------------------------------------------------------------------------------------------------------------------
California;
California Department of Water
Resources, Power Supply
Revenue (LOC: California State
Teachers Retirement System and
The Bank of New York) 3.80 10/1/06 3,000,000 e 2,000,000 e 5,000,000 3,000,000 2,000,000 5,000,000
California Department of Water
Resources, Power Supply
Revenue (LOC; BNP Paribas) 3.66 10/1/06 3,000,000 e 3,000,000 3,000,000 3,000,000
California Infrastructure and
Economic Development Bank,
Revenue (Asian Art Museum
Foundation of San Francisco)
(Insured; MBIA and Liquidity
Facility; JPMorgan Chase Bank) 3.79 10/1/06 1,400,000 e 1,400,000 1,400,000 1,400,000
California Pollution Control
Financing Authority, PCR,
Refunding (Pacific Gas and
Electric Corporation) (LOC;
JPMorgan Chase Bank) 3.82 10/1/06 8,000,000 e 1,000,000 e 9,000,000 8,000,000 1,000,000 9,000,000
Menlo Park Community Development
Agency, Tax Allocation
Revenue, Refunding (Las Pulgas
Community Development Project)
(Insured; AMBAC and Liquidity
Facility; State Street Bank
and Trust Co.) 3.70 10/1/06 1,400,000 e 1,400,000 1,400,000 1,400,000
-----------------------------------
Total Short-Term Municipal Investments
(cost $15,400,000 and $4,400,000 respectively) 15,400,000 4,400,000 19,800,000
----------------------------------- -------------------------------------------------------------------------
Total Investments-100.0% (cost $1,162,230,987 and $226,758,912 respectively) 1,236,330,628 233,260,156 1,469,590,784
* Management does not anticipate having to sell any securities as a result of the Exchange.
a Inverse floater security--the interest rate is subject to change periodically.
b Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in
transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2006, these
securities amounted to $51,974,739 or 3.5% of total investments.
c These securities are prerefunded; the date shown represents the prerefunded date. Bonds which are prerefunded are
collateralized by U.S. Government securities which are held in escrow and are used to pay principal and interest on the
municipal issue and to retire the bonds in full at the earliest refunding date.
d Zero coupon until a specified date at which time the stated coupon rate becomes effective until maturity.
e Securities payable on demand. Variable interest rate--subject to periodic change.
Summary of Abbreviations
ACA
AGIC
ARRN
BIGI
CGIC
CIFG
COP
EDR
FGIC
FHLB
FNMA
GAN
GNMA
HR
IDC
LOC
LR
MFHR
PCR
RAC
RAW
SAAN
SFHR
SONYMA
TAN
TRAN | American Capital Access
Asset Guaranty Insurance Company
Adjustable Rate Receipt Notes
Bond Investors Guaranty Insurance
Capital Guaranty Insurance Company
CDC Ixis Financial Guaranty
Certificate of Participation
Economic Development Revenue
Financial Guaranty Insurance Company
Federal Home Loan Bank
Federal National Mortgage Association
Grant Anticipation Notes
Government National Mortgage Association
Hospital Revenue
Industrial Development Corporation
Letter of Credit
Lease Revenue
Multi-Family Housing Revenue
Pollution Control Revenue
Revenue Anticipation Certificates
Revenue Anticipation Warrants
State Aid Anticipation Notes
Single Family Housing Revenue
State of New York Mortgage Agency
Tax Anticipation Notes
Tax and Revenue Anticipation Notes | AGC
AMBAC
BAN
BPA
CIC
CMAC
CP
EIR
FHA
FHLMC
FSA
GIC
GO
IDB
IDR
LOR
MBIA
MFMR
PILOT
RAN
RRR
SBPA
SFMR
SWDR
TAW
XLCA | ACE Guaranty Corporation
American Municipal Bond Assurance Corporation
Bond Anticipation Notes
Bond Purchase Agreement
Continental Insurance Company
Capital Market Assurance Corporation
Commercial Paper
Environmental Improvement Revenue
Federal Housing Administration
Federal Home Loan Mortgage Corporation
Financial Security Assurance
Guaranteed Investment Contract
General Obligation
Industrial Development Board
Industrial Development Revenue
Limited Obligation Revenue
Municipal Bond Investors Assurance Insurance Corporation
Multi-Family Mortgage Revenue
Payment in Lieu of Taxes
Revenue Anticipation Notes
Resources Recovery Revenue
Standby Bond Purchase Agreement
Single Family Mortgage Revenue
Solid Waste Disposal Revenue
Tax Anticipation Warrants
XL Capital Assurance |
Dreyfus
Dreyfus Premier California
California Tax Intermediate
Exempt Bond Municipal
Fund, Inc Bond Fund
--------------------------------
Summary of Combined Ratings (Unaudited)
Fitch Moody's Standard & Poor's Value (%)+
- ----------------------------------------------------------------------------------------------
AAA Aaa AAA 54.3 57.0
AA Aa AA 14.0 6.6
A A A 15.6 14.5
BBB Baa BBB 11.8 12.6
BB Ba BB 0.4
F1 MIG1/P1 SP1/A1 1.1 1.9
Not Rated f Not Rated f Not Rated f 2.8 7.4
--------------------------------
100.0 100.0
+ Based on total investments.
f Securities which, while not rated by Fitch, Moody's and Standard & Poor's, have been
determined by the Manager to be of comparable quality to those rated securities in
which the fund may invest.
See notes to financial statements.
Pro Forma Statement of Assets and Liabilities
September 30, 2006 (Unaudited)
Dreyfus
Premier
California
Tax Exempt
Bond Fund
---------------
Dreyfus Premier Dreyfus California Pro Forma
California Tax Exempt Intermediate Municipal Combined
Bond Fund Bond Fund, Inc. Adjustments (Note 1)
--------------------- ---------------------- ------------- ---------------
ASSETS: Investments in securities, at value -
See Statement of Investments * $ 1,236,330,628 $ 233,260,156 $ 1,469,590,784
Cash 918,194 (918,194) -
Interest receivable 15,591,960 2,850,103 18,442,063
Receivable for shares of Beneficial
Interest subscribed 279,864 228,032 507,896
Prepaid expenses and other assets 43,666 7,760 51,426
--------------------- ---------------------- ------------- ---------------
Total Assets 1,252,246,118 237,264,245 (918,194) 1,488,592,169
--------------------- ---------------------- ------------- ---------------
LIABILITIES: Due to The Dreyfus Corporation
and affiliates 682,757 129,846 812,603
Cash overdraft due to Custodian 3,300,376 - (918,194) 2,382,182
Payable for shares of Beneficial
Interest redeemed 366,376 65,050 431,426
Accrued expenses 84,497 48,969 133,466
--------------------- ---------------------- ------------- ---------------
Total Liabilities 4,434,006 243,865 (918,194) 3,759,677
--------------------- ---------------------- ------------- ---------------
NET ASSETS $ 1,247,812,112 $ 237,020,380 $ 1,484,832,492
===================== ====================== ============= ===============
COMPOSITION OF
NET ASSETS: Paid-in capital $ 1,172,347,295 $ 230,737,619 $ 1,403,084,914
Undistributed investment income-net 97 26,451 26,548
Accumulated net realized gain (loss)
on investments 1,365,078 (244,934) 1,120,144
Accumulated gross unrealized
appreciation (depreciation) on
investments 74,099,642 6,501,244 80,600,886
--------------------- ---------------------- ------------- ---------------
NET ASSETS $ 1,247,812,112 $ 237,020,380 $ 1,484,832,492
===================== ====================== ============= ===============
Class A Shares (100 million, $.001 par value
shares authorized)
Net Assets $ 81,310,669 $ - $ 81,310,669
Shares outstanding 5,465,190 - - 5,465,190
Net asset value, and redemption
price per share $ 14.88 $ - $ 14.88
===================== ====================== ===============
Maximum offering price per share (net asset $ -
value plus maximum sales charge) $ 15.58 $ - $ 15.58
===================== ====================== ===============
Class B Shares (100 million, $.001 par value
shares authorized)
Net Assets $ 6,140,408 $ - $ 6,140,408
Shares outstanding 412,705 - - 412,705
Net asset value, offering price and redemption
price per share $ 14.88 $ - $ 14.88
===================== ====================== ===============
Class C Shares (100 million, $.001 par value
shares authorized)
Net Assets $ 3,672,734 $ - $ 3,672,734
Shares outstanding 246,810 - - 246,810
Net asset value, offering price and redemption
price per share $ 14.88 $ - $ 14.88
===================== ====================== ===============
Class Z Shares (200 million, $.001 par value
shares authorized)
Net Assets $ 1,156,688,301 $ 237,020,380 $ 1,393,708,681
Shares outstanding 77,758,858 16,843,393 (914,604) 93,687,647
Net asset value, offering price and redemption
price per share $ 14.88 $ 14.07 $ 14.88
===================== ====================== ===============
* Investments in securities, at cost $ 1,162,230,987 $ 226,758,912 $ 1,388,989,899
See notes to pro forma financial statements.
Pro Forma Statement of Operations
For the Twelve Months Ended September 30, 2006 (Unaudited)
Dreyfus Premier
California Tax Exempt
Bond Fund
---------------------
Dreyfus Premier Dreyfus California Pro Forma
California Tax Exempt Intermediate Municipal Combined
Bond Fund Bond Fund, Inc. Adjustments (Note 1)
--------------------- ---------------------- ------------- ---------------------
INVESTMENT INCOME:
INCOME: Interest Income $ 61,346,380 $ 9,766,234 $ 71,112,614
EXPENSES: Management fee $ 7,612,286 $ 1,372,474 $ - (a) $ 8,984,760
Shareholder servicing costs 1,231,272 219,787 1,451,059
Professional fees 55,490 53,998 (43,000) (a) 66,488
Prospectus and shareholders' reports 11,270 11,755 (4,000) (a) 19,025
Custodian fees 86,733 25,059 (9,000) (a) 102,792
Directors' fees and expenses 74,435 30,098 (13,200) (a) 91,333
Registration fees 58,825 11,096 (8,500) (a) 61,421
Distribution fees 57,763 - 57,763
Loan commitment fees 2,389 1,728 4,117
Miscellaneous 57,876 29,756 (10,500) (a) 77,132
--------------------- ---------------------- ------------- ---------------------
Total Expenses 9,248,339 1,755,751 (88,200) 10,915,890
--------------------- ---------------------- ------------- ---------------------
Less- reduction in management fee due
to undertaking (16,466) - 16,466 (b) -
Less- reduction in custody fee due to
earnings credit (48,176) (13,302) - (61,478)
--------------------- ---------------------- ------------- ---------------------
Net Expenses 9,183,697 1,742,449 (71,734) 10,854,412
--------------------- ---------------------- ------------- ---------------------
NET INVESTMENT INCOME 52,162,683 8,023,785 71,734 60,258,202
--------------------- ---------------------- ------------- ---------------------
REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS:
Net realized gain (loss) on
investments $ 3,947,990 $ (282,159) $ 3,665,831
Net unrealized appreciation
(depreciation) on investments (1,034,730) 300,310 (734,420)
--------------------- ---------------------- ------------- ---------------------
NET REALIZED AND UNREALIZED GAIN (LOSS) ON
INVESTMENTS 2,913,260 18,151 2,931,411
--------------------- ---------------------- ------------- ---------------------
NET INCREASE (DECREASE) IN NET ASSETS RESULTING
FROM OPERATIONS $ 55,075,943 $ 8,041,936 $ 71,734 $ 63,189,613
===================== ====================== ============= =====================
(a) Reflects the anticipated savings as a result of the Merger.
(b) Undertaking ended on May 31, 2006
See notes to pro forma financial statements.
Dreyfus Premier California Tax Exempt Bond Fund, Inc.
NOTES TO PRO FORMA FINANCIAL STATEMENTS (Unaudited)
NOTE 1 — Basis of Combination:
At special meetings of the Board held on November 8, 2006 and November 8, 2006, the Board of Trustees/Directors of Dreyfus Premier California Tax Exempt Bond Fund, Inc. (the "Acquiring Fund") and Dreyfus California Intermediate Municipal Bond Fund (the "Fund"), approved an Agreement and Plan of Reorganization pursuant to which, subject to approval by the shareholders of the Fund, the Fund will transfer all of its assets, subject to its liabilities, to the Acquiring Fund. Shares will be exchanged for a number of Acquiring Fund shares equal in value to the assets less liabilities of the Fund (the "Exchange"). The Acquiring Fund shares then will be distributed to the Fund's shareholders on a pro rata basis in liquidation of the Fund. Fund shareholders will receive Acquiring Fund Class Z shares in the Exchange.
The Exchange will be accounted for as a tax-free merger of investment companies. The unaudited pro forma statement of investments and statement of assets and liabilities reflect the financial position of the Acquiring Fund and the Fund at September 30, 2006. The unaudited pro forma statement of operations reflects the results of operations of the Acquiring Fund and the Fund for the twelve months ended September 30, 2006. These statements have been derived from the Fund's and the Acquiring Fund's respective books and records utilized in calculating daily net asset value at the dates indicated above under accounting principles generally accepted in the United States. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets. The historical cost of investment securities will be carried forward to the surviving entity and results of operations of the Acquiring Fund for pre-combination periods will not be restated. The fiscal year ends are May 31 for the Acquiring Fund and March 31 for the Fund.
The pro forma statements of investments, assets and liabilities and operations should be read in conjunction with the historical financial statements of the Fund and the Acquiring Fund included or incorporated by reference in the respective Statements of Additional Information. The pro forma combined financial statements are presented for information only and may not necessarily be representative of what the actual combined financial statements would have been had the reorganization occurred at September 30, 2006. The pro forma financial statements were prepared in accordance with accounting principles generally accepted in the United States, which may require the use of management estimates and assumptions. Actual results could differ from those estimates. Following the proposed merger, the Acquiring Fund will be the accounting survivor.
All costs with respect to the Exchange will be borne by The Dreyfus Corporation.
The funds enter into contracts that contain a variety of indemnifications. The funds' maximum exposure under these arrangements is unknown. The funds do not anticipate recognizing any loss related to these arrangements.
NOTE 2 — Portfolio Valuation:
Investments in securities are valued each business day by an independent pricing service (the "Service") approved by the respective Fund's Board of Trustees/Directors. Investments for which quoted bid prices are readily available and are representative of the bid side of the market in the judgment of the Service are valued at the mean between the quoted bid prices (as obtained by the Service from dealers in such securities) and asked prices (as calculated by the Service based upon its evaluation of the market for such securities). Other investments (which constitute a majority of the portfolio securities) are carried at fair value as determined by the Service, based on methods which include consideration of: yields or prices of securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. Securities for which there are no such valuations are valued at fair value as determined in good faith under the direction of the respective Board.
NOTE 3 — Capital Shares:
The pro forma number of shares that would be issuable was calculated by dividing the net assets of the Fund at September 30, 2006 by the Class Z net asset value per share of the Acquiring Fund on September 30, 2006.
NOTE 4 — Pro Forma Operating Expenses:
The accompanying pro forma statement of operations reflects changes in fund expenses as if the merger had taken place on October 1, 2005.
NOTE 5 — Federal Income Taxes:
Each fund has elected to be taxed as a "regulated investment company" under the Internal Revenue Code. After the Exchange, the Acquiring Fund intends to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the provisions available to certain investment companies, as defined in applicable sections of the Internal Revenue Code, and to make distributions of taxable income sufficient to relieve it from all, or substantially all, federal income taxes.
The identified cost of investments for the funds is substantially the same for both financial accounting and federal income tax purposes. The tax cost of investments will remain unchanged for the combined entity.
DREYFUS PREMIER CALIFORNIA TAX EXEMPT BOND FUND, INC.
PART C
OTHER INFORMATION
| Item 15 | Indemnification.
The response to this item is incorporated by reference to Item 25 of Part C of Post-Effective Amendment No. 34 to the Registrant's Registration Statement on Form N-1A (File No. 2-84105) (the "Registration Statement"), filed on September 27, 2006. |
| (1)(a) | Registrant's Articles of Incorporation is incorporated by reference to Exhibit (1)(a) of Post-Effective Amendment No. 21 to the Registration Statement, filed on September 3, 1996. |
| (1)(b) | Registrant's Articles of Amendment and Articles Supplementary are incorporated by reference to Exhibit (a)(ii) of Post-Effective Amendment No. 33 to the Registration Statement, filed on September 27, 2005. |
| (2) | Registrant's By-Laws, as amended, are incorporated by reference to Exhibit (b) of Post-Effective Amendment No. 34 to the Registration Statement, filed on September 27, 2006. |
| (4) | Agreement and Plan of Reorganization.* |
| (5) | Reference is made to Exhibits (1) and (2) hereof. |
| (6) | Amended Management Agreement is incorporated by reference to Exhibit (d) of Post-Effective Amendment No. 33 to the Registration Statement, filed on September 27, 2005. |
| (7) | Amended Distribution Agreement is incorporated by reference to Exhibit (e) of Post-Effective Amendment No. 33 to the Registration Statement, filed on September 27, 2005. |
| (9)(a) | Amended and Restated Custody Agreement is incorporated by reference to Exhibit (8)(a) of Post-Effective Amendment No. 21 to the Registration Statement, filed on September 3, 1996. Sub-Custodian Agreement is incorporated by reference to Exhibit (8)(b) of Post-Effective Amendment No. 21 to the Registration Statement, filed on September 3, 1996. |
| (9)(b) | Amendment to Custody Agreement is incorporated by reference to Exhibit (g)(ii) of Post-Effective Amendment No. 26 to the Registration Statement, filed on September 28, 2001. |
| (9)(c) | Foreign Custody Manager Agreement is incorporated by reference to Exhibit (g)(iii) of Post-Effective Amendment No. 26 to the Registration Statement, filed on September 28, 2001. |
| (10)(a) | Shareholder Services Plan for Classes A, B and C shares is incorporated by reference to Exhibit (h)(i) of Post-Effective Amendment No. 33 to the Registration Statement, filed September 27, 2005. |
| (10)(b) | Shareholder Services Plan for Class Z shares is incorporated by reference to Exhibit (a)(ii) of Post-Effective Amendment No. 33 to the Registration Statement, filed on September 27, 1996. |
| (10)(c) | Distribution Plan is incorporated by reference to Exhibit (m) of Post-Effective Amendment No. 33 to the Registration Statement, filed on September 27, 2005. |
| (10)(d) | Rule 18f-3 Plan is incorporated by reference to Exhibit (n) of Post-Effective Amendment No. 33 to the Registration Statement, filed on September 27, 2005. |
| (11)(a) | Opinion and consent of Registrant's counsel is incorporated by reference to Exhibit (10) of Post-Effective Amendment No. 21 to the Registration Statement, filed on September 3, 1996. |
| (11)(b) | Consent of Registrant's counsel.* |
| (12) | Opinion and consent of counsel regarding tax matters.** |
| (14) | Consent of Independent Registered Public Accounting Firm.* |
| (16) | Power of Attorney.*** |
| (17)(b) | The Prospectus and Statement of Additional Information of Dreyfus Premier California Tax Exempt Bond Fund, Inc. dated October 1, 2006 are incorporated by reference to Post-Effective Amendment No. 34 to the Registration Statement, filed on September 27, 2006 (File No. 2-84105). |
____________________
| ** | To be filed by Post-Effective Amendment. |
| *** | Filed as part of signature page. |
| (1) | The undersigned Registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this registration statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act of 1933, the reoffering prospectus will contain the information called for by the applicable registration form for reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form. |
| (2) | The undersigned Registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as a part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the Securities Act of 1933 each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them. |
| (3) | The undersigned Registrant agrees to file by post-effective amendment the final opinion of counsel regarding tax matters within a reasonable period of time after receiving such opinion. |
SIGNATURES
As required by the Securities Act of 1933, this Registration Statement has been signed on behalf of the Registrant, in the City of New York, and State of New York on the 24th day of November, 2006.
| | DREYFUS PREMIER CALIFORNIA TAX EXEMPT BOND FUND, INC.
By: /s/ Stephen E. Canter
Stephen E. Canter, President |
Power of Attorney
Each person whose signature appears below on this Registration Statement on Form N-14 hereby constitutes and appoints Mark N. Jacobs, James Windels, Michael A. Rosenberg, Janette E. Farragher, Robert R. Mullery, Jeff Prusnofsky, James Bitetto and John B. Hammalian and each of them, with full power to act without the other, his/her true and lawful attorney-in-fact and agent, with full power of substitution and resubstitution, for him/her and in his/her name, place and stead, in any and all capacities (until revoked in writing) to sign any and all amendments to this Registration Statement (including post-effective amendments and amendments thereto), and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing ratifying and confirming all that said attorneys-in-fact and agents or any of them, or their or his/her substitute or substitutes, may lawfully do or cause to be done by virtue hereof.
Pursuant to the requirements of the Securities Act of 1993, the following persons in the capacities and on the dates indicated have signed this Registration Statement below.
/s/ Stephen E. Canter
Stephen E. Canter | President (Principal Executive
Officer) | November 24, 2006 |
/s/ James Windels
James Windels | Treasurer (Principal Accounting and
Financial Officer) | November 24, 2006 |
/s/ Joseph S. DiMartino
Joseph S. DiMartino | Chairman of the Board | November 24, 2006 |
/s/ David W. Burke
David W. Burke | Board Member | November 24, 2006 |
/s/ William Hodding Carter III
William Hodding Carter III | Board Member | November 24, 2006 |
/s/ Gordon J. Davis
Gordon J. Davis | Board Member | November 24, 2006 |
/s/ Joni Evans
Joni Evans | Board Member | November 24, 2006 |
/s/ Arnold S. Hiatt
Arnold S. Hiatt | Board Member | November 24, 2006 |
/s/ Ehud Houminer
Ehud Houminer | Board Member | November 24, 2006 |
/s/ Richard C. Leone
Richard C. Leone | Board Member | November 24, 2006 |
/s/ Hans C. Mautner
Hans C. Mautner | Board Member | November 24, 2006 |
/s/ Robin A. Melvin
Robin A. Melvin | Board Member | November 24, 2006 |
/s/ Burton N. Wallack
Burton N. Wallack | Board Member | November 24, 2006 |
/s/ John E. Zucotti
John E. Zuccotti | Board Member | November 24, 2006 |
Exhibit Index
| | (11)(b) | Consent of Registrant's Counsel |
| | (14) | Consent of Independent Registered Public Accounting Firm |
