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) 922-6832 Date of fiscal year end: 12/31 Date of reporting period: 06-30-03 FORM N-CSR ITEM 1. REPORTS TO STOCKHOLDERS. THE DREYFUS FUND INCORPORATED SEMIANNUAL REPORT June 30, 2003 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 THE FUND - -------------------------------------------------- 2 Letter from the Chairman 3 Discussion of Fund Performance 6 Statement of Investments 12 Statement of Securities Sold Short 13 Statement of Assets and Liabilities 14 Statement of Operations 15 Statement of Changes in Net Assets 16 Financial Highlights 17 Notes to Financial Statements FOR MORE INFORMATION - --------------------------------------------------------------------------- Back Cover The Fund The Dreyfus Fund Incorporated LETTER FROM THE CHAIRMAN Dear Shareholder: This semiannual report for The Dreyfus Fund Incorporated covers the six-month period from January 1, 2003, through June 30, 2003. Inside, you'll find valuable information about how the fund was managed during the reporting period, including a discussion with the fund's portfolio managers, Douglas D. Ramos, CFA, and Hilary R. Woods, CFA. The first half of 2003 was a time of long-awaited recovery for the U.S. stock market. Despite continued volatility leading up to the war in Iraq, stocks began to rally as the fighting wound down and investors turned their attention back to the prospects for the U.S. economy. Apparently, they liked what they saw. Despite current economic weakness, investors appear to be focused on the possibility of better economic times ahead. If these trends persist, 2003 could mark the first positive calendar year for stocks since 1999. In our view, investors who have the potential to benefit most are those who steadfastly maintained their equity exposure during the bear market. In contrast, we believe investors who avoided stocks may have missed the market' s recent gains, a timely reminder that patience, discipline and a long-term perspective are fundamental principles that may lead to successful investing. Thank you for your continued confidence and support. Sincerely, /s/ Stephen E. Canter Stephen E. Canter Chairman and Chief Executive Officer The Dreyfus Corporation July 15, 2003 DISCUSSION OF FUND PERFORMANCE Douglas D. Ramos, CFA, and Hilary R. Woods, CFA, Portfolio Managers How did The Dreyfus Fund Incorporated perform relative to its benchmark? For the six-month period ended June 30, 2003, the fund's total return was 10.20%. (1) For the same period, the total return of the Standard & Poor's 500 Composite Stock Price Index ("S&P 500 Index"), the portfolio's benchmark, was 11.75%.(2) We attribute these results to a pronounced surge in stock prices during the second half of the reporting period. Decisive military action in Iraq and improving prospects for U.S. economic growth prompted a positive shift in investor sentiment, driving the upturn in stock prices. The fund largely participated in the market's rise, enjoying positive contributions from holdings in a wide range of industry groups. However, weaker than average returns in a few areas and a small percentage of assets allocated to cash undermined returns compared to the S&P 500 Index. 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 companies 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 of growth stocks, value stocks and stocks that exhibit characteristics of both investment styles. The managers select stocks based on: * VALUE, or how a stock is priced relative to its perceived intrinsic worth; The Fund 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? Performance benefited from the fund' s emphasis on stocks that appeared well-positioned for a gradually improving economy. Among financial stocks, the fund de-emphasized banks, focusing instead on financial market makers such as J.P. Morgan Chase, mortgage lenders such as Countrywide Financial, and diversified financial institutions such as Citigroup. Such holdings produced stronger returns than the benchmark's financial component. In other areas, strong individual stock selections boosted performance relative to the benchmark. Teva Pharmaceutical Industries, a global drug developer not included in the S&P 500 Index, proved to be one of the fund's best performers. Medical equipment makers such as Becton Dickinson, and insurers such as Anthem also contributed above-average returns in health care. In materials and processing, Barrick Gold rose sharply in response to increasing gold prices, while a variety of other commodities-related holdings benefited from favorable supply-and-demand dynamics. The fund' s relatively good performance in the areas cited above was offset by weaker than average performance in other areas. In particular, our relatively light exposure to consumer discretionary stocks hurt as interest rates continued to fall during the reporting period, helping the sector to outperform the benchmark. While the fund' s technology holdings posted double-digit returns, these gains fell short of the returns registered by the benchmark's technology group, which included several high-flying speculative stocks that, in our view, have poor underlying business fundamentals. Individual holdings in other areas also hurt the fund' s performance. Most notably, Kraft Foods declined when the company revealed unexpectedly high pension-related costs. What is the fund's current strategy? As of the end of the reporting period, we believe the U.S. economy appears poised for continued, albeit slow, growth. Furthermore, we see little likelihood that interest rates, currently near historical lows, will decline much further. Accordingly, our disciplined investment process has led us to emphasize technology, energy and materials and processing stocks, which we believe are likely to benefit from these trends. We have de-emphasized the consumer discretionary, consumer staples and financial groups, which we believe are poorly positioned for the current stage of the economic cycle. July 15, 2003 (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, PORTFOLIO SHARES MAY BE WORTH MORE OR LESS THAN THEIR ORIGINAL COST. (2) SOURCE: LIPPER INC. -- REFLECTS REINVESTMENT OF DIVIDENDS AND, WHERE APPLICABLE, CAPITAL GAINS DISTRIBUTIONS. THE STANDARD & POOR'S 500 COMPOSITE STOCK PRICE INDEX IS A WIDELY ACCEPTED, UNMANAGED INDEX OF U.S. STOCK MARKET PERFORMANCE. The Fund June 30, 2003 (Unaudited) STATEMENT OF INVESTMENTS COMMON STOCKS--100.9% Shares Value ($) - ------------------------------------------------------------------------------------------------------------------------------------ CONSUMER DISCRETIONARY--11.1% AOL Time Warner 960,000 (a) 15,446,400 Best Buy 100,000 (a) 4,392,000 Carnival 150,000 (b) 4,876,500 Clear Channel Communications 200,000 (a) 8,478,000 Comcast, Cl. A 235,000 (a) 7,092,300 Comcast, Special Cl. A 150,000 (a,b) 4,324,500 Disney (Walt) 540,000 10,665,000 General Motors 125,000 4,500,000 Home Depot 385,000 12,751,200 Kohl's 85,000 (a) 4,367,300 Lamar Advertising 115,000 (a) 4,049,150 Liberty Media 888,000 (a) 10,265,280 McDonald's 575,000 12,684,500 SK Equity Fund, L.P. (Units) 7.818 (a,d) 18,307,227 Staples 250,000 (a) 4,587,500 Starwood Hotels & Resorts Worldwide 185,000 5,289,150 Target 200,000 7,568,000 Viacom, Cl. B 325,000 (a) 14,189,500 153,833,507 CONSUMER STAPLES--10.3% Altria Group 420,000 19,084,800 Anheuser-Busch Cos. 85,000 4,339,250 Archer-Daniels-Midland 330,000 4,247,100 Clorox 90,000 3,838,500 Coca-Cola 450,000 20,884,500 Gillette 260,000 8,283,600 Kimberly-Clark 80,000 4,171,200 Kroger 255,000 (a) 4,253,400 PepsiCo 375,000 16,687,500 Procter & Gamble 180,000 16,052,400 Wal-Mart Stores 675,000 36,227,250 Walgreen 155,000 4,665,500 142,735,000 COMMON STOCKS (CONTINUED) Shares Value ($) - ------------------------------------------------------------------------------------------------------------------------------------ ENERGY--7.2% Apache 99,750 6,489,735 Baker Hughes 250,000 8,392,500 ChevronTexaco 160,000 11,552,000 Devon Energy 225,000 12,015,000 Exxon Mobil 1,100,000 39,501,000 GlobalSantaFe 275,000 6,418,500 Halliburton 150,000 3,450,000 Schlumberger 250,000 11,892,500 99,711,235 FINANCE--20.0% ACE 126,000 4,320,540 American Express 511,000 21,364,910 American International Group 632,886 34,922,648 Bank of America 200,000 15,806,000 Bank of New York 200,000 5,750,000 Bank One 150,000 5,577,000 Citigroup 885,000 37,878,000 Countrywide Financial 99,000 6,887,430 Federal Home Loan Mortgage 202,000 10,255,540 Federal National Mortgage Assoication 194,000 13,083,360 Fifth Third Bancorp 80,000 4,587,200 FleetBoston Financial 140,000 4,159,400 GE Investment Private Placement I, L.P. (Units) 1.366 (a,d) 1,000,000 Goldman Sachs Group 48,000 4,020,000 HSBC Holdings, ADR 109,674 6,482,830 J.P. Morgan Chase & Co. 278,000 9,502,040 MBNA 421,000 8,773,640 Marsh & McLennan Cos. 228,000 11,643,960 Morgan Stanley 346,000 14,791,500 St. Paul Cos. 201,900 7,371,369 Travelers Property Casualty, Cl. A 668,786 10,633,698 Travelers Property Casualty, Cl. B 54,034 852,116 U.S. Bancorp 450,000 11,025,000 The Fund STATEMENT OF INVESTMENTS (Unaudited) (CONTINUED) COMMON STOCKS (CONTINUED) Shares Value ($) - ------------------------------------------------------------------------------------------------------------------------------------ FINANCE (CONTINUED) Wachovia 275,000 10,989,000 Wells Fargo 335,000 16,884,000 278,561,181 HEALTH CARE--15.3% Abbott Laboratories 175,000 7,658,000 Allergan 54,000 4,163,400 Amgen 216,200 (a) 14,364,328 Anthem 88,000 (a) 6,789,200 Bard (C.R.) 63,000 4,492,530 Becton, Dickinson & Co. 149,000 5,788,650 Biovail 145,000 (a) 6,823,700 Bristol-Myers Squibb 259,000 7,031,850 Johnson & Johnson 349,000 18,043,300 Eli Lilly & Co. 156,800 10,814,496 Galen Partners II, L.P. (Units) 2.020 (d) 1,370,124 Medtronic 209,000 10,025,730 Merck & Co. 451,000 27,308,050 Novartis, ADR 168,000 6,688,080 Pfizer 1,124,100 38,388,015 Teva Pharmaceutical Industries, ADR 216,000 12,296,880 WellPoint Health Networks 184,000 (a) 15,511,200 Wyeth 333,000 15,168,150 212,725,683 INDUSTRIALS--10.2% Boeing 135,000 4,633,200 Burlington Northern Santa Fe 125,000 3,555,000 Caterpillar 113,000 6,289,580 Danaher 80,000 5,444,000 Deere & Co. 175,000 7,997,500 Dover 175,000 5,243,000 Emerson Electric 135,000 6,898,500 General Electric 1,560,000 44,740,800 Illinois Tool Works 65,000 4,280,250 Lockheed Martin 145,000 6,897,650 Northrop Grumman 80,000 6,903,200 COMMON STOCKS (CONTINUED) Shares Value ($) - ------------------------------------------------------------------------------------------------------------------------------------ INDUSTRIALS (CONTINUED) Raytheon 220,000 7,224,800 3M 65,000 8,383,700 Tyco International 305,000 5,788,900 Union Pacific 70,000 4,061,400 United Technologies 100,000 7,083,000 Waste Management 235,000 5,661,150 141,085,630 INFORMATION TECHNOLOGY--18.3% Accenture 393,600 (a) 7,120,224 Applied Materials 437,000 (a) 6,930,820 Cisco Systems 1,145,003 (a) 19,110,100 Dell Computer 514,000 (a) 16,427,440 EMC 842,700 (a) 8,823,069 First Data 240,000 9,945,600 Hewlett-Packard 320,645 6,829,739 Intel 996,000 20,700,864 International Business Machines 263,000 21,697,500 Linear Technology 186,000 5,991,060 Microsoft 1,909,000 48,889,490 Motorola 749,000 7,063,070 Nokia Oyj, ADR 415,000 6,818,450 Novellus Systems 301,000 (a,b) 11,022,921 NVIDIA 301,000 (a) 6,926,010 Oracle 1,166,800 (a) 14,024,936 SAP, ADR 228,000 6,662,160 Teradyne 294,500 (a) 5,097,795 VeriSign 495,000 (a) 6,845,850 Veritas Software 402,000 (a) 11,525,340 Xilinx 246,000 (a) 6,226,260 254,678,698 MATERIALS--3.6% Alcan 130,000 4,067,700 Alcoa 280,000 7,140,000 Barrick Gold 320,000 5,728,000 BHP Billiton, ADR 87,500 1,014,125 The Fund STATEMENT OF INVESTMENTS (Unaudited) (CONTINUED) COMMON STOCKS (CONTINUED) Shares Value ($) - ------------------------------------------------------------------------------------------------------------------------------------ MATERIALS (CONTINUED) du Pont (E.I.) de Nemours 130,000 5,413,200 International Paper 150,000 5,359,500 Phelps Dodge 155,000 (a) 5,942,700 PPG Industries 100,000 5,074,000 Praxair 71,000 4,267,100 Weyerhaeuser 120,000 6,480,000 50,486,325 TELECOMMUNICATION SERVICES--3.0% BellSouth 388,400 10,343,093 SBC Communications 618,288 15,797,258 Telefonos de Mexico, ADR 229,000 7,195,180 Verizon Communications 213,000 8,402,850 41,738,381 UTILITIES--1.9% Exelon 144,000 8,612,640 FPL Group 103,000 6,885,550 Progress Energy 98,000 4,302,200 TXU 317,000 7,116,650 26,917,040 TOTAL COMMON STOCKS (cost $1,262,133,299) 1,402,472,680 - ------------------------------------------------------------------------------------------------------------------------------------ Principal SHORT-TERM INVESTMENTS--.4% Amount ($) Value ($) - ------------------------------------------------------------------------------------------------------------------------------------ U.S. TREASURY BILLS: 1.14%, 7/10/2003 2,900,000 (c) 2,899,478 1.00%, 8/14/2003 150,000 149,859 ..80%, 9/11/2003 2,500,000 2,495,850 ..79%, 9/25/2003 390,000 (c) 389,228 TOTAL SHORT-TERM INVESTMENTS (cost $5,934,254) 5,934,415 INVESTMENT OF CASH COLLATERAL FOR SECURITIES LOANED--.2% Shares Value ($) - ------------------------------------------------------------------------------------------------------------------------------------ REGISTERED INVESTMENT COMPANY; Dreyfus Institutional Preferred Money Market Fund (cost $2,767,034) 2,767,034 2,767,034 - ------------------------------------------------------------------------------------------------------------------------------------ TOTAL INVESTMENTS (cost $1,270,834,587) 101.5% 1,411,174,129 LIABILITIES, LESS CASH AND RECEIVABLES (1.5%) (20,707,858) NET ASSETS 100.0% 1,390,466,271 (A) NON-INCOME PRODUCING. (B) A PORTION OF THESE SECURITIES ARE ON LOAN. AT JUNE 30, 2003, THE TOTAL MARKET VALUE OF THE FUND'S SECURITIES ON LOAN IS $2,673,604 AND THE TOTAL MARKET VALUE OF THE COLLATERAL HELD BY THE PORTFOLIO IS $2,767,034. (C) PARTIALLY HELD BY BROKER AS COLLATERAL FOR OPEN SHORT POSITIONS. (D) SECURITIES RESTRICTED AS TO PUBLIC RESALE. INVESTMENT IN RESTRICTED SECURITIES WITH AGGREGATE MARKET VALUE OF $20,677,351 REPRESENTING APPROXIMATELY 1.49% OF NET ASSETS (SEE BELOW). Net Acquistion Purchase Assets Issuer Date Price ($)* (%) Valuation ($)** - ------------------------------------------------------------------------------------------------------------------------------------ GE Investment Private Placement Partners I, L.P. (Units) 5/28/91--9/13/95 3,435,449 .07 732,064 per unit Galen Partners II, L.P. (Units) 1/28/93--1/3/97 678,279 .10 678,279 per unit SK Equity Fund, L.P. (Units) 2/6/92--10/30/96 941,315 1.32 2,341,677 per unit (*) AVERAGE COST. (**) THE VALUATION OF THESE SECURITIES HAS BEEN DETERMINED IN GOOD FAITH UNDER THE DIRECTION OF THE BOARD OF DIRECTORS. SEE NOTES FINANCIAL STATEMENTS. The Fund STATEMENT OF SECURITIES SOLD SHORT June 30, 2003 (Unaudited) COMMON STOCKS Shares Value ($) - -------------------------------------------------------------------------------- Teva Pharmaceutical, ADR (proceeds $2,537,901) 68,000 3,871,240 SEE NOTES TO FINANCIAL STATEMENTS. STATEMENT OF ASSETS AND LIABILITIES June 30, 2003 (Unaudited) Cost Value - -------------------------------------------------------------------------------- ASSETS ($): Investments in securities--See Statement of Investments (including securities loaned valued at $2,673,604)--Note 1(c) 1,270,834,587 1,411,174,129 Receivable for investment securities sold 5,365,263 Receivable from brokers for proceeds on securities sold short 2,537,901 Dividends and interest receivable 1,475,283 Receivable for shares of Common Stock subscribed 3,243 Prepaid expenses 49,433 1,420,605,252 - -------------------------------------------------------------------------------- LIABILITIES ($): Due to The Dreyfus Corporation and affiliates 920,495 Cash overdraft due to Custodian 3,735,239 Payable for investment securities purchased 18,149,928 Securities sold short, at value (proceeds $2,537,901) --See Statement of Securities Sold Short 3,871,240 Liability for securities loaned--Note 1(c) 2,767,034 Payable for shares of Common Stock redeemed 405,714 Accrued expenses 289,331 30,138,981 - -------------------------------------------------------------------------------- NET ASSETS ($) 1,390,466,271 - -------------------------------------------------------------------------------- COMPOSITION OF NET ASSETS ($): Paid-in capital 1,373,628,802 Accumulated undistributed investment income--net 2,076,099 Accumulated net realized gain (loss) on investments (124,244,833) Accumulated net unrealized appreciation (depreciation) on investments 139,006,203 - -------------------------------------------------------------------------------- NET ASSETS ($) 1,390,466,271 - -------------------------------------------------------------------------------- SHARES OUTSTANDING (500 million shares of $1 par value Common Stock authorized) 164,206,559 NET ASSET VALUE, offering and redemption price per share ($) 8.47 SEE NOTES TO FINANCIAL STATEMENTS. The Fund STATEMENT OF OPERATIONS Six Months Ended June 30, 2003 (Unaudited) - -------------------------------------------------------------------------------- INVESTMENT INCOME ($): INCOME: Cash dividends (net of $36,434 foreign taxes withheld at source) 10,559,454 Interest 314,942 Income on securities lending 21,114 TOTAL INCOME 10,895,510 EXPENSES: Management fee--Note 3(a) 4,267,757 Shareholder servicing costs--Note 3(a) 572,653 Prospectus and shareholders' reports 52,260 Professional fees 46,005 Custodian fees--Note 3(a) 37,913 Registration fees 14,010 Directors' fees and expenses--Note 3(b) 11,284 Dividends on securities sold short 8,539 Loan commitment fees--Note 2 5,491 Miscellaneous 10,341 TOTAL EXPENSES 5,026,253 INVESTMENT INCOME--NET 5,869,257 - -------------------------------------------------------------------------------- REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS--NOTE 4 ($): Net realized gain (loss) on investments: Long transactions (46,846,320) Short sale transactions 66,644 Net realized gain (loss) on financial futures 5,780,782 NET REALIZED GAIN (LOSS) (40,998,894) Net unrealized appreciation (depreciation) on investments (including $280,049 net unrealized appreciation on financial futures) 164,829,455 NET REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS 123,830,561 NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS 129,699,818 SEE NOTES TO FINANCIAL STATEMENTS. STATEMENT OF CHANGES IN NET ASSETS Six Months Ended June 30, 2003 Year Ended (Unaudited) December 31, 2002 - -------------------------------------------------------------------------------- OPERATIONS ($): Investment income--net 5,869,257 10,742,487 Net realized gain (loss) on investments (40,998,894) (65,497,209) Net unrealized appreciation (depreciation) on investments 164,829,455 (344,284,090) NET INCREASE (DECREASE) IN NET ASSETS RESULTING FROM OPERATIONS 129,699,818 (399,038,812) - -------------------------------------------------------------------------------- DIVIDENDS TO SHAREHOLDERS FROM ($): INVESTMENT INCOME--NET (5,779,396) (10,768,412) - -------------------------------------------------------------------------------- CAPITAL STOCK TRANSACTIONS ($): Net proceeds from shares sold 58,357,514 156,553,781 Dividends reinvested 4,850,153 9,034,442 Cost of shares redeemed (113,558,779) (302,322,518) INCREASE (DECREASE) IN NET ASSETS FROM CAPITAL STOCK TRANSACTIONS (50,351,112) (136,734,295) TOTAL INCREASE (DECREASE) IN NET ASSETS 73,569,310 (546,541,519) - -------------------------------------------------------------------------------- NET ASSETS ($): Beginning of Period 1,316,896,961 1,863,438,480 END OF PERIOD 1,390,466,271 1,316,896,961 Undistributed investment income--net 2,076,099 2,220,724 - -------------------------------------------------------------------------------- CAPITAL SHARE TRANSACTIONS (SHARES): Shares sold 7,223,638 16,643,433 Shares issued for dividends reinvested 614,429 1,098,812 Shares redeemed (14,300,185) (33,553,807) NET INCREASE (DECREASE) IN SHARES OUTSTANDING (6,462,118) (15,811,562) SEE NOTES TO FINANCIAL STATEMENTS. The Fund FINANCIAL HIGHLIGHTS The following table describes the performance for the fiscal periods indicated. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions. These figures have been derived from the fund's financial statements. Six Months Ended June 30, 2003 Year Ended December 31, ------------------------------------------------------------------------- (Unaudited) 2002 2001 2000 1999 1998 - ------------------------------------------------------------------------------------------------------------------------------------ PER SHARE DATA ($): Net asset value, beginning of period 7.72 9.99 11.20 13.28 11.52 9.93 Investment Operations: Investment income--net .04(a) .06(a) .06(a) .05(a) .05(a) .10 Net realized and unrealized gain (loss) on investments .75 (2.27) (1.19) (1.92) 2.65 1.60 Total from Investment Operations .79 (2.21) (1.13) (1.87) 2.70 1.70 Distributions: Dividends from investment income--net (.04) (.06) (.06) (.05) (.06) (.11) Dividends from net realized gain on investments -- -- -- (.11) (.88) -- Dividends in excess of net realized gain on investments -- -- (.02) (.05) -- -- Total Distributions (.04) (.06) (.08) (.21) (.94) (.11) Net asset value, end of period 8.47 7.72 9.99 11.20 13.28 11.52 - ------------------------------------------------------------------------------------------------------------------------------------ TOTAL RETURN (%) 10.20(b) (22.15) (10.07) (14.27) 24.07 17.15 - ------------------------------------------------------------------------------------------------------------------------------------ RATIOS/SUPPLEMENTAL DATA (%): Ratio of expenses to average net assets .38(b) .76 .73 .71 .71 .73 Ratio of net investment income to average net assets .45(b) .68 .63 .42 .43 .82 Portfolio Turnover Rate 29.41(b) 49.46 60.55 79.41 58.61 109.61 - ------------------------------------------------------------------------------------------------------------------------------------ Net Assets, end of period ($ x 1,000) 1,390,466 1,316,897 1,863,438 2,240,137 2,830,625 2,586,645 (A) BASED ON AVERAGE SHARES OUTSTANDING AT EACH MONTH END. (B) NOT ANNUALIZED. SEE NOTES TO FINANCIAL STATEMENTS. 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") serves as the fund's investment adviser. The Manager is a wholly-owned subsidiary of Mellon Bank, N.A. ("Mellon"), which is a wholly-owned subsidiary of Mellon Financial Corporation. 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 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. (a) Portfolio valuation: Investments in securities (including financial futures) are valued at the last sales price on the securities exchange on which such securities are primarily traded or at the last sales price on the national securities market. Effective April 14, 2003, the fund began pricing securities traded on the NASDAQ stock market using the NASDAQ official closing. 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. Bid price is used when no asked price is available. Securities for which there are no such valuations are valued at fair value as determined in good faith under the direction of the Board of Directors. Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange. (b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes The Fund NOTES TO FINANCIAL STATEMENTS (Unaudited) (CONTINUED) in market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss from investments. Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, currency gains or losses realized on securities transactions and the difference between the amounts of dividends, interest, and foreign withholding taxes recorded on the fund's books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities, resulting from changes in exchange rates. Such gains and losses are included with net realized and unrealized gain or loss on investments. (c) 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, amortization of discount and premium on investments, is recognized on the accrual basis. Under the terms of the custody agreement, the fund received net earnings credits of $683 during the period ended June 30, 2003, based on available cash balances left on deposit. Income earned under this arrangement is included in interest income. The fund may lend securities to qualified institutions. At originations, all loans are secured by cash 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 securities on loan will be maintained at all times. Cash collateral is invested in certain money market mutual funds managed by the Manager as shown in the fund's Statement of Investments. The fund will be entitled to receive all income on securities loaned, in addition to income earned as a result of the lending transaction. 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. (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 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 fund has an unused capital loss carryover of $64,024,824 available for federal income tax purposes to be applied against future net securities profits, if any, realized subsequent to December 31, 2002. If not applied, $5,906,587 of the carryover expires in fiscal 2009 and $58,118,237 expires in fiscal 2010. The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2002 was as follows: ordinary income $10,768,412. The tax character of current year distributions will be determined at the end of the current fiscal year. NOTE 2--BANK LINE OF CREDIT: The fund participates with other Dreyfus-managed funds in a $500 million redemption credit facility (the "Facility") to be utilized for temporary or emergency purposes, including the financing of redemptions. In The Fund NOTES TO FINANCIAL STATEMENTS (Unaudited) (CONTINUED) 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. During the period ended June 30, 2003, the fund did not borrow under the Facility. 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, 2003. 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, 2003, the fund was charged $402,806 pursuant to the transfer agency agreement. The fund compensates Mellon under a custody agreement for providing custodial services for the fund. During the period ended June 30, 2003, the fund was charged $37,913 pursuant to the custody agreement. (b) Each Board member also serves as a Board member of other funds within the Dreyfus complex (collectively, the "Fund Group"). Through December 31, 2002, each Board member who is not an "affiliated person" as defined in the Act receives an annual fee of $45,000 and an attendance fee of $5,000 for each in person meeting and $500 for telephone meetings. Effective January 1, 2003, the number of funds in the Fund Group comprising the fund increased, and the annual fee was increased to $60,000 while the attendance fee was increased to $7,500 for each in-person meeting. These fees are allocated among the funds in the Fund Group in proportion to each fund's relative net assets. The Chairman of the Board receives an additional 25% of such compensation. Subject to the fund's Emeritus Program Guidelines, Emeritus Board members, if any, receive 50% of the annual retainer fee and per meeting fee paid at the time the Board member achieves emeritus status. NOTE 4--SECURITIES TRANSACTIONS: The following summarizes the aggregate amount of purchases and sales of investment securities and securities sold short, excluding short-term securities and financial futures, during the period ended June 30, 2003: Purchases ($) Sales ($) - -------------------------------------------------------------------------------- Long transactions 374,530,184 377,641,573 Short sale transactions 7,400,040 -- TOTAL 381,930,224 377,641,573 The fund is engaged in short-selling which obligates the fund to replace the security borrowed by purchasing the security at current market value. The fund would incur a loss if the price of the security increases between the date of the short sale and the date on which the fund replaces the borrowed security. The fund would realize a gain if the price of the security declines between those dates. Until the fund replaces the borrowed security, the fund will maintain daily a segregated account with a broker or custodian, of permissible liquid assets sufficient to cover its short position. Securities sold short at June 30, 2003, and their related market values and proceeds are set forth in Statement of Securities Sold Short. The fund may invest in financial futures contracts in order to gain exposure to or protect against changes in the market. The fund is exposed to market risk as a result of changes in the value of the underlying financial instruments. Investments in financial futures require the fund to "mark to market" on a daily basis, which reflects the change in the market value of the contract at the close of each day's trading. Accordingly, variation margin payments are received or made to reflect daily unrealized gains or losses. When the contracts are closed, the fund recognizes a realized gain or loss. These investments require initial The Fund NOTES TO FINANCIAL STATEMENTS (Unaudited) (CONTINUED) margin deposits with a broker, which consist of cash or cash equivalents, up to approximately 10% of the contract amount. The amount of these deposits is determined by the exchange or Board of Trade on which the contract is traded and is subject to change. At June 30, 2003, there were no financial futures contracts outstanding. At June 30, 2003, accumulated net unrealized appreciation on investments was $140,339,540, consisting of $190,645,470 gross unrealized appreciation and $50,305,930 gross unrealized depreciation. At June 30, 2003, 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). NOTES FOR MORE INFORMATION The Dreyfus Fund Incorporated 200 Park Avenue New York, NY 10166 Manager The Dreyfus Corporation 200 Park Avenue New York, NY 10166 Custodian Mellon Bank, N.A. One Mellon Bank Center Pittsburgh, PA 15258 Transfer Agent & Dividend Disbursing Agent Dreyfus Transfer, Inc. 200 Park Avenue New York, NY 10166 Distributor Dreyfus Service Corporation 200 Park Avenue New York, NY 10166 To obtain information: BY TELEPHONE Call 1-800-645-6561 BY MAIL Write to: The Dreyfus Family of Funds 144 Glenn Curtiss Boulevard Uniondale, NY 11556-0144 BY E-MAIL Send your request to info@dreyfus.com ON THE INTERNET Information can be viewed online or downloaded from: http://www.dreyfus.com (c) 2003 Dreyfus Service Corporation 026SA0603 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. [RESERVED] ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES. Not applicable. ITEM 8. [RESERVED] ITEM 9. CONTROLS AND PROCEDURES. (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 controls over financial reporting that occurred during the Registrant's most recently ended fiscal half-year that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting. ITEM 10. EXHIBITS. (a)(1) Not applicable. (a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940. (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 Chief Executive Officer Date: September 3, 2003 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. By: /S/STEPHEN E. CANTER ----------------------- Stephen E. Canter Chief Executive Officer Date: September 3, 2003 By: /S/JAMES WINDELS ----------------------- James Windels Chief Financial Officer Date: September 3, 2003 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)