Dreyfus Socially Responsible Growth Fund Inc · 497 · On 8/30/94

Filed On 8/30/94   ·   SEC File 33-49014   ·   Accession Number 890064-94-15

Definitive Material   ·   Rule 497
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 497         Supplement to the Prospectus                           2±    12K 


                                                   August 24, 1994
THE DREYFUS SOCIALLY RESPONSIBLE GROWTH FUND, INC.
SUPPLEMENT TO PROSPECTUS DATED FEBRUARY 25, 1994  
THE FOLLOWING ANTICIPATED CHANGES HAVE OCCURRED:                
I.    CONSUMMATION OF THE MERGER                                                
 THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.                                 
 On this date, the previously announced merger between The Dreyfus
Corporation ("Dreyfus") and a subsidiary of Mellon Bank Corporation             
("Mellon") was completed, and as a result, Dreyfus now is a wholly-owned        
subsidiary of Mellon Bank, N.A. instead of a publicly-owned corporation.        
 Mellon is a publicly owned multibank holding company incorporated
under Pennsylvania law in 1971 and registered under the Federal Bank Holding    
Company Act of 1956, as amended. Mellon provides a comprehensive range of       
financial products and services in domestic and selected international          
markets. Mellon is among the twenty-five largest bank holding companies in      
the United States based on total assets. Mellon's principal wholly-owned        
subsidiaries are Mellon Bank, N.A., Mellon Bank (DE) National Association,      
Mellon Bank (MD), The Boston Company, Inc., AFCO Credit Corporation and a       
number of companies known as Mellon Financial Services Corporations. Through    
its subsidiaries, Mellon managed more than $130 billion in assets as of July    
31, 1994, including approximately $6 billion in mutual fund assets. As of       
July 31, 1994, various subsidiaries of Mellon provided non-investment           
services, such as custodial or administration services, for approximately       
$747 billion in assets, including $97 billion in mutual fund assets.            
____________________________________        

II.  NEW DISTRIBUTOR                                                            
THE FOLLOWING INFORMATION SUPERSEDES AND REPLACES ANY CONTRARY  
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS AND SPECIFICALLY IN THE          
SECTION ENTITLED "HOW TO BUY FUND SHARES."                                      
 The Fund's distributor is Premier Mutual Fund Services, Inc. (the
"Distributor"), located at One Exchange Place, Boston, Massachusetts 02109.     
The Distributor is a wholly-owned subsidiary of Institutional Administration    
Services, Inc., a provider of mutual fund administration services, the parent   
company of which is Boston Institutional Group, Inc.                            
Accordingly, references in the Prospectus to Dreyfus Service    
Corporation as the Fund's distributor should be substituted with Premier        
Mutual Fund Services, Inc.                                                      
____________________________________        

III.RESULTS OF FUND SHAREHOLDER VOTE                                            
 THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS.                                 
     On August 2, 1994, the Fund's shareholders voted to (a) approve (i) a
new investment advisory agreement with Dreyfus, and (ii) a new sub-investment   
advisory agreement between Dreyfus and NCM Capital Management Group, Inc.,      
each to become effective immediately and to continue in full force and effect   
upon consummation of the Merger, and (b) change certain of the Fund's           
fundamental policies and investment restrictions to permit the Fund to (i)      
borrow money to the extent permitted under the Investment Company Act of        
1940, as amended, (ii) pledge its assets to the extent necessary to secure      
permitted borrowings and make such policy non-fundamental, and                  
(CONTINUED ON REVERSE SIDE)         
(iii) invest up to 15% of the value of its net assets in illiquid securities    
and make such policy non-fundamental.                                           
____________________________________        

IV.  REVISED MANAGEMENT POLICIES                                                
 THE FOLLOWING INFORMATION SUPPLEMENTS AND SUPERSEDES ANY CONTRARY
INFORMATION CONTAINED IN THE FUND'S PROSPECTUS ENTITLED "DESCRIPTION OF THE     
FUND - MANAGEMENT POLICIES."                                                    
    BORROWING MONEY -- As a fundamental policy, the Fund is permitted to
borrow to the extent permitted under the Investment Company Act of 1940.        
However, the Fund currently intends to borrow money only for temporary or       
emergency (not leveraging) purposes, in an amount up to 15% of the value of     
the Fund's total assets (including the amount borrowed) valued at the lesser    
of cost or market, less liabilities (not including the amount borrowed) at      
the time the borrowing is made. While borrowings exceed 5% of the Fund's        
total assets, the Fund will not make any additional investments.                
    ILLIQUID SECURITIES -- The Fund may invest up to 15% of the value of
its net assets in securities which are illiquid securities, provided such       
investments are consistent with the Fund's investment objective. Illiquid       
securities are securities which are not readily marketable, such as certain     
securities that are subject to legal or contractual restrictions on resale,     
repurchase agreements providing for settlement in more than seven days after    
notice, and certain options traded in the over-the-counter market and           
securities used to cover such options. Investment in illiquid securities        
subjects the Fund to the risk that it will not be able to sell such             
securities when it may be opportune to do so.                                   
____________________________________        

THE FOLLOWING INFORMATION SUPPLEMENTS AND SHOULD BE READ IN     
CONJUNCTION WITH THE SECTION OF THE FUND'S PROSPECTUS ENTITLED "PERFORMANCE     
INFORMATION."                                                                   
   From time to time advertising materials for the Fund also may refer
to Value Line Mutual Fund Survey company ratings and related analyses           
supporting the ratings.                                                         
111/stkr082494                                              

Dates Referenced Herein   and   Documents Incorporated By Reference

This 497 Filing		Date		Other Filings
		2/25/94		485BPOS
		7/31/94
		8/2/94		DEF 14A, PRE 14A
		8/24/94
Filed On / Filed As Of		8/30/94
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