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Dreyfus Sustainable U.S. Equity Fund

Filed: 6 Mar 12, 7:00pm

 

File No. 2-40341

811-2192

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM N-1A

 

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

[X]

 

 

Pre-Effective Amendment No.

[_]

 

 

Post-Effective Amendment No. 65

[X]

 

 

and/or

 

 

REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940

[X]

 

 

Amendment No. 65

[X]

 

 

The Dreyfus Third Century Fund, Inc.

(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)

 

Registrant's Telephone Number, including Area Code: (212) 922-6000

 

Janette Farragher, Esq.

200 Park Avenue

New York, New York 10166

(Name and Address of Agent for Service)

 

It is proposed that this filing will become effective immediately upon filing pursuant toRule 462(d).

 

Explanatory Note

 

This Post-Effective Amendment consists of the following:

 

  1. Facing sheet of the Registration Statement.
  2. Part C to the Registration Statement (including signature page).
  3. Exhibit (n) to Item 28 to the Registration Statement.

 

This Post-Effective Amendment is being filed solely to file a revised Rule 18f-3 Plan as Exhibit (n) to Item 28 to this Registration Statement on Form N-1A.

 

Parts A and B of The Dreyfus Third Century Fund, Inc. were filed with Post-Effective Amendment No. 63 to the Registration Statement on Form N-1A filed on September 28, 2011 pursuant to Rule 485(b) under the Securities Act of 1933, as amended, and are incorporated by reference herein.

THE DREYFUS THIRD CENTURY FUND, INC.

PART C. OTHER INFORMATION

________________________________

Item 28. Exhibits

_______ __________

(a)(1) Registrant's Articles of Incorporation in the State of Maryland are incorporated by reference to Exhibit (1) of Post-Effective Amendment No. 21 to the Registration Statement on Form N-1A, filed on July 30, 1982.

(a)(2) Articles of Amendment and Restatement are incorporated by reference to Exhibit (a)(2) of Post-Effective Amendment No. 48 to the Registration Statement on Form N-1A, filed on September 25, 2000 ("Post-Effective Amendment No. 48").

 (b) Amended and Restated By-Laws are incorporated by reference to Exhibit (b) of Post-Effective Amendment No. 63 to the Registration Statement on Form N-1A, filed on September 28, 2011 ("Post-Effective Amendment No. 63").

 (d) Management Agreement is incorporated by reference to Exhibit 5(a) of Post-Effective Amendment No. 38 to the Registration Statement on Form N-1A, filed on September 16, 1994.

 (e)(1) Form of Amended and Restated Distribution Agreement is incorporated by reference to Exhibit (e)(1) of Post-Effective Amendment No. 63.

 (e)(2) Forms of Service Agreement are incorporated by reference to Exhibit (e)(2) of Post-Effective Amendment No. 57 to the Registration Statement on Form N-1A, filed on September 26, 2007 ("Post-Effective Amendment No. 57").

 (e)(3) Form of Supplemental Service Agreement is incorporated by reference to Exhibit (e)(3) of Post-Effective Amendment No. 57.

(f) The documents making up model plans in the establishment of retirement plans in conjunction with which Registrant offers its securities is incorporated by reference to Exhibit (14) of Post-Effective Amendment No. 16 to the Registration Statement on Form N-1A, filed on August 24, 1979.

(g) Form of Custody Agreement is incorporated by reference to Exhibit (g) of Post-Effective Amendment No. 63.

 (h)(1) Shareholder Services Plan is incorporated by reference to Exhibit (h) of Post-Effective Amendment No. 48.

 

 

 (h)(2) Amended and Restated Transfer Agency Agreement is incorporated by reference to Exhibit (h)(2) of Post-Effective Amendment No. 59 to the Registration Statement on Form N-1A, filed on September 25, 2008 ("Post-Effective Amendment No. 59").

 (i) Opinion and consent of Registrant's counsel is incorporated by reference to Exhibit (3) of Post-Effective Amendment No. 1 to the Registration Statement on Form S-5, filed on March 29, 1972.

 (j) Consent of Independent Registered Public Accounting Firm is incorporated by reference to Exhibit (j) of Post-Effective Amendment No. 63.

 (m) Rule 12b-1 Distribution Plans are incorporated by reference to Exhibit (m) of Post-Effective Amendment No. 52 to the Registration Statement on Form N-1A, filed on September 27, 2007.

 (n) Rule 18f-3 Plan.*

 (p)(1) Code of Ethics adopted by Registrant is incorporated by reference to Exhibit (p) of Post-Effective Amendment No. 59.

 (p)(2) Code of Ethics for the Non-for the Non-management Board Members of The Dreyfus Family of Funds is incorporated by reference to Exhibit (p)(2) of Post-Effective Amendment No. 61 to the Registration  Statement on Form N-1A, filed on September 24, 2010 ("Post-Effective Amendment No. 61").

  Other Exhibits

  ______________

 (a) Power of Attorney is incorporated by reference to Other Exhibit (a) of Post-Effective Amendment No. 61.

       (b) Certificate of Assistant Secretary is incorporated by reference to Other Exhibit (b) of Post-Effective Amendment No. 63.

Item 29. Persons Controlled by or under Common Control with Registrant.

_______ _______________________________________________________

     Not Applicable

Item 30. Indemnification

_______ _______________

The Registrant's charter documents set forth the circumstances under which indemnification shall be provided to any past or present Board member or officer of the Registrant. The Registrant also has entered into a separate agreement with

 

 

each of its Board members that describes the conditions and manner in which the Registrant indemnifies each of its Board members against all liabilities incurred by them (including attorneys' fees and other litigation expenses, settlements, fines and penalties), or which may be threatened against them, as a result of being or having been a Board member of the Registrant. These indemnification provisions are subject to applicable state law and to the limitation under the Investment Company Act of 1940, as amended, that no board member or officer of a fund may be protected against liability for willful misfeasance, bad faith, gross negligence or reckless disregard for the duties of his or her office. Reference is hereby made to the following:

Article VII of the Registrant's Articles of Incorporation and any amendments thereto, Article VIII of Registrant's Amended and Restated Bylaws, Section 2-418 of the Maryland General Corporation Law and Section 1.10 of the Amended and Restated Distribution Agreement.

Item 31. Business and Other Connections of Investment Adviser.

_______ ____________________________________________________

The Dreyfus Corporation ("Dreyfus") and subsidiary companies comprise a financial service organization whose business consists primarily of providing investment management services as the investment adviser, manager and distributor for sponsored investment companies registered under the Investment Company Act of 1940 and as an investment adviser to institutional and individual accounts. Dreyfus also serves as sub-investment adviser to and/or administrator of other investment companies. MBSC Securities Corporation, a wholly-owned subsidiary of Dreyfus, serves primarily as a registered broker-dealer of shares of other investment companies sponsored by Dreyfus and other investment companies for which Dreyfus acts as an investment adviser, sub-investment adviser or administrator.

______________

* Filed herewith.

Item 31. Business and Other Connections of Investment Adviser (continued)
  Officers and Directors of Investment Adviser

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

    

Jonathan Baum
Chief Executive Officer and Chair of the Board

MBSC Securities Corporation++

Chief Executive Officer
Chairman of the Board

3/08 - Present
3/08 - Present

    

J. Charles Cardona
President and Director

MBSC Securities Corporation++

Director
Executive Vice President

6/07 – Present
6/07 - Present

    

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

 

Universal Liquidity Funds plc+

Director

4/06 - Present

    

Diane P. Durnin
Vice Chair and Director

None

  
    

Robert G. Capone
Director

MBSC Securities Corporation++

Executive Vice President Director

4/07 - Present
4/07 - Present

 

The Bank of New York Mellon*****

Vice President

2/06 - Present

    

Mitchell E. Harris
Director

Standish Mellon Asset Management Company LLC
Mellon Financial Center
201 Washington Street
Boston, MA 02108-4408

Chairman
Chief Executive Officer
Member, Board of Managers

2/05 – Present
8/04 – Present
10/04 - Present

    
 

Alcentra NY, LLC++

Manager

1/08 - Present

    
 

Alcentra US, Inc. ++

Director

1/08 - Present

    
 

Alcentra, Inc. ++

Director

1/08 - Present

    
 

BNY Alcentra Group Holdings, Inc. ++

Director

10/07 - Present

    
 

Pareto New York LLC++

Manager

11/07 - Present

    
 

Standish Ventures LLC
Mellon Financial Center
201 Washington Street
Boston, MA 02108-4408

President
Manager

12/05 - Present
12/05 - Present

    
 

Palomar Management
London, England

Director

12/97 - Present

    
 

Palomar Management Holdings Limited
London, England

Director

12/97 - Present

    
 

Pareto Investment Management Limited
London, England

Director

9/04 - Present

    

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

Jeffrey D. Landau
Executive Vice President and Director

The Bank of New York Mellon+

Executive Vice President

4/07 - Present

 

Allomon Corporation+

Treasurer

12/07 - Present

    
 

APT Holdings Corporation+

Treasurer

12/07 - Present

    
 

BNY Mellon, N.A.+

Treasurer

7/07 - 1/10

 

Mellon Funding Corporation+

Treasurer

12/07 - 12/09

 

The Bank of New York Mellon Corporation+

Treasurer

7/07 - 1/10

 

MBSC Securities Corporation++

Executive Vice President Director

1/10 – Present

1/10 – Present

    

Christopher E. Sheldon
Chief Investment Officer, Executive Vice President and Director

Mellon Global Investing Corp. +

Senior Vice President

5/08 - Present

 

BNY Mellon, National Association+

Managing Director

7/09 – Present

 

The Bank of New York Mellon*****

Managing Director

7/09 - Present

    

Bradley J. Skapyak
Chief Operating Officer and Director

MBSC Securities Corporation++

Executive Vice President

6/07 - Present

 

The Bank of New York Mellon****

Senior Vice President

4/07 - Present

    
 

The Dreyfus Family of Funds++

President

1/10 - Present

    
 

Dreyfus Transfer, Inc. ++

Chairman

Director

Senior Vice President

5/11 - Present

5/10 - Present
5/10 - 5/11

    

Dwight Jacobsen
Executive Vice President and Director

MBSC Securities Corporation++

Executive Vice President
Director

6/08 – Present
6/08 – Present

    

Patrice M. Kozlowski
Senior Vice President – Corporate Communications

None

  
    

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

Gary Pierce
Controller

The Bank of New York Mellon*****

Vice President

7/08 - Present

    
 

BNY Mellon, National Association+

Vice President

7/08 - Present

    
 

Laurel Capital Advisors, LLP+

Chief Financial Officer

5/07 - Present

    
 

MBSC Securities Corporation++

Director
Chief Financial Officer

6/07 – Present
6/07 - Present

    
 

Founders Asset Management, LLC****

Assistant Treasurer

7/06 - 12/09

 

Dreyfus Consumer Credit
Corporation ++

Treasurer

7/05 - 8/10

    
 

Dreyfus Transfer, Inc.++

Chief Financial Officer
Treasurer

7/05 - Present
5/11- Present

    
 

Dreyfus Service
Organization, Inc.++

Treasurer

7/05 – Present

    
 

Seven Six Seven Agency, Inc. ++

Treasurer

4/99 - Present

    

Joseph W. Connolly
Chief Compliance Officer

The Dreyfus Family of Funds++

Chief Compliance Officer

10/04 - Present

 

Laurel Capital Advisors, LLP+

Chief Compliance Officer

4/05 - Present

 

BNY Mellon Funds Trust++

Chief Compliance Officer

10/04 - Present

 

MBSC Securities Corporation++

Chief Compliance Officer

6/07 – Present

    

Christopher O'Connor
Chief Administrative Officer

MBSC Securities Corporation++

Executive Vice President
Senior Vice President

12/11 – Present
5/06 – 12/11

    

Gary E. Abbs
Vice President – Tax

The Bank of New York Mellon+

First Vice President and Manager of Tax Compliance

12/96 - Present

 

Dreyfus Service Organization++

Vice President – Tax

1/09 - Present

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

    
 

Dreyfus Consumer Credit Corporation++

Chairman
President

1/09 – 8/10
1/09 – 8/10

    
 

MBSC Securities Corporation++

Vice President – Tax

1/09 - Present

    

Jill Gill
Vice President –
Human Resources

MBSC Securities Corporation++

Vice President

6/07 – Present

 

The Bank of New York Mellon*****

Vice President

7/08 – Present

    
 

BNY Mellon, National Association+

Vice President

7/08 - Present

    

Joanne S. Huber
Vice President – Tax

The Bank of New York Mellon+

State & Local Compliance Manager

7/07 - Present

    
 

Dreyfus Service Organization++

Vice President – Tax

1/09 – Present

    
 

Dreyfus Consumer Credit Corporation++

Vice President – Tax

1/09 – 8/10

    
 

MBSC Securities Corporation++

Vice President – Tax

1/09 – Present

    

Anthony Mayo
Vice President – Information Systems

None

  
    

John E. Lane
Vice President

A P Colorado, Inc. +

Vice President – Real Estate and Leases

8/07 - Present

 

A P East, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

A P Management, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

A P Properties, Inc. +

Vice President – Real Estate and Leases

8/07 - Present

 

Allomon Corporation+

Vice President– Real Estate and Leases

8/07 - Present

 

AP Residential Realty, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

AP Wheels, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

 

BNY Mellon, National Association+

Vice President – Real Estate and Leases

7/08 - Present

 

Citmelex Corporation+

Vice President– Real Estate and Leases

8/07 - Present

 

Eagle Investment Systems LLC
65 LaSalle Road
West Hartford, CT 06107

Vice President– Real Estate and Leases

8/07 - Present

 

East Properties Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

FSFC, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

Holiday Properties, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

MBC Investments Corporation+

Vice President– Real Estate and Leases

8/07 - Present

 

MBSC Securities Corporation++

Vice President– Real Estate and Leases

8/07 - Present

 

MELDEL Leasing Corporation Number 2, Inc. +

Vice President– Real Estate and Leases

7/07 - Present

 

Mellon Bank Community Development Corporation+

Vice President– Real Estate and Leases

11/07 - Present

 

Mellon Capital Management Corporation+

Vice President– Real Estate and Leases

8/07 - Present

 

Mellon Financial Services Corporation #1+

Vice President– Real Estate and Leases

8/07 - Present

 

Mellon Financial Services Corporation #4+

Vice President – Real Estate and Leases

7/07 - Present

 

Mellon Funding Corporation+

Vice President– Real Estate and Leases

12/07 - Present

 

Mellon Holdings, LLC+

Vice President– Real Estate and Leases

12/07 - Present

 

Mellon International Leasing Company+

Vice President– Real Estate and Leases

7/07 - Present

 

Mellon Leasing Corporation+

Vice President– Real Estate and Leases

7/07 - Present

 

Mellon Ventures, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

Melnamor Corporation+

Vice President– Real Estate and Leases

8/07 - Present

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

 

MFS Leasing Corp. +

Vice President– Real Estate and Leases

7/07 - Present

 

MMIP, LLC+

Vice President– Real Estate and Leases

8/07 - Present

 

Pareto New York LLC++

Vice President– Real Estate and Leases

10/07 - Present

 

Pontus, Inc. +

Vice President– Real Estate and Leases

7/07 - Present

 

Promenade, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

RECR, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

Technology Services Group, Inc.*****

Senior Vice President

6/06 - Present

    
 

Tennesee Processing Center LLC*****

Managing Director

5/08 - Present

    
 

Texas AP, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

 

The Bank of New York Mellon*****

Vice President – Real Estate and Leases

7/08 - Present

 

The Bank of New York Mellon Corporation*****

Executive Vice President

8/07 - Present

    
 

Trilem, Inc. +

Vice President– Real Estate and Leases

8/07 - Present

    

Kathleen Geis
Vice President

BNY Mellon, National Association+

Managing Director

7/09 - Present

 

BNY Mellon Distributors Holdings, Inc. +

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Investment
Servicing (US) Inc. +

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Performance & Risk Analytics, LLC+

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Trust Company of Illinois+

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Trust of Delaware+

Vice President -
Real Estate

7/11 - Present

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

 

Eagle Investment Systems LLC+

Vice President -
Real Estate

7/11 - Present

 

Ivy Asset Management LLC+

Vice President -
Real Estate

7/11 - Present

 

Mellon Capital Management Corporation***

Vice President -
Real Estate

7/11 - Present

 

Mellon Financial Services

Corporation #1+

Vice President -
Real Estate

7/11 - Present

 

Mellon Holdings LLC+

Vice President -
Real Estate

7/11 - Present

 

Mellon Investor Services LLC+

Vice President -
Real Estate

7/11 - Present

 

Pareto New York LLC*****

Vice President -
Real Estate

7/11 - Present

 

SourceNet Solutions, Inc. +

Vice President -
Real Estate

7/11 - Present

 

Technology Services Group, Inc. +

Vice President -
Real Estate

7/11 - Present

 

Tennessee Processing Center LLC+

Vice President -
Real Estate

7/11 - Present

 

The Bank of New York Mellon Trust Company, National Association+

Vice President -
Real Estate

7/11 - Present

 

Alcentra US, Inc. ++

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Capital Markets LLC++

Vice President -
Real Estate

7/11 - Present

 

Pershing LLC*****

Vice President -
Real Estate

7/11 - Present

 

The Bank of New York Mellon+

Managing Director

7/09 - Present

 

MBNA Institutional PA Services, LLC+

Managing Director
Senior Vice President

7/09 - Present
10/06 - 7/09

    

Dean M. Steigauf
Vice President

BNY Mellon, National Association+

Vice President

7/09 - Present

 

BNY Mellon Distributors Holdings, Inc. +

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Investment
Servicing (US) Inc. +

Vice President -
Real Estate

7/11 - Present

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

 

BNY Mellon Performance & Risk Analytics, LLC+

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Trust Company of Illinois+

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Trust of Delaware+

Vice President -
Real Estate

7/11 - Present

 

Eagle Investment Systems LLC+

Vice President -
Real Estate

7/11 - Present

 

Ivy Asset Management LLC+

Vice President -
Real Estate

7/11 - Present

 

Mellon Capital Management Corporation***

Vice President -
Real Estate

7/11 - Present

 

Mellon Financial Services

Corporation #1+

Vice President -
Real Estate

7/11 - Present

 

Mellon Holdings LLC+

Vice President -
Real Estate

7/11 - Present

 

Mellon Investor Services LLC+

Vice President -
Real Estate

7/11 - Present

 

Pareto New York LLC*****

Vice President -
Real Estate

7/11 - Present

 

SourceNet Solutions, Inc. +

Vice President -
Real Estate

7/11 - Present

 

Technology Services Group, Inc. +

Vice President -
Real Estate

7/11 - Present

 

Tennessee Processing Center LLC+

Vice President -
Real Estate

7/11 - Present

 

The Bank of New York Mellon Trust Company, National Association+

Vice President -
Real Estate

7/11 - Present

 

Alcentra US, Inc. ++

Vice President -
Real Estate

7/11 - Present

 

BNY Mellon Capital Markets LLC++

Vice President -
Real Estate

7/11 - Present

 

Pershing LLC*****

Vice President -
Real Estate

7/11 - Present

 

The Bank of New York Mellon+

Vice President

12/02 - Present

    

James Bitetto
Secretary

The Dreyfus Family of Funds++

Vice President and Assistant Secretary

8/05 - Present

    

 

 

    

Name and Position
With Dreyfus  

Other Businesses

Position Held

Dates

 

MBSC Securities Corporation++

Assistant Secretary

6/07 - Present

    
 

Dreyfus Service Organization, Inc.++

Secretary

8/05 - Present

    
 

The Dreyfus Consumer Credit Corporation++

Vice President

2/02 - 8/10

    
 

Founders Asset Management LLC****

Assistant Secretary

3/09 - 12/09

  

*

The address of the business so indicated is One Boston Place, Boston, Massachusetts, 02108.

**

The address of the business so indicated is One Bush Street, Suite 450, San Francisco, California 94104.

***

The address of the business so indicated is 50 Fremont Street, Suite 3900, San Francisco, California 94104.

****

The address of the business so indicated is 210 University Blvd., Suite 800, Denver, Colorado 80206.

*****

The address of the business so indicated is One Wall Street, New York, New York 10286.

+

The address of the business so indicated is One Mellon Bank Center, Pittsburgh, Pennsylvania 15258.

++

The address of the business so indicated is 200 Park Avenue, New York, New York 10166.

+++

The address of the business so indicated is 144 Glenn Curtiss Boulevard, Uniondale, New York 11556-0144.

++++

The address of the business so indicated is White Clay Center, Route 273, Newark, Delaware 19711.

+++++

The address of the business so indicated is 4005 Kennett Pike, Greenville, DE 19804.

   

Item 32. Principal Underwriters

 (a) Other investment companies for which Registrant's principal underwriter (exclusive distributor) acts as principal underwriter or exclusive distributor:

1. 

Advantage Funds, Inc.

 

2. 

BNY Mellon Funds Trust

 

3. 

CitizensSelect Funds

 

4. 

Dreyfus Appreciation Fund, Inc.

 

5. 

Dreyfus BASIC Money Market Fund, Inc.

 

6. 

Dreyfus BASIC U.S. Government Money Market Fund

 

7. 

Dreyfus BASIC U.S. Mortgage Securities Fund

 

8. 

Dreyfus Bond Funds, Inc.

 

9. 

Dreyfus Cash Management

 

10. 

Dreyfus Connecticut Municipal Money Market Fund, Inc.

 

 

 

  

11. 

Dreyfus Dynamic Alternatives Fund, Inc.

12. 

Dreyfus Funds, Inc.

13. 

The Dreyfus Fund Incorporated

14. 

Dreyfus Government Cash Management Funds

15. 

Dreyfus Growth and Income Fund, Inc.

16. 

Dreyfus Index Funds, Inc.

17. 

Dreyfus Institutional Cash Advantage Funds

18. 

Dreyfus Institutional Preferred Money Market Funds

19. 

Dreyfus Institutional Reserves Funds

20. 

Dreyfus Intermediate Municipal Bond Fund, Inc.

21. 

Dreyfus International Funds, Inc.

22. 

Dreyfus Investment Funds

23. 

Dreyfus Investment Grade Funds, Inc.

24. 

Dreyfus Investment Portfolios

25. 

The Dreyfus/Laurel Funds, Inc.

26. 

The Dreyfus/Laurel Funds Trust

27. 

The Dreyfus/Laurel Tax-Free Municipal Funds

28. 

Dreyfus LifeTime Portfolios, Inc.

29. 

Dreyfus Liquid Assets, Inc.

30. 

Dreyfus Manager Funds I

31. 

Dreyfus Manager Funds II

32. 

Dreyfus Massachusetts Municipal Money Market Fund

33. 

Dreyfus Midcap Index Fund, Inc.

34. 

Dreyfus Money Market Instruments, Inc.

35. 

Dreyfus Municipal Bond Opportunity Fund

36. 

Dreyfus Municipal Cash Management Plus

37. 

Dreyfus Municipal Funds, Inc.

38. 

Dreyfus Municipal Money Market Fund, Inc.

39. 

Dreyfus New Jersey Municipal Bond Fund, Inc.

40. 

Dreyfus New Jersey Municipal Money Market Fund, Inc.

41. 

Dreyfus New York AMT-Free Municipal Bond Fund

42. 

Dreyfus New York AMT-Free Municipal Money Market Fund

43. 

Dreyfus New York Municipal Cash Management

44. 

Dreyfus New York Tax Exempt Bond Fund, Inc.

 

 

  

45. 

Dreyfus Opportunity Funds

46. 

Dreyfus Pennsylvania Municipal Money Market Fund

47. 

Dreyfus Premier California AMT-Free Municipal Bond Fund, Inc.

48. 

Dreyfus Premier GNMA Fund, Inc.

49. 

Dreyfus Premier Investment Funds, Inc.

50. 

Dreyfus Premier Short-Intermediate Municipal Bond Fund

51. 

Dreyfus Premier Worldwide Growth Fund, Inc.

52. 

Dreyfus Research Growth Fund, Inc.

53. 

Dreyfus State Municipal Bond Funds

54. 

Dreyfus Stock Funds

55. 

Dreyfus Short-Intermediate Government Fund

56. 

The Dreyfus Socially Responsible Growth Fund, Inc.

57. 

Dreyfus Stock Index Fund, Inc.

58. 

Dreyfus Tax Exempt Cash Management Funds

59. 

The Dreyfus Third Century Fund, Inc.

60. 

Dreyfus Treasury & Agency Cash Management

61. 

Dreyfus Treasury Prime Cash Management

62. 

Dreyfus U.S. Treasury Intermediate Term Fund

63. 

Dreyfus U.S. Treasury Long Term Fund

64. 

Dreyfus 100% U.S. Treasury Money Market Fund

65. 

Dreyfus Variable Investment Fund

66. 

Dreyfus Worldwide Dollar Money Market Fund, Inc.

67. 

General California Municipal Money Market Fund

68. 

General Government Securities Money Market Funds, Inc.

69. 

General Money Market Fund, Inc.

70. 

General Municipal Money Market Funds, Inc.

71. 

General New York Municipal Money Market Fund

72. 

Strategic Funds, Inc.

   

(b)

  

Name and principal
Business address

Positions and offices with the Distributor

Positions and Officeswith Registrant

Jon R. Baum*

Chief Executive Officer and Chairman of the Board

None

Ken Bradle**

President and Director

None

 

 

   

(b)

  

Name and principal
Business address

Positions and offices with the Distributor

Positions and Officeswith Registrant

Robert G. Capone****

Executive Vice President and Director

None

J. Charles Cardona*

Executive Vice President and Director

Executive Vice President (Money Market Funds Only)

Sue Ann Cormack**

Executive Vice President

None

John M. Donaghey***

Executive Vice President and Director

None

Dwight D. Jacobsen*

Executive Vice President and Director

None

Mark A. Keleher*****

Executive Vice President

None

James D. Kohley***

Executive Vice President

None

Jeffrey D. Landau*

Executive Vice President and Director

None

William H. Maresca*

Executive Vice President and Director

None

Timothy M. McCormick*

Executive Vice President

None

David K. Mossman***

Executive Vice President

None

Irene Papadoulis**

Executive Vice President

None

Matthew Perrone**

Executive Vice President

None

Bradley J. Skapyak*

Executive Vice President

President

Gary Pierce*

Chief Financial Officer and Director

None

Tracy Hopkins*

Senior Vice President

None

Mercedez Katz**

Senior Vice President

None

Mary T. Lomasney****

Senior Vice President

None

Barbara A. McCann****

Senior Vice President

None

Christopher D. O' Connor*

Senior Vice President

None

Christine Carr Smith*****

Senior Vice President

None

Ronald Jamison*

Chief Legal Officer and Secretary

None

Joseph W. Connolly*

Chief Compliance Officer (Investment Advisory Business)

Chief Compliance Officer

Stephen Storen*

Chief Compliance Officer

Anti-Money Laundering Compliance Officer

Maria Georgopoulos*

Vice President – Facilities Management

None

Stewart Rosen*

Vice President – Facilities Management

None

Karin L. Waldmann*

Privacy Officer

None

Gary E. Abbs***

Vice President – Tax

None

 

 

   

(b)

  

Name and principal
Business address

Positions and offices with the Distributor

Positions and Officeswith Registrant

Timothy I. Barrett**

Vice President

None

Gina DiChiara*

Vice President

None

Jill Gill*

Vice President

None

Joanne S. Huber***

Vice President – Tax

None

John E. Lane******

Vice President

None

Kathleen Geis******

Vice President

None

Dean M. Steigauf******

Vice President

None

Donna M. Impagliazzo**

Vice President – Compliance and Anti-Money Laundering Officer

None

Edward A. Markward*

Vice President – Compliance

None

Anthony Nunez*

Vice President – Finance

None

William Schalda*

Vice President

None

John Shea*

Vice President – Finance

None

Christopher A. Stallone**

Vice President

None

Susan Verbil*

Vice President – Finance

None

William Verity*

Vice President – Finance

None

James Windels*

Vice President

Treasurer

James Bitetto*

Assistant Secretary

Vice President and
Assistant Secretary

James D. Muir*

Assistant Secretary

None

Barbara J. Parrish***

Assistant Secretary

None

Cristina Rice***

Assistant Secretary

None

  

*

Principal business address is 200 Park Avenue, New York, NY 10166.

**

Principal business address is 144 Glenn Curtiss Blvd., Uniondale, NY 11556-0144.

***

Principal business address is One Mellon Bank Center, Pittsburgh, PA 15258.

****

Principal business address is One Boston Place, Boston, MA 02108.

*****

Principal business address is 50 Fremont Street, Suite 3900, San Francisco, CA 94104.

******

Principal business address is 101 Barclay Street, New York 10286.

 

 

Item 33. Location of Accounts and Records

  1. The Bank of New York Mellon
   One Wall Street
   New York, New York 10286

2. The Bank of New York Mellon
  One Mellon Bank Center
  Pittsburgh, Pennsylvania 15258

  3. DST Systems, Inc.
   1055 Broadway
   Kansas City, MO 64105

  4. The Dreyfus Corporation
   200 Park Avenue
   New York, New York 10166 

Item 34. Management Services

  Not Applicable

Item 35. Undertakings

  None

 

 

SIGNATURES

 Pursuant to the requirements of the Securities Act of 1933 the Registrant, The Dreyfus Third Century Fund, Inc., certifies that it meets all of the requirements for effectiveness of this Amendment to the Registration Statement pursuant to Rule 485(b) under the Securities Act of 1933 and has duly caused this Amendment to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, and State of New York on the 7th of March, 2012.

  

The Dreyfus Third Century Fund, Inc.

BY:

/s/ Bradley J. Skapyak*

 

Bradley J. Skapyak, PRESIDENT

 Pursuant to the requirements of the Securities Act of 1933, this Amendment to the Registration Statement has been signed below by the following persons in the capacities and on the date indicated.

     

Signatures

 

Title

 

Date

     

/s/ Bradley J. Skapyak*

 

President (Principal Executive Officer)

 

3/7/12

Bradley J. Skapyak

    

/s/ James Windels*

 

Treasurer (Principal Financial Officer and Accounting Officer)

 

3/7/12

James Windels

    

/s/ Joseph S. DiMartino*

 

Chairman of the Board

 

3/7/12

Joseph S. DiMartino

    

/s/ Clifford L. Alexander*

 

Board Member

 

3/7/12

Clifford L. Alexander

    

/s/ David W. Burke*

 

Board Member

 

3/7/12

David W. Burke

    

/s/ Whitney Gerard*

 

Board Member

 

3/7/12

Whitney Gerard

    

/s/ Nathan Leventhal*

 

Board Member

 

3/7/12

Nathan Leventhal

    

/s/ Benaree Pratt Wiley*

 

Board Member

 

3/7/12

Benaree Pratt Wiley

    

 

 

  

*BY:

/s/ Robert R. Mullery

 

Robert R. Mullery
Attorney-in-Fact

 

 

INDEX OF EXHIBITS

_________________________

Exhibits

(n) 18f-3 Plan.