DAGXX Dreyfus Govt Cash Mgmt Administrative Shs (MM)

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- 3964

DREYFUS GOVERNMENT CASH MANAGEMENT FUNDS

(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)

Michael A. Rosenberg, Esq.

200 Park Avenue

New York, New York 10166

(Name and address of agent for service)

Registrant's telephone number, including area code:

(212) 922-6000

Date of fiscal year end:

1/31

Date of reporting period:

1/31/08

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FORM N-CSR

Item 1.

Reports to Stockholders.

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Contents
The Funds
Letter to Shareholders (Taxable)		3
Letter to Shareholders (Tax-Exempt)		5
Understanding Your Fund’s Expenses		7
Comparing Your Fund’s Expenses
With Those of Other Funds		8
Statements of Investments		9
Statements of Assets and Liabilities		64
Statements of Operations		67
Statements of Changes in Net Assets		69
Financial Highlights		74
Notes to Financial Statements		84
Report of Independent Registered
Public Accounting Firm		90
Important Tax Information		91
Board Members Information		92
Officers of the Funds		93
For More Information
Back cover

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

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Dreyfus Cash Management Funds

The

Funds

LETTER TO

SHAREHOLDERS

Dear Shareholder:

We are pleased to present the annual report for Dreyfus Cash Management Funds (Taxable). For the 12-month period ended January 31, 2008, the six Dreyfus Cash Management Funds (Taxable) listed below produced the following yields and effective yields. ¹

				Effective
		Yield (%)		Yield (%)
Dreyfus Cash Management
Institutional Shares		5.07		5.18
Investor Shares		4.81		4.92
Administrative Shares		4.97		5.08
Participant Shares		4.66		4.77
Agency Shares		4.80 †		4.91 †
Dreyfus Cash Management Plus, Inc.
Institutional Shares		5.06		5.18
Investor Shares		4.81		4.92
Administrative Shares		4.96		5.08
Participant Shares		4.66		4.76
Service Shares		4.50 ††		4.59 ††
Select Shares		4.20 ††		4.28 ††
Agency Shares		4.79 †		4.90 †
Dreyfus Government Cash Management
Institutional Shares		4.82		4.93
Investor Shares		4.57		4.67
Administrative Shares		4.72		4.83
Participant Shares		4.42		4.51
Agency Shares		4.28 †		4.37 †
Dreyfus Government Prime Cash Management
Institutional Shares		4.80		4.91
Investor Shares		4.55		4.65
Administrative Shares		4.70		4.80
Participant Shares		4.40		4.49
Agency Shares		4.31 †		4.39 †
Dreyfus Treasury Cash Management
Institutional Shares		4.61		4.71
Investor Shares		4.36		4.45
Administrative Shares		4.51		4.61
Participant Shares		4.21		4.29
Service Shares		3.81 ††		3.88 ††
Select Shares		3.51 ††		3.57 ††
Agency Shares		3.91 †		3.98 †
Premier Shares		3.66 †		3.72 †

				Effective
		Yield (%)		Yield (%)
Dreyfus Treasury Prime Cash Management
Institutional Shares		4.20		4.28
Investor Shares		3.95		4.02
Administrative Shares		4.10		4.18
Participant Shares		3.80		3.87
Agency Shares		3.38 †		3.43 †

^† Annualized since inception on October 1, 2007, through January 31, 2008.

Annualized since inception on June 29, 2007, through January 31, 2008.

Economic and Market Environment

The reporting period witnessed a dramatic shift in investor sentiment in which mounting credit and economic concerns led to heightened turmoil in most fixed-income markets, including parts of the money markets. At the start of the reporting period, market conditions were relatively stable in an environment of gradually slowing economic growth, slightly elevated inflationary pressures and steady short-term interest rates. In fact, the Federal Reserve Board (the “Fed”) had held the federal funds rate unchanged at 5.25% since the previous June.

However, in late February 2007, reports of an unexpectedly high number of delinquencies and defaults emerged from the sub-prime mortgage market. Many homeowners with poor credit histories had purchased mortgages with low, adjustable interest rates several years earlier.When these mortgages began to reset at higher rates, some cash-strapped borrowers found themselves unable to meet their obligations. The resulting turbulence in the sub-prime mortgage sector sparked declines in other fixed-income market sectors, but generally sound economic fundamentals

The Funds 3

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LETTER TO SHAREHOLDERS (continued)

Economic and market conditions appeared to deteriorate quickly over the summer,when ongoing sub-prime credit concerns spread in earnest to other markets, including those with no exposure to troubled sub-prime mortgages. Investors began to reassess their previously generous attitudes toward risk as credit concerns intensified, and faltering housing prices and resurgent energy prices stoked fears of a more severe economic downturn. The resulting tightness in credit markets led to turmoil in the inter-bank lending market and the commercial paper and syndicated loan markets.

Although the Fed left short-term interest rates unchanged at its meeting in early August, it intervened in the developing credit crunch in the middle of the month, when it reduced the discount rate by 50 basis points. Investors reacted positively to the move, and most fixed-income market sectors rallied into September. However, the rebound was derailed by new evidence of economic weakness and reports of heavy sub-prime related losses among commercial and investment banks. The Fed attempted to improve market liquidity and address economic worries when it reduced the federal funds rate by 50 basis points at its September meeting. Indeed, the Fed took action despite the announcement of a surprisingly robust 4.9% annualized GDP growth rate for the third quarter of 2007.

The economy continued to show signs of weakness in October, including reports of a tepid increase of 0.3% in consumer spending. Nonetheless, the Fed again cut the federal funds rate, this time by 25 basis points, with the Fed stating that it regarded the risks of recession and inflation as balanced. In November, it was announced that sales of existing homes had fallen to its lowest level since recordkeeping began eight years earlier. The Fed again reduced the federal funds rate by 25 basis points in December — to 4.25% — but the markets appeared to be disappointed that the reduction was not larger. 2007 ended with an annualized economic growth rate of just 0.6% in the fourth quarter and 2.2% for the year overall.

January saw more disappointing economic news, including lackluster retail sales during the holiday season, further deterioration of housing prices, a surge in foreclosures and additional sub-prime related write-

downs by banks and bond insurers.A number of analysts began to forecast a full-blown recession in 2008. The Fed responded aggressively, reducing the federal funds rate by 125 basis points in two separate moves during the latter part of the month, driving the benchmark overnight rate to 3% by the reporting period’s end.

Portfolio Focus

As the credit crisis unfolded and the Fed cut interest rates, yield differences widened along the market’s maturity range, creating more attractive opportunities among longer-dated money market instruments. Meanwhile, demand for money market instruments surged as investors engaged in a “flight to quality” and shifted assets from riskier investments to money market funds. In this environment, we increased most of the funds’ weighted average maturities toward positions we considered longer than industry averages. In the Dreyfus Treasury Cash Management, the overnight repurchase agreement rate was consistently more attractive than the yield on Treasury securities loading to relatively short-weighted average maturities.

The Fed has signaled that it is prepared to reduce short-term interest rates again at its March meeting if the U.S. economy continues to flounder. Some early indicators, including the first report of monthly job losses in more than four years,suggest that such a move is likely. Therefore, except for Dreyfus Treasury Cash Management, we currently plan to maintain the funds’ relatively long weighted average maturities, and we intend to monitor economic and market developments closely.

		An investment in the fund is not insured or guaranteed by the FDIC or
		any other government agency. Although the fund seeks to preserve the value
		of your investment at $1.00 per share, it is possible to lose money by
		investing in the fund.
1		Effective yield is based upon dividends declared daily and reinvested
		monthly. Past performance is no guarantee of future results.Yields fluctuate.

4

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LETTER TO

SHAREHOLDERS

Dear Shareholder:

We are pleased to present the annual report for Dreyfus Cash Management Funds (Tax Exempt). For the 12-month period ended January 31, 2008, the four tax-exempt money market portfolios that comprise Dreyfus Cash Management Funds (Tax Exempt) produced the following yields and effective yields: ¹

				Effective
		Yield (%)		Yield (%)
Dreyfus Municipal Cash Management Plus
Institutional Shares		3.45		3.50
Investor Shares		3.20		3.25
Administrative Shares		3.35		3.40
Participant Shares		3.05		3.09
Agency Shares		3.20 †		3.24 †
Dreyfus New York Municipal Cash Management
Institutional Shares		3.42		3.47
Investor Shares		3.17		3.21
Administrative Shares		3.32		3.37
Participant Shares		3.02		3.06
Agency Shares		3.15 †		3.20 †
Dreyfus Tax Exempt Cash Management
Institutional Shares		3.41		3.47
Investor Shares		3.16		3.21
Administrative Shares		3.31		3.36
Participant Shares		3.01		3.06
Agency Shares		3.17 †		3.22 †
Dreyfus California AMT-Free Municipal Cash Management
Institutional Shares		3.27 ††		3.32 ††
Investor Shares		3.02 ††		3.07 ††
Administrative Shares		3.17 ††		3.22 ††
Participant Shares		2.87 ††		2.91 ††
Agency Shares		3.07 †		3.12 †

^† Annualized since inception on October 1, 2007, through January 31, 2008.

Annualized since inception on August 1, 2007, through January 31, 2008.

Interest Rates Remained Steady through August 2007

When the reporting period began, softening housing markets pointed to a possible end to a long period of economic expansion. Yet, tight U.S. labor markets, robust global economic growth and resurgent energy prices suggested that significant inflationary pressures remained. As it had since the previous June, the

Federal Reserve Board (the “Fed”) chose to stay on the sidelines in this environment, maintaining its target for the overnight federal funds rate at 5.25% .

Near the end of February 2007, reports emerged of a higher-than-expected number of delinquencies and defaults among homeowners with sub-prime mortgages. Many of these borrowers had obtained their mortgages at low, adjustable rates of interest, and they found themselves unable to meet their obligations when their mortgages reset at higher rates.

Although sub-prime mortgage concerns produced a bout of market turbulence, most major indices bounced back in March and April. The economy appeared to regain its footing, as evidenced by a 3.8% annualized U.S. GDP growth rate during the second quarter of 2007. For its part, the Fed continued to hold the federal funds rate steady.

Sub-Prime Mortgage Woes Dampened Economic Growth

Economic conditions and investor sentiment deteriorated quickly over the summer. Turmoil persisted in the sub-prime mortgage market, and credit concerns spread to other parts of the fixed-income and equity markets. As investors reassessed their attitudes toward risk, they turned away from the riskier asset classes that previously had performed well, including those with no exposure to troubled sub-prime mortgages. Instead, investors flocked toward U.S.Treasury securities and money market funds.

At the same time, consumers began to curtail spending, stoking concerns that the U.S. economy might slip into a recession.The Fed intervened in mid-August by reducing the discount rate, the rate it charges member banks for overnight loans. Investors were reassured by the Fed’s action, and the stock and bond markets rallied. However, during the fall, news of multi-billion dollar sub-prime related losses by major global banks led to renewed market turbulence.The Fed responded with several cuts in the federal funds rate, which stood at 4.25% by year-end.

The Funds 5

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LETTER TO SHAREHOLDERS (continued)

Heightened market volatility persisted through January as additional evidence of economic weakness accumulated, including lackluster holiday retail sales, the first monthly net loss of jobs in more than four years, continued declines in home sales and prices, and the announcement that GDP growth had slowed to an estimated 0.6% annualized rate in the fourth quarter of 2007. In addition, concerns intensified regarding the impact of the sub-prime crisis on a number of municipal bond insurers. The Fed responded by taking aggressive action in January, reducing the federal funds rate by another 125 basis points — to 3% — in two moves.

Assets Flowed into Tax-Exempt Money Market Funds

As might be expected, tax-exempt money market yields declined along with the federal funds rate.The tax-exempt money markets also were influenced by supply-and-demand factors. A record level of assets flowed into municipal money market funds from newly risk-averse investors. In 2007, rising demand was met with ample supply, as investment banks continued to create a substantial volume of very short-term variable rate demand notes and tender option bonds. As a result, yields of floating-rate instruments were higher at times than those of longer-dated municipal notes. By January, however, unrelenting investor demand began to overwhelm supply, putting downward pressure on yields.

The fiscal conditions of most municipal issuers remained sound during the reporting period, but some states began to expect renewed budget pressures. For example, California has felt the impact of weak housing markets, which may reduce future tax revenues at a time when the state is struggling with high levels of long-term debt. New York faces similar budget pressures, particularly as sub-prime related losses have weighed heavily on Wall Street firms.

Adopting a Conservative Investment Posture

We generally maintained a cautious approach amid heightened market turbulence, focusing whenever possible on high-quality municipal instruments issued directly by cities, states, school districts and other taxing authorities.We set the funds’ weighted average maturities in ranges that were longer than industry averages to capture higher yields for as long as we deemed practi-cal.We also “laddered” the funds’ longer-dated holdings to protect them from unexpected interest-rate fluctuations. As always, our research staff maintained rigorous credit standards, which, in our judgment, have become even more important in the ongoing credit crisis.

As of the reporting period’s end, we have increased portfolio credit surveillance in light of the markets credit concerns, particularly as the major municipal bond insurers have been shaken by sub-prime losses. Meanwhile, the Fed next meets in mid-March, when further reductions in the federal funds rate are expected.We currently intend to maintain the funds’ longer weighted average maturities, which we believe should protect their yields as interest rates decline.

An investment in each fund is not insured or guaranteed by the FDIC or any other government agency. Although each fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the funds.

¹ Effective yield is based upon dividends declared daily and reinvested monthly. Past performance is no guarantee of future results.Yields fluctuate. For the national funds, income may be subject to state and local taxes. For the New York fund, income may be subject to state and local taxes for out-of-state residents. For each fund, some income may be subject to the federal alternative minimum tax (AMT).

6

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UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemptions fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in each class of each fund from August 1,2007 to January 31, 2008. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended January 31, 2008 †
		Institutional		Investor		Administrative		Participant		Service		Select		Agency		Premier
Dreyfus Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.30		$ 1.53		$ 3.06		—		—		$ .88		—
Ending value (after expenses)		$1,025.30		$1,024.00		$1,024.80		$1,023.30		—		—		$1,016.30		—
Dreyfus Cash
Management Plus, Inc.
Expenses paid per $1,000 ††		$ 1.02		$ 2.30		$ 1.53		$ 3.06		$ 3.57		$ 5.09		$ .88		—
Ending value (after expenses)		$1,025.30		$1,024.00		$1,024.80		$1,023.30		$1,022.70		$1,021.20		$1,016.20		—
Dreyfus Government
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ .88		—
Ending value (after expenses)		$1,023.20		$1,021.90		$1,022.70		$1,021.10		—		—		$1,014.50		—
Dreyfus Government
Prime Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ .88		—
Ending value (after expenses)		$1,023.20		$1,021.90		$1,022.70		$1,021.20		—		—		$1,014.60		—
Dreyfus Treasury
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.05		$ 3.56		$ 5.08		$ .88		$ 1.73
Ending value (after expenses)		$1,021.30		$1,020.00		$1,020.80		$1,019.30		$1,018.70		$1,017.20		$1,013.20		$1,021.40
Dreyfus Treasury
Prime Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.05		—		—		$ .88		—
Ending value (after expenses)		$1,018.40		$1,017.10		$1,017.90		$1,016.40		—		—		$1,011.40		—
Dreyfus Municipal
Cash Management Plus
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.52		$ 3.05		—		—		$ .88		—
Ending value (after expenses)		$1,017.10		$1,015.80		$1,016.60		$1,015.00		—		—		$1,010.80		—
Dreyfus New York
Municipal Cash Management
Expenses paid per $1,000 ††		$1.02		$2.29		$ 1.52		$ 3.05		—		—		$ .88		—
Ending value (after expenses)		$1,016.90		$1,015.60		$1,016.40		$1,014.90		—		—		$1,010.70		—
Dreyfus Tax Exempt
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.52		$ 3.05		—		—		$ .88		—
Ending value (after expenses)		$1,017.00		$1,015.70		$1,016.50		$1,014.90		—		—		$1,010.70		—
Dreyfus California AMT-Free
Municipal Cash Management
Expenses paid per $1,000 ††		$ .76		$ 2.03		$ 1.27		$ 2.79		—		—		$ .71		—
Ending value (after expenses)		$1,016.60		$1,015.40		$1,016.10		$1,014.60		—		—		$1,010.40		—

†		For Institutional Shares, Investor Shares, Administrative Shares, Participant Shares, Service Shares and Select Shares; and from October 1, 2007 (commencement of initial offering) to
		January 31, 2008, for Agency Shares and Premier Shares.
†† Expenses are equal to the fund’s annualized expense ratio of .20% for Institutional Shares, .45% for Investor Shares, .30% for Administrative Shares, .60% for Participant Shares, .70%
		for Service Shares and 1.00% for Select Shares; multiplied by the average account value over the period, by 184/365 (to reflect the one-half year period) and .26% for Agency Shares and
		.51% for Premier Shares, multiplied by the average account over the period, by 123/365 (to reflect actual days in the period), for Dreyfus California AMT-Free Municipal Cash
		Management expense ratio is .15% for Institutional Shares, .40% for Investor Shares, .25% for Administrative Shares, .55% for Participant Shares, the previous four classes are multiplied
		by 184/365 (to reflect the one-half year period), and .21% for Agency Shares; multiplied by the average account value over the period, by 123/365 (to reflect actual days in the period).

The Funds 7

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COMPARING YOUR FUND’S EXPENSES

WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return.You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds. All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended January 31, 2008
		Institutional		Investor		Administrative		Participant		Service		Select		Agency †		Premier †
Dreyfus Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ 1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		—		—		$1,023.89		—
Dreyfus Cash
Management Plus, Inc.
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		$ 3.57		$ 5.09		$ 1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		$1,021.68		$1,020.16		$1,023.89		—
Dreyfus Government
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ 1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		—		—		$1,023.89		—
Dreyfus Government Prime
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		—		—		$1,023.89		—
Dreyfus Treasury
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		$ 3.57		$ 5.09		$ 1.33		$ 2.60
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		$1,021.68		$1,020.16		$1,023.89		$1,022.63
Dreyfus Treasury Prime
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ 1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		—		—		$1,023.89		—
Dreyfus Municipal Cash
Management Plus
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ 1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		—		—		$1,023.89		—
Dreyfus New York
Municipal Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ 1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		—		—		$1,023.89		—
Dreyfus Tax Exempt
Cash Management
Expenses paid per $1,000 ††		$ 1.02		$ 2.29		$ 1.53		$ 3.06		—		—		$ 1.33		—
Ending value (after expenses)		$1,024.20		$1,022.94		$1,023.69		$1,022.18		—		—		$1,023.89		—
Dreyfus California AMT-Free
Municipal Cash Management
Expenses paid per $1,000 ††		$ .77		$ 2.04		$ 1.28		$ 2.80		—		—		$ 1.07		—
Ending value (after expenses)		$1,024.45		$1,023.19		$1,023.95		$1,022.43		—		—		$1,024.15		—

†		Please note that while Agency and Premier Shares commenced initial offering on October 1, 2007, the “Hypothetical” expenses paid during the period reflect projected activity for the full
		six month period for purposes of comparability.This projection assumes that annualized expense ratios were in effect during the period August 1, 2007 to January 31, 2008.
†† Expenses are equal to the funds’ annualized expense ratio of .20% for Institutional Shares, .45% for Investor Shares, .30% for Administrative Shares, .60% for Participant Shares,
		.70% for Service Shares, 1.00% for Selecet Shares, .26% for Agency Shares and .51% for Premier Shares, for Dreyfus California AMT-Free Municipal Cash Management expense
		ratio is .15% for Institutional Shares, .40% for Investor Shares, .25% for Administrative Shares, .55% for Participant Shares and .21% for Agency Shares; multiplied by the average
		account value over the period, by 184/365 (to reflect the one-half year period).

8

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STATEMENT OF INVESTMENTS

January 31, 2008

		Principal
Dreyfus Cash Management		Amount ($)		Value ($)
Negotiable Bank Certificates of Deposit—39.7%
Allied Irish Banks PLC (Yankee)
3.24%—4.94%, 6/5/08—6/13/08		980,000,000		981,182,533
American Express Centurion Bank
4.93%—4.95%, 6/6/08—6/10/08		200,000,000		200,000,000
American Express Company
4.93%—4.95%, 6/6/08—6/10/08		200,000,000		200,000,000
Banco Bilbao Vizcaya Argentaria Puerto Rico (Yankee)
4.90%, 2/19/08		100,000,000		100,000,000
Bank of Montreal (Yankee)
3.25%, 7/29/08		80,000,000		80,000,000
Bank of Scotland (London)
3.55%, 4/24/08		500,000,000		500,000,000
Bank of Scotland PLC (London)
4.40%, 4/10/08		400,000,000		400,000,000
Bank of Tokyo-Mitsubishi Ltd. (Yankee)
4.28%—4.82%, 2/5/08—4/14/08		755,000,000		755,000,000
Barclays Bank PLC (Yankee)
3.05%—5.09%, 2/19/08—7/25/08		525,000,000		525,000,000
Canadian Imperial Bank of Commerce (Yankee)
3.27%—4.91%, 2/19/08—7/28/08		1,045,000,000		1,045,000,000
Credit Suisse (Yankee)
4.44%, 7/3/08		400,000,000		400,000,000
DEPFA BANK PLC (Yankee)
3.04%—4.86%, 2/4/08—5/5/08		475,000,000 a		475,000,000
HSBC USA Inc. (London)
3.10%—3.11%, 7/31/08		500,000,000		500,000,000
Mizuho Corporate Bank (Yankee)
3.23%, 4/29/08—4/30/08		125,000,000		125,000,000
Natixis (Yankee)
4.53%—4.78%, 3/6/08—4/8/08		491,000,000		491,000,000
Skandinaviska Enskilda Banken AB (Yankee)
5.03%, 2/25/08		70,000,000		70,000,000
Societe Generale (London)
4.53%—4.82%, 2/5/08—7/7/08		300,000,000		300,000,000
Swedbank (ForeningsSparbanken AB) (Yankee)
5.12%, 4/7/08		250,000,000		250,000,000
UBS AG (Yankee)
4.42%—5.50%, 3/12/08—7/3/08		620,000,000		620,000,000
UniCredito Italiano Bank PLC (Yankee)
4.58%, 7/7/08		250,000,000 a		250,005,325
UniCredito Italiano SpA (London) (Yankee)
3.75%—5.14%, 2/19/08—7/17/08		530,000,000		530,011,456
Wachovia Bank, N.A.
4.80%—4.90%, 4/30/08—5/23/08		275,000,000		275,000,000
Westpac Banking Corp. (Yankee)
3.55%, 4/23/08		150,000,000		150,000,000
Total Negotiable Bank Certificates of Deposit
(cost $9,222,199,314)				9,222,199,314

The Funds 9

---

STATEMENT OF INVESTMENTS (continued)

		Principal
Dreyfus Cash Management (continued)		Amount ($)		Value ($)
Commercial Paper—39.0%
Allied Irish Banks PLC
5.06%, 2/20/08		100,000,000		99,737,694
Alpine Securitization Corp.
5.21%, 2/6/08		350,000,000 a		349,749,653
Barclays U.S. Funding Corp.
5.16%, 4/4/08		100,000,000		99,119,750
Bryant Park Funding LLC
5.27%, 2/22/08		74,347,000 a		74,121,481
Caisse des Depots et Consignations
4.78%, 3/5/08		200,000,000		199,138,333
Cancara Asset Securitisation Ltd.
3.26%—5.60%, 2/7/08—5/1/08		970,000,000 a		964,203,692
Chariot Funding LLC
4.55%, 4/7/08		75,912,000 a		75,285,726
CHARTA LLC
3.36%—4.53%, 3/27/08—4/23/08		250,000,000 a		248,177,806
CIESCO LLC
4.37%, 4/4/08		100,000,000 a		99,244,000
Citigroup Funding Inc.
4.90%—5.57%, 2/1/08—3/7/08		650,000,000		648,349,319
Commerzbank U.S. Finance Inc.
5.13%—5.14%, 2/15/08—2/22/08		800,000,000		797,940,250
CRC Funding LLC
3.36%—5.29%, 2/19/08—4/23/08		350,000,000 a		348,340,250
DEPFA BANK PLC (Yankee)
3.06%, 4/24/08		126,200,000 a		125,315,478
DnB NOR Bank ASA
4.52%, 7/2/08		300,000,000		294,401,333
Fairway Finance Company LLC
5.50%, 2/22/08		100,000,000 a		99,683,250
Falcon Asset Securitization Corp.
3.06%, 4/18/08		101,229,000 a		100,570,787
FCAR Owner Trust, Ser. I
3.17%—4.54%, 7/2/08—7/15/08		325,000,000		319,463,167
Gemini Securitization Corp., LLC
4.32%, 4/11/08		50,559,000 a		50,139,220
General Electric Capital Corp.
3.02%, 2/4/08		500,000,000		499,874,166
HVB U.S. Finance Inc.
3.93%, 4/10/08		42,980,000 a		42,658,725
JPMorgan Chase & Co.
5.15%, 2/4/08		200,000,000		199,915,667
Lehman Brothers Holdings Inc.
4.35%, 5/16/08		100,000,000		98,750,208
Morgan Stanley
5.10%—5.20%, 3/28/08—6/3/08		100,000,000		98,756,160
Old Line Funding LLC
5.27%—5.39%, 2/20/08—2/27/08		174,752,000 a		174,165,007

10

---

		Principal
Dreyfus Cash Management (continued)		Amount ($)		Value ($)
Commercial Paper (continued)
Picaros Funding LLC
4.43%, 3/7/08		200,000,000 a		199,144,444
Regency Markets No. 1 LLC
5.05%, 2/15/08		80,825,000 a		80,668,155
Royal Bank of Scotland Group PLC
4.56%, 7/3/08		260,000,000		255,071,700
Santander Central Hispano Finance (Delaware) Inc.
5.51%, 3/14/08		202,000,000		200,736,827
Scaldis Capital Ltd.
3.07%—5.60%, 2/8/08—5/6/08		1,175,000,000 a		1,170,119,490
Societe Generale N.A. Inc.
3.90%, 4/22/08		350,000,000		346,960,250
Solitaire Funding Ltd.
4.37%—4.59%, 4/7/08—4/16/08		600,000,000 a		594,910,306
Thunder Bay Funding LLC
5.00%, 2/13/08		100,000,000 a		99,835,333
Total Commercial Paper
(cost $9,054,547,627)				9,054,547,627
Corporate Notes—4.7%
Cullinan Finance Ltd.
3.07%, 4/22/08—5/15/08		300,000,000 a,b		299,991,829
Fifth Third Bancorp
3.91%, 2/26/08		200,000,000 b		200,000,000
General Electric Capital Corp.
3.79%, 2/26/08		100,000,000 b		100,000,000
Morgan Stanley
4.73%, 2/5/08		250,000,000 b		250,000,000
Wachovia Bank, N.A.
3.98%, 2/27/08		250,000,000 b		250,000,000
Total Corporate Notes
(cost $1,099,991,829)				1,099,991,829
Promissory Notes—1.8%
Goldman Sachs Group Inc.
5.07%—5.20%, 4/1/08—6/17/08
(cost $410,000,000)		410,000,000 c		410,000,000
Time Deposits—1.6%
Abbey National Treasury Services PLC (Grand Cayman)
3.25%, 2/1/08		300,000,000		300,000,000
Key Bank U.S.A., N.A. (Grand Cayman)
3.38%, 2/1/08		82,000,000		82,000,000
Total Time Deposits
(cost $382,000,000)				382,000,000

The Funds 11

---

STATEMENT OF INVESTMENTS (continued)

		Principal
Dreyfus Cash Management (continued)		Amount ($)		Value ($)
Repurchase Agreements—16.1%
Banc of America Securities LLC
3.28%, dated 1/31/08, due 2/1/08 in the amount of
$480,043,667 (fully collateralized by $590,347,610
Corporate Bonds, 4.25%-12.86%, due 4/1/08-7/1/32,
value $504,000,000)		480,000,000		480,000,000
Barclays Financial LLC
3.23%, dated 1/31/08, due 2/1/08 in the amount of $300,026,875
(fully collateralized by $310,424,250 Corporate Bonds, 3.875%-7.95%,
due 3/1/10-2/1/35, value $309,000,001)		300,000,000		300,000,000
Bear Stearns Cos. Inc.
3.23%, dated 1/31/08, due 2/1/08 in the amount of $300,026,917
(fully collateralized by $518,377,359 Corporate Bonds, .06%-7.86%,
due 3/18/11-11/7/47, value $309,001,306)		300,000,000		300,000,000
Credit Suisse (USA) Inc.
3.28%, dated 1/31/08, due 2/1/08 in the amount of
$210,019,104 (fully collateralized by $213,610,000
Federal Home Loan Mortgage Corp., Participation
Certificates, 5.50%, due 10/1/37, value $214,204,362)		210,000,000		210,000,000
Deutsche Bank Securities
3.25%, dated 1/31/08, due 2/1/08 in the amount of
$577,052,010 (fully collateralized by $532,549,968
Corporate Bonds, .304%-6.154%, due 9/15/21-2/15/51,
value $452,232,007 and $159,136,519 Federal Home Loan
Mortgage Corp., Participation Certificates, 5.786%,
due 10/25/47, value $140,698,595)		577,000,000		577,000,000
Greenwich Capital Markets
3.23%, dated 1/31/08, due 2/1/08 in the amount of
$88,007,883 (fully collateralized by $67,566,711
Corporate Bonds, 0%-7.869%, due 2/2/17-8/19/46, value
$5,771,426, $41,953,000 Federal Home Loan Mortgage
Corp., Participation Certificates, 7.716%, due
3/25/36, value $32,573,976, and $68,247,880 Federal
National Mortgage Association, 0%-7.407%, due
12/25/31-1/17/40, value $51,792,900)		88,000,000		88,000,000
HSBC USA Inc.
3.23%, dated 1/31/08, due 2/1/08 in the amount of
$40,003,583 (fully collateralized by $39,666,980
Corporate Bonds, 6.135%-8.125%, due 1/16/13-1/20/37,
value $40,348,314 and $2,218,000 Federal National
Mortgage Association, Strips, due 8/12/15-2/1/18,
value $1,555,250)		40,000,000		40,000,000
J.P. Morgan Chase & Co.
3.25%, dated 1/31/08, due 2/1/08 in the amount of
$200,018,028 (fully collateralized by $243,766,666
Corporate Bonds, 0%-8.25%, due 7/11/08-6/25/37, value
$205,901,371)		200,000,000		200,000,000
Lehman Brothers Inc.
3.28%, dated 1/31/08, due 2/1/08 in the amount of
$80,007,278 (fully collateralized by $83,540,000
Corporate Bonds, 4.60%-9.875%, due 11/9/09-12/16/50,
value $82,399,321)		80,000,000		80,000,000

12

---

		Principal
Dreyfus Cash Management (continued)		Amount ($)		Value ($)
Repurchase Agreements (continued)
Merrill Lynch & Co. Inc.
3.28%, dated 1/31/08, due 2/1/08 in the amount of
$508,046,214 (fully collateralized by $555,794,027
Corporate Bonds, 4.625%-12%, due 2/1/08-2/15/37,
value $533,404,700)		508,000,000		508,000,000
Morgan Stanley
3.28%, dated 1/31/08, due 2/1/08 in the amount of
$600,054,583 (fully collateralized by $2,633,205,761
Corporate Bonds, 0%-15.369%, due 10/15/11-11/12/51,
value $621,161,931)		600,000,000		600,000,000
UBS Securities LLC
3.23%, dated 1/31/08, due 2/1/08 in the amount of
$350,031,354 (fully collateralized by $342,537,000
Corporate Bonds, 1.50%-11.375%, due 2/15/08-2/1/38,
value $360,687,901)		350,000,000		350,000,000
Total Repurchase Agreements
(cost $3,733,000,000)				3,733,000,000
Total Investments (cost $23,901,738,770)		102.9%		23,901,738,770
Liabilities, Less Cash and Receivables		(2.9%)		(677,166,711)
Net Assets		100.0%		23,224,572,059

a 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 January 31, 2008, these securities amounted to $5,921,329,957 or 25.5% of net assets.

b Variable rate security—interest rate subject to periodic change.

c These notes were acquired for investment, and not with the intent to distribute or sell. Securities restricted as to public resale.These securiies were acquired from 9/21/07 to 10/2/07 at

a cost of $410,000,000. At January 31, 2008, the aggregate value of these securiies were $410,000,000 representing 1.8% of net assets and are valued at cost.

Portfolio Summary (Unaudited) †
		Value (%)				Value (%)
Banking		64.9		Asset-Backed/Single Seller		1.4
Repurchase Agreements		16.1		Asset-Backed/Structured Investment Vehicles		1.3
Asset-Backed/Multi-Seller Programs		12.6		Asset-Backed/Certificates		.3
Brokerage Firms		3.7
Finance		2.6				102.9

† Based on net assets.

See notes to financial statements.

The Funds 13

---

STATEMENT OF INVESTMENTS

January 31, 2008

		Principal
Dreyfus Cash Management Plus, Inc.		Amount ($)		Value ($)
Negotiable Bank Certificates of Deposit—51.1%
Banca Monte dei Paschi di Siena SpA (London)
4.88%—5.10%, 2/6/08—2/22/08		350,000,000		350,000,997
Bank of Montreal (Yankee)
3.00%—3.10%, 7/22/08—7/31/08		350,000,000		350,333,800
Bank of Scotland (London)
4.84%, 4/8/08		150,000,000		150,000,000
Bank of Scotland PLC (London)
4.40%, 4/10/08		300,000,000		300,000,000
Bank of the West (Yankee)
3.28%, 7/28/08		500,000,000		500,000,000
Bank of Tokyo-Mitsubishi Ltd. (Yankee)
4.77%—4.82%, 2/5/08—5/8/08		530,000,000		530,000,000
Barclays Bank PLC (Yankee)
3.05%—5.08%, 3/19/08—7/25/08		675,000,000		675,051,239
Canadian Imperial Bank of Commerce (Yankee)
4.84%—4.91%, 2/8/08—2/19/08		800,000,000		800,000,000
Comerica Inc.
3.62%—4.48%, 4/8/08—10/22/08		245,000,000		245,000,000
Credit Agricole (London)
3.11%, 7/1/08		272,000,000		272,000,000
Credit Suisse (Yankee)
4.44%, 7/3/08		300,000,000		300,000,000
DEPFA BANK PLC (Yankee)
3.65%, 4/24/08		300,000,000 a		300,000,000
Natixis (Yankee)
4.78%—5.19%, 2/15/08—3/6/08		750,000,000		750,000,000
Nordea Bank Finland PLC (Yankee)
3.61%, 10/17/08		450,000,000		453,678,958
Santander Central Hispano Finance (Delaware) Inc. (London)
3.05%, 6/23/08—6/25/08		248,000,000		248,411,865
Societe Generale (London)
3.72%—4.82%, 2/5/08—7/18/08		550,000,000		550,000,000
Swedbank (ForeningsSparbanken AB) (Yankee)
5.12%, 4/7/08		200,000,000		200,000,000
UBS AG (Yankee)
3.22%—5.50%, 3/12/08—7/3/08		500,000,000		501,492,741
UniCredito Italiano SpA (London)
4.11%, 7/14/08		150,000,000		150,000,000
Total Negotiable Bank Certificates of Deposit
(cost $7,625,969,600)				7,625,969,600
Commercial Paper—37.2%
ASB Finance Ltd.
4.80%—4.95%, 2/4/08—6/5/08		250,000,000 a		247,052,333
Atlantis One Funding Corp.
4.81%, 2/4/08		50,000,000 a		49,980,208

14

---

		Principal
Dreyfus Cash Management Plus, Inc. (continued)		Amount ($)		Value ($)
Commercial Paper (continued)
Bank of Ireland
3.00%, 7/24/08		55,000,000 a		54,213,133
BNP Paribas Finance Inc.
3.66%, 7/18/08		100,000,000		98,323,267
CAFCO LLC
4.93%, 2/14/08		250,000,000 a		249,561,250
Cancara Asset Securitisation Ltd.
3.30%—4.85%, 2/19/08—7/11/08		365,000,000 a		362,246,783
CIESCO LLC
3.36%—4.92%, 2/6/08—4/23/08		500,000,000 a		498,280,500
Citigroup Funding Inc.
4.90%—5.57%, 2/19/08—3/7/08		700,000,000		697,621,111
Dexia Delaware LLC
4.91%, 2/15/08		200,000,000		199,622,778
Fairway Finance Company LLC
5.50%, 2/22/08		100,000,000 a		99,683,250
FCAR Owner Trust, Ser. I
3.79%—4.54%, 7/3/08—7/11/08		255,000,000		250,310,983
Gotham Funding Corp.
4.86%, 2/8/08		138,211,000 a		138,082,003
JPMorgan Chase & Co.
5.04%—5.15%, 2/4/08—4/1/08		600,000,000		598,513,417
Lehman Brothers Holdings Inc.
4.17%—4.22%, 6/13/08—7/14/08		300,000,000		294,917,750
Morgan Stanley
5.20%, 3/28/08		50,000,000		49,606,056
Regency Markets No. 1 LLC
5.05%, 2/15/08		100,000,000 a		99,805,945
Royal Bank of Scotland Group PLC
3.77%—4.56%, 7/3/08—7/17/08		300,000,000		294,492,611
Santander Central Hispano Finance (Delaware) Inc.
5.51%, 3/14/08		200,000,000		198,749,333
Scaldis Capital Ltd.
4.40%—5.00%, 2/15/08—4/8/08		354,150,000 a		351,904,027
Societe Generale N.A. Inc.
3.72%, 7/18/08		150,000,000		147,445,000
Solitaire Funding Ltd.
4.42%, 4/16/08		150,000,000 a		148,634,375
UBS Finance Delaware LLC
3.00%, 7/22/08		200,230,000		197,403,086
Unicredit Delaware Inc.
3.19%, 7/14/08		28,250,000		27,845,900
Yorktown Capital, LLC
4.38%, 4/11/08		203,148,000 a		201,437,607
Total Commercial Paper
(cost $5,555,732,706)				5,555,732,706

The Funds 15

---

STATEMENT OF INVESTMENTS (continued)

		Principal
Dreyfus Cash Management Plus, Inc. (continued)		Amount ($)		Value ($)
Corporate Notes—4.3%
Cullinan Finance Ltd.
3.07%, 5/15/08		450,000,000 a,b		449,987,293
General Electric Capital Corp.
3.79%, 2/26/08		100,000,000 b		100,000,000
Lehman Brothers Holdings Inc.
4.12%, 2/23/08		97,200,000 b		97,200,000
Total Corporate Notes
(cost $647,187,293)				647,187,293
Promissory Notes—6.1%
Goldman Sachs Group Inc.
3.26%—5.20%, 2/1/08—6/17/08		655,000,000 c		655,000,000
Merrill Lynch & Co. Inc.
4.34%, 2/13/08		250,000,000 c		250,000,000
Total Promissory Notes
(cost $905,000,000)				905,000,000
Time Deposit—.8%
Key Bank U.S.A., N.A. (Grand Cayman)
3.38%, 2/1/08
(cost $114,000,000)		114,000,000		114,000,000
Repurchase Agreement—.3%
Morgan Stanley
3.28%, dated 1/31/08, due 2/1/08 in the amount of $50,004,549
(fully collateralized by $72,892,771 Corporate Bonds,
6.131%-15.374%, due 10/1/10-4/25/36, value $57,046,324)
(cost $50,000,000)		50,000,000		50,000,000
Total Investments (cost $14,897,889,599)		99.8%		14,897,889,599
Cash and Receivables (Net)		.2%		29,123,596
Net Assets		100.0%		14,927,013,195

a 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 January 31, 2008, these securities amounted to $3,250,868,707 or 21.8% of net assets.

b Variable rate security—interest rate subject to periodic change.

c These notes were acquired for investment, and not with the intent to distribute or sell. Securities restricted as to public resale.These securities were acquired from 5/15/06 to 10/2/07 at

a cost of $905,000,000. At January 31, 2008, the aggregate value of these securities was $905,000,000 representing 6.1% of net assets and are valued at cost.

Portfolio Summary (Unaudited) †
		Value (%)				Value (%)
Banking		73.0		Asset-Backed/Single Seller		1.7
Asset-Backed/Multi-Seller Programs		12.1		Finance		.7
Brokerage Firms		9.0		Repurchase Agreement		.3
Asset-Backed/Structured Investment Vehicles		3.0				99.8

† Based on net assets.

See notes to financial statements.

16

---

STATEMENT OF INVESTMENTS

January 31, 2008

		Annualized
		Yield on
		Date of		Principal
Dreyfus Government Cash Management		Purchase (%)		Amount ($)		Value ($)
U.S. Government Agencies—82.7%
Federal Farm Credit Bank:
2/15/08		4.06		277,000,000 a		277,000,000
4/11/08		2.99		350,000,000 a		349,980,481
5/13/08		2.98		125,000,000 a		124,993,215
7/15/08		4.26		40,115,000		39,941,950
9/22/08		3.08		410,000,000 a		410,006,684
11/17/08		2.95		75,000,000 a		75,000,000
1/14/09		3.08		77,000,000 a		76,992,639
7/23/09		3.06		375,000,000 a		375,000,000
9/15/09		3.05		320,000,000 a		319,975,054
Federal Home Loan Bank System:
2/1/08		2.00		2,000,000,000		2,000,000,000
2/1/08		4.37		118,350,000		118,350,000
2/6/08		4.51		62,500,000		62,461,372
2/15/08		4.50		118,000,000		117,796,253
2/22/08		4.50		258,975,000		258,305,170
3/19/08		4.53		133,239,000		132,468,397
3/24/08		4.46		152,061,000		151,100,070
3/25/08		4.52		47,020,000		46,714,030
3/26/08		4.51		220,000,000		218,544,700
4/7/08		4.60		100,000,000		99,175,000
4/15/08		4.32		249,465,000		249,475,931
6/11/08		4.22		37,843,000		37,272,895
6/13/08		4.23		469,669,000		462,485,413
6/18/08		4.23		299,750,000		294,992,968
7/7/08		3.93		95,825,000		94,216,072
7/16/08		3.42		353,266,000		347,792,732
7/16/08		4.13		350,000,000		351,157,058
8/8/08		4.04		50,000,000		50,216,956
8/13/08		4.59		186,000,000		186,240,560
8/22/08		4.50		42,000,000		41,831,104
Federal Home Loan Mortgage Corp.:
2/21/08		4.55		22,310,000		22,309,070
6/13/08		3.88		50,000,000		49,294,361
8/4/08		4.30		37,061,000		37,050,174
8/15/08		4.60		48,855,000		48,824,221
Federal National Mortgage Association:
2/28/08		4.50		20,000,000		19,933,550
3/19/08		4.32		400,000,000		397,767,500
4/30/08		4.21		775,000,000		767,067,875
5/2/08		4.20		300,000,000		296,868,083
6/15/08		4.16		46,057,000		45,762,955
7/2/08		3.92		124,527,000		122,502,744

The Funds 17

---

STATEMENT OF INVESTMENTS (continued)

		Annualized
		Yield on
		Date of		Principal
Dreyfus Government Cash Management (continued)		Purchase (%)		Amount ($)		Value ($)
U.S. Government Agencies (continued)
Federal National Mortgage Association (continued):
7/15/08		4.26		38,387,000		38,304,329
7/16/08		3.42		125,754,000		123,805,651
7/25/08		3.90		750,000,000		736,072,917
Total U.S. Government Agencies
(cost $10,075,050,134)						10,075,050,134
Repurchase Agreements—17.4%
Banc of America Securities LLC
dated 1/31/08, due 2/1/08 in the amount of $500,041,389
(fully collateralized by $365,911,520 Federal Home Loan Mortgage
Corp., 0%-9.30%, due 6/15/21-12/15/37, value $146,329,105,
$573,591,642 Federal National Mortgage Association, 0%-26.13%,
due 1/25/13-5/25/37, value $175,241,391 and $321,489,671
Government National Mortgage Association, 0%-26.90%,
due 5/15/22-3/16/49, value $188,429,505)		2.98		500,000,000		500,000,000
Bear Stearns Cos. Inc.
dated 1/31/08, due 2/1/08 in the amount of $130,010,725
(fully collateralized by $1,085,210,761 Federal Home Loan Mortgage
Corp., 0%-29.31%, due 4/15/11-11/15/37, value $121,126,274 and
$603,796,343 Government National Mortgage Association, 2.47%-7.50%,
due 4/16/19-9/16/37, value $11,473,744)		2.97		130,000,000		130,000,000
Credit Suisse (USA) Inc.
dated 1/31/08, due 2/1/08 in the amount of $380,031,139
(fully collateralized by $444,878,363 Federal National Mortgage
Association, 0%-5.75%, due 1/1/23-9/25/36, value $364,916,547
and $117,837,405 Government National Mortgage Association,
0%-9.14%, due 10/20/27-1/20/38, value $22,685,689)		2.95		380,000,000		380,000,000
Deutsche Bank Securities
dated 1/31/08, due 2/1/08 in the amount of $500,041,667
(fully collateralized by $548,293,524 Federal Home Loan Mortgage
Corp., 4%-7%, due 11/1/18-12/1/37, value $464,965,171, $49,611,436
Federal National Mortgage Association, 5.05%-6.13%, due 9/1/35-8/1/36,
value $40,033,803 and $5,919,099 Government National Mortgage
Association, 5.50%-7%, due 5/15/36-6/15/37, value $5,001,026)		3.00		500,000,000		500,000,000
Goldman, Sachs & Co.
dated 1/31/08, due 2/1/08 in the amount of $219,017,033
(fully collateralized by $30,000,000 Federal Agricultural Mortgage
Corp,. 5%, due 10/3/09, value $31,586,967, $145,140,000 Federal
Home Loan Bank, 3.875%-5.10%, due 6/13/08-10/13/11, value
$150,353,339, $15,262,000 Federal Home Loan Mortgage Corp.,
5.25%, due 5/21/09, value $15,923,353 and $23,923,000 Federal
National Mortgage Association, 5.125%, due 1/2/14, value $25,516,953)		2.80		219,000,000		219,000,000

18

---

		Annualized
		Yield on
		Date of		Principal
Dreyfus Government Cash Management (continued)		Purchase (%)		Amount ($)		Value ($)
Repurchase Agreements (continued)
Merrill Lynch & Co. Inc.
dated 1/31/08, due 2/1/08 in the amount of $259,021,224
(fully collateralized by $599,724,892 Federal Home Loan Mortgage
Association Corp., 2.11%-9.92%, due 4/15/25-11/15/37,
value $69,466,502, $30,425,000 Federal National Mortgage
Association, 7.25%-12%, due 7/25/23-7/25/36, value $20,672,896
and $339,361,520 Government National Mortgage Association,
2.37%-11.34%, due 8/15/35-6/16/37, value $174,041,526)		2.95		259,000,000		259,000,000
UBS Securities LLC
dated 1/31/08, due 2/1/08 in the amount of $131,010,553
(fully collateralized by $136,115,300 Federal National Mortgage
Association, 4.50%-6.75%, due 9/25/27-6/25/47, value $133,623,107)		2.90		131,000,000		131,000,000
Total Repurchase Agreements
(cost $2,119,000,000)						2,119,000,000
Total Investments (cost $12,194,050,134)				100.1%		12,194,050,134
Liabilities, Less Cash and Receivables				(.1%)		(12,510,646)
Net Assets				100.0%		12,181,539,488

^a Variable rate security—interest rate subject to periodic change.

Portfolio Summary (Unaudited) †
		Value (%)				Value (%)
Federal Home Loan Bank System		43.7		Federal Farm Credit Bank		16.8
Federal National Mortgage Association		20.9		Federal Home Loan Mortgage Corp		1.3
Repurchase Agreements		17.4				100.1

† Based on net assets.

See notes to financial statements.

The Funds 19

---

STATEMENT OF INVESTMENTS

January 31, 2008

		Annualized
		Yield on
		Date of		Principal
Dreyfus Government Prime Cash Management		Purchase (%)		Amount ($)		Value ($)
U.S. Government Agencies—99.9%
Federal Farm Credit Bank:
2/11/08		4.26		25,000,000		24,970,694
2/12/08		4.19		100,000,000 a		100,000,000
2/15/08		4.06		150,000,000 a		150,000,000
4/1/08		2.95		50,000,000 a		50,000,000
4/11/08		2.99		100,000,000 a		99,994,423
5/1/08		4.21		10,000,000		9,896,750
5/6/08		4.16		24,000,000		23,740,967
5/27/08		2.99		100,000,000 a		99,993,518
6/9/08		2.96		60,000,000 a		60,000,000
7/21/08		3.01		50,000,000 a		49,995,521
8/7/08		2.96		5,500,000 a		5,499,208
8/21/08		2.97		10,000,000 a		10,000,336
10/10/08		4.09		12,215,000		12,219,132
11/14/08		3.02		50,000,000 a		50,000,000
11/17/08		2.96		100,000,000 a		99,994,242
4/24/09		3.03		100,000,000 a		100,000,000
7/23/09		3.06		125,000,000 a		125,000,000
Federal Home Loan Bank System:
2/1/08		2.00		936,000,000		936,000,000
2/1/08		4.16		212,833,000		212,833,000
2/1/08		4.41		150,000,000		150,000,000
2/8/08		4.32		150,000,000		149,875,361
2/22/08		4.98		165,000,000		164,531,262
2/27/08		4.34		35,148,000		35,039,100
3/5/08		4.98		109,000,000		108,514,405
3/10/08		4.74		50,000,000		49,755,639
3/18/08		4.83		130,000,000 a		129,966,465
3/23/08		4.73		19,700,000 a		19,697,462
3/24/08		5.18		5,000,000		4,983,528
3/26/08		4.33		175,000,000		173,876,500
5/7/08		4.33		50,000,000		49,435,333
5/8/08		4.21		68,730,000		68,755,705
7/15/08		4.11		8,390,000		8,331,584
7/16/08		4.13		200,000,000		200,662,982

20

---

STATEMENT OF INVESTMENTS (continued)

		Annualized
		Yield on
		Date of		Principal
Dreyfus Government Prime Cash Management		Purchase (%)		Amount ($)		Value ($)
U.S. Government Agencies (continued)
Federal Home Loan Bank System (continued):
8/15/08		4.58		2,000,000		2,007,802
8/25/08		4.60		77,440,000		77,549,863
9/17/08		4.37		100,000,000		100,195,613
Tennessee Valley Authority
3/13/08		4.13		200,000,000		199,068,389
Total Investments (cost $3,912,384,784)				99.9%		3,912,384,784
Cash and Receivables (Net)				.1%		5,487,210
Net Assets				100.0%		3,917,871,994

^a Variable rate security—interest rate subject to periodic change.

Portfolio Summary (Unaudited) †
		Value (%)				Value (%)
Federal Home Loan Bank System		67.5		Tennessee Valley Authority		5.1
Federal Farm Credit Bank		27.3				99.9

† Based on net assets.

See notes to financial statements.

---

STATEMENT OF INVESTMENTS

January 31, 2008

		Annualized
		Yield on
		Date of		Principal
Dreyfus Treasury Cash Management		Purchase (%)		Amount ($)		Value ($)
Repurchase Agreements—100.2%
Banc of America Securities LLC
dated 1/31/08, due 2/1/08 in the amount of $700,030,139 (fully collateralized
by $226,322,000 Treasury Inflation Protected Securities, 2.625%-3.875%,
due 1/15/09-7/15/17, value $270,567,471 and $428,419,000 U.S. Treasury Notes,
3.625%-4.875%, due 11/15/08-10/31/09, value $443,433,255)		1.55		700,000,000		700,000,000
Banc of America Securities LLC
dated 1/31/08, due 2/1/08 in the amount of $1,791,124,375 (fully
collateralized by $2,183,317,421 Government National Mortgage Association,
4.90%-7%, due 9/20/24-2/15/50, value $1,826,820,001)		2.50		1,791,000,000		1,791,000,000
Barclays Financial LLC
dated 1/31/08, due 2/1/08 in the amount of $100,004,861 (fully
collateralized by $76,866,000 Treasury Inflation Protected Securities,
3.875%, due 1/15/09, value $102,001,038)		1.75		100,000,000		100,000,000
Barclays Financial LLC
dated 1/31/08, due 2/1/08 in the amount of $1,260,059,500 (fully collateralized
by $443,990,000 Treasury Inflation Protected Securities, 2%-3.875%, due
1/15/09-4/15/12, value $501,637,867, $156,462,000 U.S. Treasury Bonds,
8%, due 11/15/21, value $220,460,133, $544,676,000 U.S. Treasury Notes,
2.875%-5.625%, due 5/15/08-1/31/13, value $563,028,911 and
$80,170 U.S. Treasury Strips, due 8/15/11, value $73,090)		1.70		1,260,000,000		1,260,000,000
Bear Stearns Cos. Inc.
dated 1/31/08, due 2/1/08 in the amount of $1,000,046,944 (fully collateralized
by $486,449,000 Treasury Inflation Protected Securities, .875%-3.875%, due
4/15/10-4/15/29, value $586,263,245, $131,190,000 U.S. Treasury Bonds,
4.50%-8.75%, due 8/15/20-2/15/36, value $172,455,610 and $262,677,000
U.S. Treasury Notes, 3.125%-6%, due 5/15/08-9/30/11, value $268,351,326)		1.69		1,000,000,000		1,000,000,000
BNP Paribas
dated 1/31/08, due 2/1/08 in the amount of $150,007,292 (fully collateralized
by $124,949,000 U.S. Treasury Bonds, 6%, due 2/15/26, value $153,000,594)		1.75		150,000,000		150,000,000
Citigroup Global Markets Holdings Inc.
dated 1/31/08, due 2/1/08 in the amount of $200,006,667 (fully collateralized
by $27,169,000 U.S. Treasury Bonds, 8.75%, due 8/15/20, value $40,480,544,
$116,275,000 U.S. Treasury Notes, 3.25%-4.875%, due 11/15/08-12/31/09, value
$118,980,329 and $67,205,000 U.S. Treasury Strips, due 2/15/18, value $44,539,442)		1.20		200,000,000		200,000,000
Credit Suisse (USA) Inc.
dated 1/31/08, due 2/1/08 in the amount of $1,500,072,917 (fully collateralized
by $502,034,000 U.S. Treasury Bonds, 5.25%-6%, due 2/15/26-2/15/31, value
$571,359,609 and $880,927,000 U.S. Treasury Notes, 4.12%-5.12%,
due 8/31/12-8/15/17, value $958,648,821)		1.75		1,500,000,000		1,500,000,000
Credit Suisse (USA) Inc.
dated 1/31/08, due 2/1/08 in the amount of $1,501,104,236 (fully collateralized
by $1,374,705,962 Government National Mortgage Association, 5%-9%, due
6/15/09-11/15/43, value $766,023,008 and $838,542,781
U.S. Treasury Strips, due 2/15/08-2/15/18, value $765,001,441)		2.50		1,501,000,000		1,501,000,000
Deutsche Bank Securities
dated 1/31/08, due 2/1/08 in the amount of $2,688,130,667 (fully collateralized
by $744,892,000 Treasury Inflation Protected Securities, 2%-3.625%, due
1/15/16-4/15/28, value $856,560,714, $615,000 U.S. Treasury Bills, due 6/26/08,
value $609,502, $1,073,983,000 U.S. Treasury Bonds, 6%-13.25%, due 5/15/14-2/15/26,
value $1,481,309,333 and $372,321,000 U.S. Treasury Notes,
4.75%-6%, due 4/30/08-8/15/17, value $403,280,726)		1.75		2,688,000,000		2,688,000,000

22

---

		Annualized
		Yield on
		Date of		Principal
Dreyfus Treasury Cash Management (continued)		Purchase (%)		Amount ($)		Value ($)
Repurchase Agreements (continued)
Goldman, Sachs & Co.
dated 1/31/08, due 2/1/08 in the amount of $393,017,467 (fully collateralized
by $288,416,000 Treasury Inflation Protected Securities, 2.625%-3.875%,
due 7/15/17-4/15/29, value $400,860,580)		1.60		393,000,000		393,000,000
Greenwich Capital Markets
dated 1/31/08, due 2/1/08 in the amount of $640,031,111 (fully
collateralized by $620,013,000 U.S. Treasury Notes,
4.25%-4.625%, due 7/31/09-8/15/14, value $652,800,936)		1.75		640,000,000		640,000,000
HSBC USA Inc.
dated 1/31/08, due 2/1/08 in the amount of $800,038,889 (fully collateralized by
$1,498,668,774 U.S. Treasury Strips, due 11/15/19-2/15/24, value $816,002,101)		1.75		800,000,000		800,000,000
J.P. Morgan Chase & Co.
dated 1/31/08, due 2/1/08 in the amount of $200,015,000 (fully
collateralized by $475,616,539 Government National Mortgage
Association, 4.50%-8.50%, due 5/15/08-10/15/49, value $204,000,004)		2.70		200,000,000		200,000,000
Lehman Brothers Inc.
dated 1/31/08, due 2/1/08 in the amount of $1,176,053,900 (fully collateralized
by $1,205,065,000 U.S. Treasury Bills, due 3/13/08-7/10/08, value $1,199,524,051)		1.65		1,176,000,000		1,176,000,000
Merrill Lynch & Co. Inc.
dated 1/31/08, due 2/1/08 in the amount of $3,038,135,022 (fully
collateralized by $2,961,027,000 U.S. Treasury Notes, 4%-5%,
due 11/15/08-8/15/11, value $3,098,765,232)		1.60		3,038,000,000		3,038,000,000
UBS Securities LLC
dated 1/31/08, due 2/1/08 in the amount of $500,022,917 (fully collateralized
by $1,161,411,000 U.S. Treasury Strips, due 11/15/22-5/15/30, value $510,001,702)		1.65		500,000,000		500,000,000
Total Investments (cost $17,637,000,000)				100.2%		17,637,000,000
Liabilities, Less Cash and Receivables				(.2%)		(37,293,636)
Net Assets				100.0%		17,599,706,364
Portfolio Summary (Unaudited) †
Value (%)
Repurchase Agreements 100.2

† Based on net assets.

See notes to financial statements.

The Funds 23

---

STATEMENT OF INVESTMENTS

January 31, 2008

				Annualized
				Yield on
				Date of		Principal
Dreyfus Treasury Prime Cash Management				Purchase (%)		Amount ($)		Value ($)
U.S. Treasury Bills—93.8%
2/7/08				3.11		1,327,895,000		1,327,208,573
2/14/08				3.10		1,833,000,000		1,830,960,883
2/21/08				2.31		760,051,000		759,079,800
2/28/08				2.78		580,000,000		578,797,600
3/6/08				4.06		10,200,000		10,161,563
3/13/08				1.93		467,500,000		466,474,715
3/20/08				1.60		27,000,000		26,942,400
3/27/08				3.05		101,000,000		100,532,454
4/3/08				3.32		1,039,000,000		1,033,124,638
4/17/08				3.05		410,000,000		407,395,944
4/24/08				2.27		599,000,000		595,885,356
5/1/08				4.01		150,000,000		148,526,250
5/8/08				2.56		228,000,000		226,442,665
5/15/08				3.67		205,000,000		202,868,000
5/22/08				3.41		275,000,000		272,155,240
5/29/08				3.39		240,000,000		237,380,400
6/5/08				3.13		200,000,000		197,857,639
6/12/08				3.19		100,000,000		98,848,667
6/19/08				2.37		81,500,000		80,760,501
7/17/08				2.35		181,500,000		179,546,657
Total U.S. Treasury Bills
(cost $8,780,949,945)								8,780,949,945
U.S. Treasury Notes—6.2%
3/31/08				3.04		75,000,000		75,188,670
5/15/08				3.71		200,000,000		199,939,506
8/15/08				3.22		300,000,000		301,236,473
Total U.S. Treasury Notes
(cost $576,364,649)								576,364,649
Total Investments (cost $9,357,314,594)						100.0%		9,357,314,594
Cash and Receivables (Net)						.0%		2,024,393
Net Assets						100.0%		9,359,338,987
Portfolio Summary (Unaudited) †
		Value (%)						Value (%)
U.S. Treasury Bills		93.8		U.S. Treasury Notes				6.2
								100.0

† Based on net assets.

See notes to financial statements.

24

---

STATEMENT OF INVESTMENTS

January 31, 2008

		Coupon		Maturity		Principal
Dreyfus Municipal Cash Management Plus		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments—96.2%
Alabama—2.9%
Alabama Housing Finance Authority, SFMR (LOC; Bayerische Landesbank)		2.43		2/7/08		40,000,000   a				40,000,000
Evergreen Industrial Development Board, Industrial Revenue,
Refunding (Tenax Manufacturing Project) (LOC; San Paolo Bank)		2.20		2/7/08		2,200,000   a				2,200,000
Macon Trust Various Certificates (Spanish Fort Redevelopment
Authority—Spanish Fort Town Center) (Liquidity Facility;
Bank of America and LOC; Bank of America)		2.29		2/7/08		20,750,000   a,b				20,750,000
Scottsboro Industrial Development Board, IDR (Aluminum
One of Alabama, Inc. Project) (LOC; National City Bank)		2.37		2/7/08		6,800,000   a				6,800,000
Southeast Alabama Gas District, Supply Project Revenue
(Liquidity Facility; Societe Generale)		1.92		2/1/08		1,700,000   a				1,700,000
Stevenson Industrial Development Board, EIR (The Mead
Corporation Project) (LOC; JPMorgan Chase Bank)		2.22		2/7/08		3,400,000   a				3,400,000
Alaska—.3%
Alaska, International Airports System Revenue, Refunding
(Insured; MBIA and Liquidity Facility; Wachovia Bank)		2.56		2/7/08		7,150,000   a,b				7,150,000
Arizona—.6%
Arizona Health Facilities Authority, Revenue
(La Loma Village) (LOC; Citibank NA)		2.25		2/7/08		9,700,000   a				9,700,000
Maricopa County Industrial Development Authority,
MFHR (San Clemente Apartments Project)
(Insured; FNMA and Liquidity Facility; FNMA)		2.32		2/7/08		1,010,000   a				1,010,000
Phoenix Civic Improvement Corporation, Airport Revenue (Merlots
Program) (Insured; FGIC and Liquidity Facility; Wachovia Bank)		2.56		2/7/08		4,580,000   a,b				4,580,000
Arkansas—.2%
Pulaski County Public Facilities Board, MFHR, Refunding (Markham
Oaks and Indian Hills Apartments Projects) (LOC; Regions Bank)		2.32		2/7/08		6,400,000   a				6,400,000
California—1.3%
FHLMC Multifamily Certificates, Revenue (Insured;
FHLMC and Liquidity Facility; FHLMC)		2.40		2/7/08		16,569,608   a,b				16,569,608
Puttable Floating Option Tax Exempt Receipts (San Jose
Redevelopment Agency, MFHR (101 San Fernando Apartments))
(Liquidity Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		5.30		2/7/08		15,995,000   a,b				15,995,000
Colorado—1.9%
Colorado Educational and Cultural Facilities Authority, Revenue
(Capital Christian School Project) (LOC; Union Bank of California)		2.17		2/7/08		3,250,000   a				3,250,000
Colorado Educational and Cultural Facilities Authority, Revenue
(EOP Charlotte JW, LLC Project) (LOC; KBC Bank)		2.18		2/7/08		10,000,000   a				10,000,000
Colorado Housing and Finance Authority, EDR
(Monaco LLC Project) (LOC; JPMorgan Chase Bank)		2.35		2/7/08		2,940,000   a				2,940,000
Colorado Housing and Finance Authority, EDR
(Popiel Properties, LLC Project) (LOC; Wells Fargo Bank)		2.38		2/7/08		3,100,000   a				3,100,000
Colorado Housing and Finance Authority, EDR
(Wanco Inc. Project) (LOC; U.S. Bank NA)		2.30		2/7/08		3,035,000   a				3,035,000
Denver City and County, Airport System Revenue
(Insured; CIFG and Liquidity Facility; Morgan Stanley Bank)		4.50		2/7/08		4,700,000   a				4,700,000
Erie, COP (LOC; Key Bank)		2.22		2/7/08		4,165,000   a				4,165,000

The Funds 25

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Colorado (continued)
Morgan Keegan Municipal Products Inc. Trust
(City and County of Denver) (Liquidity Facility; Lloyds
TSB Bank PLC and LOC; Natixis Commercial Paper Corporation)		2.34		2/7/08		14,400,000   a,b				14,400,000
Southglenn Metropolitan District, Special Revenue (LOC; BNP Paribas)		2.25		2/7/08		2,600,000   a				2,600,000
Connecticut—.7%
Connecticut Health and Educational Facilities
Authority, Revenue (Yale University Issue)		1.50		2/1/08		1,400,000   a				1,400,000
Connecticut Health and Educational Facilities
Authority, Revenue (Yale University Issue)		1.60		2/1/08		7,500,000   a				7,500,000
New Haven, GO Notes, BAN		4.00		3/26/08		5,000,000				5,001,650
South Central Connecticut Regional Water Authority,
Water System Revenue, BAN		3.38		4/8/08		3,280,000				3,283,136
Delaware—.1%
Delaware Economic Development Authority, Revenue (Saint
Anne’s Episcopal School Project) (LOC; Wilmington Trust Co.)		2.24		2/7/08		3,800,000   a				3,800,000
District of Columbia—3.2%
Anacostia Waterfront Corporation, PILOT Revenue (Merlots Program)
(Liquidity Facility; Wachovia Bank and LOC; Wachovia Bank)		2.24		2/7/08		30,000,000   a,b				30,000,000
District of Columbia, CP (National Academy of Science)
(Insured; AMBAC and Liquidity Facility; Bank of America)		2.90		3/6/08		14,000,000				14,000,000
District of Columbia, Revenue, Refunding
(American Association of Homes and Services
for the Aging, Inc. Issue) (LOC; Unicredito Italiano SPA)		2.26		2/7/08		11,090,000   a				11,090,000
Metropolitan Washington DC Airport Authority, CP (LOC; Bank of America)		2.65		3/6/08		10,000,000				10,000,000
Metropolitan Washington DC Airport Authority, CP (LOC; Bank of America)		2.97		5/19/08		18,000,000				18,000,000
Florida—11.4%
Broward County, Sales Tax Revenue, CP
(Liquidity Facility; Dexia Credit Locale)		3.12		3/7/08		5,000,000				5,000,000
Broward County Housing Finance Authority, MFHR
(Cypress Grove Apartments Project) (Liquidity Facility;
American International Group Funding Inc.)		3.03		2/7/08		5,000,000   a				5,000,000
Florida, State Board of Education, Public Education Capital Outlay, GO Notes		4.00		6/1/08		1,000,000				1,005,524
Florida, State Board of Education, Public Education Capital Outlay, GO Notes		5.00		6/1/08		2,810,000				2,834,692
Florida, State Board of Education, Public Education Capital Outlay, GO Notes		5.00		6/1/08		1,000,000				1,008,787
Florida, State Board of Education, Public
Education Capital Outlay, GO Notes, Refunding		5.00		6/1/08		3,350,000				3,379,438
Florida, State Board of Education, Public
Education Capital Outlay, GO Notes, Refunding		5.00		6/1/08		1,800,000				1,815,817
Florida Housing Finance Agency, Housing Revenue
(Caribbean Key Apartments Project) (LOC; FNMA)		2.30		2/7/08		11,425,000   a				11,425,000
Greater Orlando Aviation Authority, Airport Facility Revenue
(FlightSafety International Inc. Project) (LOC; Berkshire Hathaway)		2.19		2/7/08		6,700,000   a				6,700,000
Gulf Breeze, Revenue (Local Government Loan Program)
(Insured; FGIC and Liquidity Facility; Dexia Credit Locale)		4.25		2/7/08		37,675,000   a				37,675,000
Jacksonville Electric Authority, Revenue, CP
(Liquidity Facility; JPMorgan Chase Bank)		3.41		2/14/08		12,000,000				12,000,000

26

---

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Florida (continued)
Jacksonville Health Facilities Authority, Health Facilities Revenue
(River Garden/Coves Project) (LOC; Wachovia Bank)		2.20		2/7/08		540,000   a				540,000
Jacksonville Health Facilities Authority, HR (Charity Obligated
Group—Baptist/Saint Vincent’s Health System, Inc.)
(Insured; MBIA and Liquidity Facility; Bank of America)		1.88		2/1/08		2,800,000   a				2,800,000
Jacksonville Port Authority, CP (LOC; JPMorgan Chase Bank)		2.80		3/12/08		15,000,000				15,000,000
Kissimmee Utility Authority, CP (Liquidity Facility; JPMorgan Chase Bank)		2.60		5/22/08		22,000,000				22,000,000
Lee Memorial Health System Board of Directors,
HR (Lee Memorial Health System)		2.06		2/7/08		12,700,000   a				12,700,000
Manatee County, PCR, Refunding (Florida Power and Light Company Project)		2.00		2/1/08		12,460,000   a				12,460,000
Martin County, PCR, Refunding (Florida Power and Light Company Project)		2.08		2/1/08		19,500,000   a				19,500,000
Miami-Dade County Industrial Development Authority,
IDR (Fine Art Lamps Project) (LOC; SunTrust Bank)		2.19		2/7/08		3,350,000   a				3,350,000
Miami-Dade County School District, Revenue Anticipation Renewal Notes		3.50		5/29/08		15,000,000				15,074,370
Orange County Housing Finance Authority, Homeowner Revenue
(Insured: FNMA and GNMA and Liquidity Facility; Lehman Liquidity LLC)		2.26		2/7/08		1,480,000   a,b				1,480,000
Orlando Utilities Commission, Water and Electric Revenue, Refunding		5.00		10/1/08		5,000,000				5,050,062
Palm Beach County, Revenue (Morse Obligation
Group) (LOC; Commerce Bank NA)		2.21		2/7/08		11,900,000   a				11,900,000
Putnam County Development Authority, PCR, Refunding
(Florida Power and Light Company Project)		2.00		2/1/08		2,080,000   a				2,080,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		3.45		2/12/08		7,362,000				7,362,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		3.05		2/14/08		20,000,000				20,000,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		2.58		6/11/08		12,000,000				12,000,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		2.63		6/11/08		6,000,000				6,000,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		2.65		6/11/08		22,000,000				22,000,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; SunTrust Bank)		2.70		5/9/08		2,461,000				2,461,000
Volusia County School District, GO Notes, TAN		4.00		9/17/08		16,000,000				16,054,159
Georgia—3.0%
Athens-Clarke County Residential Care Facilities
for the Elderly Authority, Revenue, Refunding
(Wesley Woods of Athens, Inc. Project) (LOC; SunTrust Bank)		2.17		2/7/08		1,000,000   a				1,000,000
Atlanta, Subordinate Lien Tax Allocation
(Atlantic Station Project) (LOC; Wachovia Bank)		2.15		2/7/08		4,000,000   a				4,000,000
Bainbridge and Decatur County Development Authority, IDR
(Rand Group Limited Project) (LOC; National City Bank)		2.37		2/7/08		9,335,000   a				9,335,000
Georgia Road and Thruway Authority, Federal Highway Reimbursement
Revenue, CP (Liquidity Facility; State Street Bank and Trust Co.)		2.75		3/4/08		12,000,000				12,000,000
Municipal Electric Authority of Georgia, CP (LOC; JPMorgan Chase Bank)		2.70		4/9/08		20,000,000				20,000,000
Municipal Electric Authority of Georgia, CP (LOC; JPMorgan Chase Bank)		2.65		5/8/08		9,800,000				9,800,000

The Funds 27

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Georgia (continued)
Private Colleges and Universities Authority, CP (Emory University Project)		3.55		3/6/08		10,000,000				10,000,000
RBC Municipal Products Inc. Trust (Dekalb County Housing Authority,
MFHR (North Hills Apartments Project)) (Liquidity Facility;
Royal Bank of Canada and LOC; Royal Bank of Canada)		2.93		2/7/08		11,595,000   a,b				11,595,000
Illinois—6.8%
Chicago, Collateralized SFMR		3.65		8/27/08		15,000,000				15,000,000
Chicago, Collateralized SFMR		3.58		10/7/08		3,000,000				3,000,000
Chicago, IDR (Victoria Limited LLC Project) (LOC; ABN-AMRO)		2.25		2/7/08		3,350,000   a				3,350,000
Chicago, Midway Airport Second Lien Revenue
(Insured; MBIA and Liquidity Facility; Commerzbank AG)		2.60		2/1/08		20,140,000   a				20,140,000
Illinois Educational Facilities Authority, Revenue, CP
(Field Museum of Natural History) (LOC; Bank of America)		3.45		4/8/08		8,000,000				8,000,000
Illinois Educational Facility Authority, Revenue, CP
(Pooled Finance Program) (LOC; Northern Trust Co.)		3.33		3/12/08		16,000,000				16,000,000
Illinois Finance Authority, Revenue (Fenwick High
School, Inc. Project) (LOC; JPMorgan Chase Bank)		2.23		2/7/08		7,835,000   a				7,835,000
Illinois Health Facilities Authority, Revenue (The
University of Chicago Hospitals and Health System)
(Insured; MBIA and Liquidity Facility; Bank One)		2.65		2/1/08		13,750,000   a				13,750,000
Illinois Toll Highway Authority, Toll Highway Senior Priority Revenue
(Insured; XLCA and Liquidity Facility; Dexia Credit Locale)		3.45		2/7/08		63,300,000   a				63,300,000
Puttable Floating Option Tax Exempt Receipts (Illinois Municipal
Electric Agency, Power Supply System Revenue) (Insured;
FGIC and Liquidity Facility; Merrill Lynch Capital Services)		3.50		2/7/08		16,095,000   a,b				16,095,000
Upper Illinois River Valley Development Authority, SWDR
(Exolon-ESK Company Project) (LOC; Bank of America)		2.24		2/7/08		8,405,000   a				8,405,000
Indiana—2.7%
Carmel, Waterworks Revenue, BAN		3.75		9/21/08		13,000,000				13,001,204
Elkhart County, EDR (Four Seasons
Manufacturing Project) (LOC; National City Bank)		2.37		2/7/08		3,725,000   a				3,725,000
Indiana Finance Authority, EDR (Beford Machine and
Tool, Inc., Metal Technologies, Inc. and Beford
Recycling, Inc. Project) (LOC; Fifth Third Bank)		2.82		2/7/08		7,000,000   a				7,000,000
Indiana Finance Authority, EDR (JRL Leasing, Inc. and
LaSarre Co., LLC Project) (LOC; National City Bank)		2.37		2/7/08		3,755,000   a				3,755,000
Indiana Health and Educational Facility Financing Authority, Revenue
(Ascension Health Senior Credit Group) (Liquidity Facility; Citigroup Inc.)		2.28		2/7/08		35,060,000   a,b				35,060,000
Indianapolis Local Public Improvement Bond Bank, Notes		2.95		1/8/09		5,000,000				5,000,000
Saint Joseph County, Health Care Facility Revenue (South Bend
Medical Foundation Project) (LOC; National City Bank)		2.31		2/7/08		2,600,000   a				2,600,000
Iowa—.6%
Iowa Finance Authority, SFMR (Mortgage-Backed Securities
Program) (Liquidity Facility; State Street Bank and Trust Co.)		2.08		2/7/08		4,500,000   a				4,500,000
Iowa School Corporation, TAN (Iowa School
Cash Anticipation Program) (Insured; FSA)		3.75		1/23/09		10,500,000				10,609,690

28

---

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Kansas—.4%
Junction City, GO Temporary Notes		5.00		6/1/08		6,000,000				6,019,219
Mission, MFHR, Refunding (The Falls Apartments Project) (Insured; FNMA)		2.86		2/7/08		3,350,000   a				3,350,000
Kentucky—3.5%
Jefferson County, Retirement Home Revenue (Nazareth Literary
and Benevolent Institution Project) (LOC; Fifth Third Bank)		2.82		2/7/08		9,500,000   a				9,500,000
Kenton County Airport Board, Special Facilities Revenue
(Airis Cincinnati LLC Project) (LOC; Deutsche Postbank)		2.50		2/7/08		31,800,000   a				31,800,000
Kentucky Asset/Liability Commission, General Fund
Revenue, CP (Liquidity Facility; Dexia Credit Locale)		3.45		2/6/08		16,700,000				16,700,000
Kentucky Asset/Liability Commission, General Fund
Revenue, CP (Liquidity Facility; Dexia Credit Locale)		3.40		2/13/08		12,500,000				12,500,000
Kentucky Economic Development Finance Authority,
Industrial Building Revenue (Republic
Services, Inc. Project) (LOC; Bank One)		2.27		2/7/08		6,100,000   a				6,100,000
Kentucky Rural Water Finance Corporation,
Public Projects Construction Notes		3.65		4/1/08		5,500,000				5,500,000
Kentucky Turnpike Authority, Economic Development Road
Revenue, Refunding (Revitalization Projects)		5.50		7/1/08		1,000,000				1,014,113
Kentucky Turnpike Authority, Economic Development Road
Revenue, Refunding (Revitalization Projects)		6.50		7/1/08		7,155,000				7,285,355
Public Energy Authority of Kentucky, Inc., Gas
Supply Revenue (Liquidity Facility; Societe Generale)		1.92		2/1/08		400,000   a				400,000
Louisiana—3.0%
Ascension Parish, Revenue (BASF Corporation Project)		2.07		2/1/08		8,300,000   a				8,300,000
Louisiana Public Facilities Authority, Revenue, Refunding
(Putters Program) (Tulane University of Louisiana Project)
(Insured; MBIA and Liquidity Facility; JPMorgan Chase Bank)		3.05		2/7/08		14,535,000   a,b				14,535,000
Morgan Keegan Municipal Products Inc. (East Baton Rouge Mortgage
Finance Authority, SFMR) (Insured; Transamerica Life and
Insurance and Liquidity Facility; Lloyds TSB Bank PLC)		2.34		2/7/08		22,000,000   a,b				22,000,000
Morgan Keegan Municipal Products Inc. (New Orleans
Finance Authority) (Liquidity Facility; Lloyds
TSB Bank PLC and LOC; Transamerica Life and Insurance)		2.34		2/7/08		25,000,000   a,b				25,000,000
Shreveport, Airport System Revenue, Refunding (Insured;
CIFG and Liquidity Facility; JPMorgan Chase Bank)		2.60		2/7/08		7,090,000   a				7,090,000
Maine—.4%
Maine Finance Authority, Revenue (Waynflete
School Issue) (LOC; JPMorgan Chase Bank)		2.18		2/7/08		11,090,000   a				11,090,000
Maryland—.8%
Anne Arundel County, EDR (Atlas Container
Corporation Project) (LOC; M&T Bank)		2.90		2/7/08		7,475,000   a				7,475,000
Baltimore County Revenue Authority, Golf
System Revenue (LOC; M&T Bank)		2.83		2/7/08		6,680,000   a				6,680,000
Maryland Economic Development Corporation, Revenue,
Refunding (United Cerebral Palsy Project) (LOC; M&T Bank)		2.90		2/7/08		2,054,500   a				2,054,500

The Funds 29

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Maryland (continued)
Maryland Health and Higher Educational Facilities Authority, Revenue
(Charles County Nursing Center) (Liquidity Facility; M&T Bank)		2.83		2/7/08		3,900,000   a				3,900,000
Massachusetts—1.7%
Macon Trust Various Certificates (Massachusetts Health
and Educational Facilities Authority—Harvard Vanguard
Medical Associates Issue) (Liquidity Facility;
Bank of America and LOC; Bank of America)		2.29		2/7/08		10,750,000   a,b				10,750,000
Massachusetts, CP (LOC; Bank of Nova Scotia)		3.34		3/5/08		25,000,000				25,000,000
Massachusetts Development Finance Agency, Multifamily Revenue
(Kennedy Lofts Project) (Liquidity Facility; Merrill Lynch
Capital Services and LOC; Merrill Lynch and Co. Inc.)		5.30		2/7/08		4,000,000   a,b				4,000,000
Massachusetts Development Finance Agency, RRR (Waste
Management, Inc. Project) (LOC; SunTrust Bank)		2.19		2/7/08		5,500,000   a				5,500,000
Michigan—3.3%
Eastern Michigan University Board of Regents, General Revenue,
Refunding (Insured; FGIC and Liquidity Facility; Dexia Credit Locale)		7.00		2/1/08		19,840,000   a				19,840,000
Michigan Hospital Finance Authority, HR (Chelsea
Community Hospital) (LOC; National City Bank)		2.19		2/7/08		3,620,000   a				3,620,000
Michigan Hospital Finance Authority, Revenue (Healthcare
Equipment Loan Program) (LOC; ABN-AMRO)		2.33		2/7/08		5,000,000   a				5,000,000
Michigan Hospital Finance Authority, Revenue (Healthcare
Equipment Loan Program) (LOC; Fifth Third Bank)		2.23		2/7/08		6,500,000   a				6,500,000
Michigan Housing Development Authority, SFMR		3.05		9/3/08		18,000,000				18,000,000
Michigan Housing Development Authority, SFMR
(Liquidity Facility; KBC Bank)		2.20		2/7/08		20,000,000   a				20,000,000
Michigan Strategic Fund, LOR (HME Inc. Project) (LOC; Fifth Third Bank)		2.89		2/7/08		1,860,000   a				1,860,000
Michigan Strategic Fund, LOR (Kaumagraph
Flint Corporation Project) (LOC; Bank One)		2.40		2/7/08		2,100,000   a				2,100,000
Oakland County Economic Development Corporation, LOR
(Michigan Seamless Tube LLC Project) (LOC; ABN-AMRO)		2.35		2/7/08		3,000,000   a				3,000,000
Pittsfield Township Economic Development Corporation, LOR,
Refunding (Arbor Project) (LOC; Comerica Bank)		2.25		2/7/08		4,625,000   a				4,625,000
Mississippi—.2%
Mississippi Business Finance Corporation, Gulf
Opportunity Zone IDR (Chevron U.S.A. Inc. Project)		2.15		2/7/08		5,000,000   a				5,000,000
Missouri—1.5%
Kansas City Municipal Assistance Corporation, Leasehold
Improvement Revenue, Refunding (Putters Program)
(H. Roe Bartle Convention Center, Music Hall and Municipal
Auditorium Parking Garage Projects) (Insured;
FGIC and Liquidity Facility; JPMorgan Chase Bank)		2.90		2/7/08		11,465,000   a,b				11,465,000
Missouri Development Finance Board, LR, CP (LOC; U.S. Bank NA)		2.87		2/19/08		18,645,000				18,645,000
Missouri Health and Educational Facilities Authority, School District
Advance Funding Program Notes (Webster Groves School District)		4.25		11/3/08		3,240,000				3,257,633
Missouri Public Utilities Commission, Revenue (Interim Construction Notes)		4.75		9/1/08		5,000,000				5,026,767

30

---

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Montana—.1%
Puttable Floating Option Tax Exempt Receipts (Montana Facility
Finance Authority, HR (Benefis Healthcare System)) (Insured;
Assured Guaranty and Liquidity Facility; Merrill Lynch Capital Services)		2.42		2/7/08		2,960,000   a,b				2,960,000
Nebraska—1.0%
Nebraska Educational Finance Authority, Revenue
(Creighton University Project) (Insured;
FGIC and Liquidity Facility; JPMorgan Chase Bank)		4.50		2/1/08		13,000,000   a				13,000,000
Nebraska Public Power District, General Revenue (Insured; FGIC)		5.00		1/1/09		3,475,000				3,529,099
Omaha Public Power District, Electric Revenue, CP
(Liquidity Facility; JPMorgan Chase Bank)		2.90		3/6/08		9,000,000				9,000,000
New Hampshire—2.0%
New Hamphire Business Finance Authority, IDR (The Keeney
Manufacturing Company Project) (LOC; Bank of America)		2.32		2/7/08		2,880,000   a				2,880,000
New Hampshire Business Finance Authority, Revenue
(Littleton Regional Hospital Issue) (LOC; TD Banknorth)		2.25		2/7/08		18,000,000   a				18,000,000
New Hampshire Business Finance Authority, Water
Facility Revenue (Pennichuck Water Works, Inc. Project)
(Insured; AMBAC and Liquidity Facility; FHLB)		3.55		5/1/08		16,360,000				16,360,431
New Hampshire Health and Education Facilities Authority,
Revenue (Kimball Union Academy) (LOC; RBS Citizens NA)		2.18		2/7/08		5,000,000   a				5,000,000
New Hampshire Higher Educational and Health Facilities Authority,
Revenue (Hunt Community Issue) (LOC; Bank of America)		2.23		2/7/08		8,790,000   a				8,790,000
New Mexico—.6%
Dona Ana County, IDR (Foamex Products Inc. Project)
(LOC; Bank of Nova Scotia)		2.16		2/7/08		5,900,000   a				5,900,000
Farmington, PCR, Refunding (Arizona Public Service
Company Four Corners Project) (LOC; Bank of America)		1.88		2/1/08		10,000,000   a				10,000,000
New York—5.3%
Metropolitan Transportation Authority, Dedicated Tax Fund Bonds
(Insured; FSA and Liquidity Facility; Dexia Credit Locale)		1.90		2/7/08		5,600,000   a				5,600,000
Monroe County, GO Notes, RAN		4.00		4/15/08		10,000,000				10,007,976
New York City (LOC; Bayerische Landesbank)		1.90		2/1/08		1,300,000   a				1,300,000
New York City (LOC; JPMorgan Chase Bank)		1.90		2/1/08		1,600,000   a				1,600,000
New York City (LOC; KBC Bank)		1.78		2/1/08		1,200,000   a				1,200,000
New York City (LOC; Westdeutsche Landesbank)		1.90		2/1/08		1,675,000   a				1,675,000
New York City Industrial Development Agency, Civic Facility Revenue
(Lycee Francais de New York Project) (LOC; JPMorgan Chase Bank)		1.75		2/1/08		1,000,000   a				1,000,000
New York City Industrial Development Agency, Special Facility Revenue
(Korean Air Lines Company Limited Project) (LOC; HSBC Bank USA)		2.14		2/7/08		16,700,000   a				16,700,000
New York City Municipal Water Finance Authority, Water and
Sewer System Revenue (Liquidity Facility; DEPFA Bank PLC)		1.88		2/1/08		7,400,000   a				7,400,000
New York City Municipal Water Finance Authority,
Water and Sewer System Revenue (Putters Program)
(Liquidity Facility; JPMorgan Chase Bank)		2.25		2/7/08		7,105,000   a,b				7,105,000

The Funds 31

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
New York (continued)
New York City Municipal Water Finance Authority,
Water and Sewer System Second General Resolution Revenue
(Liquidity Facility: California State Teachers Retirement
System and State Street Bank and Trust Co.)		1.70		2/1/08		28,200,000   a				28,200,000
New York City Municipal Water Finance Authority,
Water and Sewer System Second General Resolution
Revenue (Liquidity Facility; Dexia Credit Locale)		1.80		2/1/08		1,900,000   a				1,900,000
New York City Municipal Water Finance Authority,
Water and Sewer System Second General
Resolution Revenue (Liquidity Facility; Fortis Bank)		1.90		2/1/08		2,600,000   a				2,600,000
New York City Transitional Finance Authority, Future Tax
Secured Revenue (Liquidity Facility; Bayerische Landesbank)		1.93		2/1/08		6,100,000   a				6,100,000
New York City Transitional Finance Authority, Revenue (New York City
Recovery) (Liquidity Facility; Landesbank Baden-Wurttemberg)		1.75		2/1/08		1,440,000				1,440,000
New York Local Government Assistance Corporation,
Revenue (LOC; Bank of Nova Scotia)		1.90		2/7/08		2,200,000   a				2,200,000
New York State Dormitory Authority, Insured Revenue (Long Island
University) (Insured; CIFG and Liquidity Facility; Dexia Credit Locale)		5.00		2/1/08		8,000,000   a				8,000,000
New York State Dormitory Authority, Revenue
(Park Ridge Hospital Inc.) (LOC; JPMorgan Chase Bank)		2.22		2/7/08		19,800,000   a				19,800,000
Port Authority of New York and New Jersey, Special Obligation Revenue
(Versatile Structure Obligation) (Liquidity Facility; JPMorgan Chase Bank)		1.68		2/1/08		1,000,000   a				1,000,000
Port Authority of New York and New Jersey, Special
Obligation Revenue (Versatile Structure Obligation)
(Liquidity Facility; Landesbank Hessen- Thuringen Girozentrale)		1.90		2/1/08		11,400,000   a				11,400,000
North Carolina—.2%
Burke County Industrial Facilities and Pollution Control Financing
Authority, IDR (Bauer Industries Inc. Project) (LOC; Bank of Montreal)		2.25		2/7/08		1,355,000   a				1,355,000
Durham County, Multifamily Revenue (Falls Pointe Apartments)
(Liquidity Facility; Merrill Lynch and LOC; Merrill Lynch)		5.30		2/7/08		4,140,000   a,b				4,140,000
Ohio—3.3%
Alliance, HR (Alliance Obligated Group) (LOC; JPMorgan Chase Bank)		1.80		2/1/08		17,050,000   a				17,050,000
Cleveland-Cuyahoga County Port Authority, Development Revenue,
Refunding (Judson Project) (LOC; National City Bank)		2.25		2/7/08		11,050,000   a				11,050,000
Cuyahoga County, IDR (King Nut Project) (LOC; Key Bank)		2.37		2/7/08		3,015,000   a				3,015,000
Hamilton County, Hospital Facilities Revenue (Christ Hospital)
(Insured; FSA and Liquidity Facility; Svenska Handelsbanken)		3.60		2/7/08		9,900,000   a,b				9,900,000
Middletown, Hospital Facilities Revenue (Middletown Hospital Group)
(Liquidity Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.60		2/7/08		20,510,000   a,b				20,510,000
Ohio Air Quality Development Authority, PCR, Refunding
(FirstEnergy Generation Corporation Project) (LOC; Key Bank)		2.20		2/7/08		15,000,000   a				15,000,000
Ohio Water Development Authority, PCR, Refunding (FirstEnergy
Nuclear Generation Corporation Project) (LOC; Barclays Bank PLC)		2.23		2/7/08		9,700,000   a				9,700,000
Oklahoma—3.2%
Oklahoma Student Loan Authority, Student Loan Revenue (Insured; MBIA)		2.95		2/7/08		83,000,000   a				83,000,000

32

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Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Oregon—1.6%
Oregon, Homeowner Revenue (Liquidity Facility; Landesbank Hessen-
Thuringen Girozentrale and LOC; Trinity Funding Corporation)		2.80		2/7/08		9,960,000   a,b				9,960,000
Oregon, TAN		4.50		6/30/08		5,000,000				5,017,281
Oregon Department of Administrative Services, COP (Putters
Program) (Insured; FGIC and Liquidity Facility; JPMorgan Chase Bank)		2.90		2/7/08		14,920,000   a,b				14,920,000
Washington County Housing Authority, MFHR
(Cedar Mill Project) (LOC; M&T Bank)		2.93		2/7/08		11,600,000   a				11,600,000
Pennsylvania—9.8%
Allegheny County Hospital Development Authority, Health Center
Revenue (Presbyterian-University Health System, Inc.)
(Insured; MBIA and Liquidity Facility; JPMorgan Chase Bank)		2.40		2/7/08		3,300,000   a				3,300,000
Allegheny County Hospital Development Authority, Health Center
Revenue (Presbyterian-University Health System, Inc.)
(Insured; MBIA and Liquidity Facility; JPMorgan Chase Bank)		2.40		2/7/08		3,300,000   a				3,300,000
Allegheny County Hospital Development Authority, Health Center
Revenue, Refunding (Presbyterian-University Health System,
Inc.) (Insured; MBIA and Liquidity Facility;
Landesbank Hessen-Thuringen Girozentrale)		2.65		2/7/08		9,780,000   a,b				9,780,000
Beaver County Industrial Development Authority, EIR
(BASF Corporation Project) (LOC; BASF AG)		2.07		2/1/08		2,900,000   a				2,900,000
Chartiers Valley Industrial and Commercial Development Authority,
Revenue (Wesley Hills Project) (LOC; Fifth Third Bank)		2.21		2/7/08		7,150,000   a				7,150,000
Dauphin County General Authority, Revenue (School District
Pooled Financing Program) (Insured; FSA and
Liquidity Facility: Bank of Nova Scotia and KBC Bank)		2.25		2/7/08		16,000,000   a				16,000,000
Dauphin County General Authority, Revenue (School District
Pooled Financing Program) (Insured; FSA and
Liquidity Facility: Bank of Nova Scotia and KBC Bank)		2.81		2/7/08		18,540,000   a,c				18,540,000
Delaware County Authority, Health System Revenue (Mercy Health
System of Southeastern Pennsylvania Issue) (Liquidity Facility;
Westdeutsche Landesbank and LOC; Westdeutsche Landesbank)		3.60		2/7/08		8,420,000   a,b				8,420,000
Delaware County Industrial Development Authority, PCR
(PECO Energy Company Project) (LOC; Wachovia Bank)		1.90		2/1/08		3,700,000   a				3,700,000
Delaware County Industrial Development Authority, PCR, CP
(Exelon Project) (LOC; Wachovia Bank)		3.49		2/11/08		21,235,000				21,235,000
Emmaus General Authority, Local Government Revenue
(LOC; DEPFA Bank PLC)		2.03		2/7/08		5,500,000   a				5,500,000
Emmaus General Authority, Local Government Revenue
(LOC; DEPFA Bank PLC)		2.03		2/7/08		6,400,000   a				6,400,000
Emmaus General Authority, Local Government Revenue
(LOC; DEPFA Bank PLC)		2.03		2/7/08		5,300,000   a				5,300,000
Emmaus General Authority, Local Government Revenue
(LOC; DEPFA Bank PLC)		2.03		2/7/08		9,500,000   a				9,500,000
Emmaus General Authority, Local Government Revenue
(LOC; DEPFA Bank PLC)		2.03		2/7/08		5,300,000   a				5,300,000

The Funds 33

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STATEMENT OF INVESTMENTS (continued)

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Pennsylvania (continued)
Emmaus General Authority, Local Government Revenue
(LOC; DEPFA Bank PLC)		2.03		2/7/08		9,700,000   a				9,700,000
Emmaus General Authority, Local Government Revenue
(LOC; Goldman Sachs and Co.)		2.03		2/7/08		4,100,000   a				4,100,000
Emmaus General Authority, Local Government Revenue
(LOC; Goldman Sachs and Co.)		2.03		2/7/08		4,400,000   a				4,400,000
Horizon Hospital System Authority, Senior Health and Housing
Facilities Revenue (Saint Paul Homes Project) (LOC; M&T Bank)		2.25		2/7/08		5,400,000   a				5,400,000
Lancaster County Hospital Authority, Health Center Revenue
(Luthercare Project) (LOC; M&T Bank)		2.25		2/7/08		16,825,000   a				16,825,000
Lancaster Municipal Authority, Revenue
(Ephrata Community Hospital Project) (LOC; Fulton Bank)		2.27		2/7/08		3,700,000   a				3,700,000
Lancaster Municipal Authority, Revenue
(Garden Spot Village Project) (LOC; Fulton Bank)		2.40		2/7/08		7,435,000   a				7,435,000
Montgomery County Industrial Development Authority, Revenue
(Recigno Laboratories, Inc. Project) (LOC; Wachovia Bank)		2.30		2/7/08		1,400,000   a				1,400,000
Pennsylvania Economic Development Financing Authority, Exempt
Facilities Revenue (PPL Energy Supply, LLC Project) (LOC; Wachovia Bank)		3.20		2/7/08		14,570,000   a				14,570,000
Philadelphia, Airport Revenue, Refunding (Insured; MBIA
and Liquidity Facility; JPMorgan Chase Bank)		2.95		2/7/08		10,700,000   a				10,700,000
Puttable Floating Option Tax Exempt Receipts (Allegheny County Airport
Authority, Airport Revenue (Pittsburgh International Airport)
(Insured; FSA and Liquidity Facility; DEPFA Bank PLC)		2.24		2/7/08		20,000,000   a,b				20,000,000
Puttable Floating Option Tax Exempt Receipts (Lehigh County
General Purpose Authority, HR (Saint Luke’s Hospital of
Bethlehem, Pennsylvania Project)) (Liquidity Facility;
Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.30		2/7/08		10,680,000   a,b				10,680,000
Puttable Floating Option Tax Exempt Receipts (Montgomery County
Redevelopment Authority, MFHR, Hunt Club Apartments)
(Liquidity Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		5.30		2/7/08		10,000,000   a,b				10,000,000
West Cornwall Township Municipal Authority, GO Notes,
Refunding (Bethlehem Area School District Project)
(Insured; FSA and Liquidity Facility; Dexia Credit Locale)		2.81		2/7/08		9,700,000   a				9,700,000
South Carolina—.5%
Puttable Floating Option Tax Exempt Receipts (South Carolina
Jobs-Economic Development Authority, Hospital Improvement
Revenue (Palmetto Health)) (Liquidity Facility;
Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.30		2/7/08		5,000,000   a,b				5,000,000
South Carolina Jobs-Economic Development Authority, EDR
(Pharmaceutical Associates, Inc. Project) (LOC; Wachovia Bank)		2.25		2/7/08		1,950,000   a				1,950,000
Three Rivers Solid Waste Authority, Solid Waste Disposal
Facilities, COP (TRA, Inc.) (LOC; U.S. Bank NA)		3.70		4/1/08		5,915,000				5,915,000
Tennessee—1.0%
Metropolitan Government of Nashville and Davidson County
Health and Educational Facilities Board, MFHR
(The Fountain Apartments Project) (LOC; Fifth Third Bank)		2.89		2/7/08		10,000,000   a				10,000,000

34

---

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Tennessee (continued)
Sevier County Public Building Authority, Local
Government Public Improvement Revenue (Insured;
AMBAC and Liquidity Facility; DEPFA Bank PLC)		6.00		2/1/08		7,450,000   a				7,450,000
Sevier County Public Building Authority, Local
Government Public Improvement Revenue
(Insured; AMBAC and Liquidity Facility; JPMorgan Chase Bank)		6.00		2/1/08		8,225,000   a				8,225,000
Texas—10.5%
ABN AMRO Munitops Certificates Trust (Tarrant Regional
Water District, Water Revenue) (Insured;
FGIC and Liquidity Facility; Bank of America)		3.20		2/7/08		4,800,000   a,b				4,800,000
Dallas, Waterworks and Sewer System Revenue, CP
(Liquidity Facility; Bank of America)		3.46		2/7/08		9,631,000				9,631,000
DeSoto Industrial Development Authority, IDR, Refunding (National
Service Industries Inc. Project) (LOC; Wachovia Bank)		2.20		2/7/08		3,660,000   a				3,660,000
El Paso County Hospital District, GO Notes (Putters Program)
(Insured; AMBAC and Liquidity Facility; Deutsche Postbank)		3.15		2/7/08		3,460,000   a,b				3,460,000
Fort Bend County, Toll Road Revenue (Putters Program)
(Insured; FGIC and Liquidity Facility; PB Finance Inc.)		2.90		2/7/08		2,770,000   a,b				2,770,000
Harris County Health Facilities Development Corporation,
Revenue (Saint Luke’s Episcopal Health System)
(LOC: Citibank NA and JPMorgan Chase Bank)		2.70		2/7/08		31,470,000   a				31,470,000
Harris County Health Facilities Development Corporation,
Revenue (Texas Children’s Hospital Project) (Insured;
MBIA and Liquidity Facility; JPMorgan Chase Bank)		2.50		2/1/08		3,650,000   a				3,650,000
Harris County Metropolitan Transportation Authority,
Sales and Use Tax Revenue, CP (LOC; DEPFA Bank PLC)		1.95		4/30/08		11,000,000				11,000,000
Harris County Metropolitan Transportation Authority,
Sales and Use Tax Revenue, CP (LOC; DEPFA Bank PLC)		2.10		4/30/08		5,500,000				5,500,000
Harrison County Health Facilities Development Corporation, HR
(Marshall Regional Medical Center Project) (LOC; Amsouth Bank)		2.24		2/7/08		9,500,000   a				9,500,000
Houston, Airport System Revenue, CP (LOC; Dexia Credit Locale)		3.35		3/27/08		15,000,000				15,000,000
Montgomery County Housing Finance Corporation, MFHR
(Park at Woodline Townhomes) (LOC; Citibank NA)		2.21		2/7/08		7,500,000   a				7,500,000
North Texas Tollway Authority, BAN		4.13		11/19/08		62,000,000				62,034,400
Permian Basin Regional Housing Finance Corporation, SFMR
(Guaranteed Mortgage-Backed Securities Program) (GIC; Aegon NV)		4.05		2/1/08		5,455,000				5,455,000
Plano Health Facilities Development Corporation,
HR, CP (Children’s and Presbyterian Health)
(Insured; MBIA and Liquidity Facility; JPMorgan Chase Bank)		3.30		3/5/08		5,000,000				5,000,000
Port of Port Arthur Navigation District,
Revenue, CP (BASF Corporation Project)		2.78		5/8/08		10,000,000				10,000,000
Revenue Bond Certificate Series Trust Various States,
Housing Revenue (Pebble Brooke) (GIC; AIG Funding Inc.)		3.08		2/7/08		7,000,000   a,b				7,000,000
Revenue Bond Certificate Series Trust Various States,
Revenue (Chimney Project) (GIC; AIG Funding Inc.)		3.08		2/7/08		6,135,000   a,b				6,135,000

The Funds 35

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Texas (continued)
Texas Department of Housing and Community Affairs,
MFHR (Putters Program) (LOC; JPMorgan Chase Bank)		2.30		2/7/08		13,490,000   a,b				13,490,000
Texas Department of Housing and Community Affairs,
MFHR, Refunding (Champions Crossing Apartments)
(Liquidity Facility; FNMA and LOC; FNMA)		2.88		2/7/08		5,125,000   a				5,125,000
Texas Department of Transportation, State Highway Fund Revenue,
CP (LOC: Bank of America and State Street Bank and Trust Co.)		2.90		3/6/08		28,000,000				28,000,000
Texas Water Development Board, State Revolving Fund
Subordinate Lien Revenue (Liquidity Facility; Morgan Stanley Bank)		2.20		2/7/08		7,410,000   a,b				7,410,000
University of Texas System Board of Regents,
Permanent University Fund Flexible Rate Notes		3.75		2/5/08		15,000,000				15,000,699
Utah—.7%
Murray City, HR (IHC Health Services Inc.)		2.15		2/7/08		10,000,000   a				10,000,000
Salt Lake Valley Fire Service Area, TRAN		3.75		12/30/08		7,000,000				7,046,487
Vermont—.2%
Vermont Economic Development Authority, Revenue, CP (Economic
Development Capital Program) (LOC; JPMorgan Chase Bank)		3.00		3/11/08		6,000,000				6,000,000
Virginia—1.3%
Alexandria Industrial Development Authority, Headquarters
Facilities Revenue (American Academy of Otolaryngology-Head
and Neck Surgery Foundation, Inc.) (LOC; Bank of America)		2.24		2/7/08		6,310,000   a				6,310,000
Fairfax County Economic Development Authority,
RRR, Refunding (Insured; AMBAC)		6.00		2/1/08		6,000,000				6,000,000
Lynchburg Redevelopment and Housing Authority, Housing Revenue
(KHM Properties-Lynchburg, LLC Project) (LOC; M&T Bank)		2.30		2/7/08		13,520,000   a				13,520,000
Norfolk, GO Notes, Refunding		3.00		11/1/08		1,855,000   c				1,868,096
Norfolk Economic Development Authority, New Empowerment Zone
Facility Revenue (Metro Machine Corp. Project) (LOC; Wachovia Bank)		2.23		2/7/08		5,600,000   a				5,600,000
Washington—1.9%
Everett Industrial Development Corporation, Exempt
Facilities Revenue (Kimberly-Clark Corporation Project)		2.80		2/7/08		3,200,000   a				3,200,000
King County, GO Notes		5.00		1/1/09		3,905,000   c				4,007,272
Pierce County Economic Development Corporation, Multi-Mode
Industrial Revenue (SeaTac Packaging Project) (LOC; HSBC Bank USA)		2.29		2/7/08		5,590,000   a				5,590,000
Tacoma Housing Authority, Revenue (Crown
Assisted Living Project) (LOC; Key Bank)		2.24		2/7/08		600,000   a				600,000
Washington Economic Development Finance Authority, SWDR
(Cedar Grove Composing Project) (LOC; Wells Fargo Bank)		2.38		2/7/08		4,800,000   a				4,800,000
Washington Economic Development Finance Authority, SWDR
(Lemay Enterprises Project) (LOC; Bank of America)		2.38		2/7/08		5,450,000   a				5,450,000
Washington Economic Development Finance Authority, SWDR
(Waste Management Project) (LOC; Bank of America)		2.30		2/7/08		5,500,000   a				5,500,000
Washington Housing Finance Commission, MFHR
(Queen Anne Project) (LOC; Bank of America)		2.72		2/7/08		7,500,000   a				7,500,000

36

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Dreyfus Municipal		Coupon		Maturity		Principal
Cash Management Plus (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Washington (continued)
Washington Housing Finance Commission, MFHR
(The Vintage at Chehalis Senior Living Project)
(Insured; FNMA and Liquidity Facility; FNMA)		2.16		2/7/08		8,190,000   a				8,190,000
Washington Housing Finance Commission, MFHR
(The Vintage at Everett Senior Living Project)
(Insured; FNMA and Liquidity Facility; FNMA)		2.16		2/7/08		5,250,000   a				5,250,000
Wisconsin—2.0%
Fond Du Lac, Waterworks System Revenue, BAN		4.50		7/1/08		5,000,000				5,008,283
New Richmond School District, BAN		4.13		6/6/08		1,145,000				1,145,000
Spooner Area School District, BAN		4.00		4/1/08		6,350,000				6,359,298
Wisconsin Housing and Economic Development Authority,
Home Ownership Revenue (Liquidity Facility; Fortis Bank)		2.15		2/7/08		12,500,000   a				12,500,000
Wisconsin School Districts, COP (Cash Flow
Management Program) (LOC; U.S. Bank NA)		4.50		9/18/08		11,000,000				11,058,037
Wisconsin School Districts, COP (Cash Flow
Management Program) (LOC; U.S. Bank NA)		4.50		9/18/08		6,300,000				6,352,891
Wisconsin School Districts, COP (Cash Flow
Management Program) (LOC; U.S. Bank NA)		4.00		10/30/08		10,000,000				10,067,311
Wyoming—.3%
Campbell County, IDR (Two Elk Partners Project)		3.65		11/28/08		7,000,000				7,000,000
U.S. Related—.2%
Puerto Rico Aqueduct and Sewer Authority, Revenue
(Liquidity Facility; Citibank NA and LOC; Citibank NA)		2.28		2/7/08		5,000,000   a,b				5,000,000
Total Investments (cost $2,490,367,285)						96.2%				2,490,367,285
Cash and Receivables (Net)						3.8%				98,990,176
Net Assets						100.0%				2,589,357,461

See footnotes on page 63.

See notes to financial statements.

The Funds 37

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STATEMENT OF INVESTMENTS

January 31, 2008

Dreyfus New York		Coupon		Maturity		Principal
Municipal Cash Management		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments—98.4%
New York—95.2%
Albany County Airport Authority, Airport Revenue,
Refunding (LOC; Bank of America)		2.50		2/7/08		8,320,000   a				8,320,000
Albany Industrial Development Agency, Civic Facility Revenue
(Albany Medical Center Hospital Project) (LOC; Bank of America)		2.14		2/7/08		3,000,000   a				3,000,000
Albany Industrial Development Agency, Civic Facility Revenue
(Albany Medical Center Hospital Project) (LOC; Key Bank)		2.19		2/7/08		5,000,000   a				5,000,000
Albany Industrial Development Agency, Civic Facility Revenue
(CHF-Holland Suites II, LLC Project) (LOC; TD Banknorth, NA)		2.78		2/7/08		6,495,000   a				6,495,000
Albany Industrial Development Agency, Civic Facility Revenue (University
at Albany Foundation Student Housing Corporation—Empire Commons
East Project) (Insured; AMBAC and Liquidity Facility; Key Bank)		4.00		2/7/08		4,610,000   a				4,610,000
Albany Industrial Development Agency, Civic Facility Revenue (University
at Albany Foundation Student Housing Corporation—Empire Commons
North Project) (Insured; AMBAC and Liquidity Facility; Key Bank)		4.00		2/7/08		10,450,000   a				10,450,000
Alexandria Bay, GO Notes, BAN		4.25		9/18/08		1,495,000				1,499,071
Amsterdam Enlarged City School District, GO Notes, BAN		4.00		7/3/08		1,100,000				1,101,104
Avoca Central School District, GO Notes, BAN		4.00		6/26/08		2,200,000				2,201,690
BB&T Municipal Trust (New York State Dormitory Authority, Fashion
Institute of Technology Housing Corporation, Insured Revenue)
(Insured; FGIC and Liquidity Facility; Branch Banking and Trust Co.)		2.95		2/7/08		12,640,000   a,b				12,640,000
Board of Cooperative Educational Services for the Sole Supervisory
District in the Counties of Cattaraugus, Allegany, Erie and Wyoming, RAN		4.00		12/30/08		3,000,000				3,022,541
Cattaraugus County Industrial Development Agency,
Civic Facility Revenue (Young Men’s Christian
Association of Olean, N.Y. Project) (LOC; Key Bank)		2.24		2/7/08		3,495,000   a				3,495,000
Chautauqua County Industrial Development Agency, Civic
Facility Revenue (Gerry Homes Project) (LOC; HSBC Bank USA)		2.25		2/7/08		12,930,000   a				12,930,000
Chemung County Industrial Development Agency, IDR
(MMARS 2nd Program) (LOC; HSBC Bank USA)		2.25		2/7/08		1,045,000   a				1,045,000
Cincinnatus Central School District, GO Notes, BAN		4.00		6/18/08		3,200,000				3,202,896
Colonie, GO Notes, BAN		4.00		4/4/08		1,000,000				1,000,850
Colonie, GO Notes, BAN		4.00		4/4/08		1,600,000				1,600,667
Colonie, GO Notes, BAN		4.25		4/4/08		2,742,700				2,744,744
Columbia County Industrial Development Agency, Civic Facility
Revenue (The Columbia Memorial Hospital Project) (LOC; Key Bank)		2.30		2/7/08		5,865,000   a				5,865,000
Dutchess County Industrial Development Agency, Civic Facility
Revenue (Anderson Foundation for Autism, Inc. Project) (LOC; M&T Bank)		2.25		2/7/08		15,000,000   a				15,000,000
Dutchess County Industrial Development Agency, Civic Facility Revenue
(Anderson Foundation for Autism, Inc. Project) (LOC; M&T Bank)		2.25		2/7/08		9,625,000   a				9,625,000
Dutchess County Industrial Development Agency, Civic Facility Revenue
(Arbor Ridge Brookmeade Inc.) (LOC; M&T Bank)		2.25		2/7/08		10,000,000   a				10,000,000
Dutchess County Industrial Development Agency,
Civic Facility Revenue, Refunding (Lutheran Center
at Poughkeepsie, Inc. Project) (LOC; Key Bank)		2.14		2/7/08		3,750,000   a				3,750,000
Erie County Industrial Development Agency, Civic Facility
Revenue (D’Youville College Project) (LOC; HSBC Bank USA)		2.25		2/7/08		6,915,000   a				6,915,000
Erie County Industrial Development Agency, Civic Facility
Revenue (Heritage Center Project) (LOC; Key Bank)		2.24		2/7/08		2,050,000   a				2,050,000

38

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Dreyfus New York		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
New York (continued)
Erie County Industrial Development Agency, Civic Facility
Revenue (YMCA of Greater Buffalo Project) (LOC; HSBC Bank USA)		2.25		2/7/08		900,000   a				900,000
Erie County Industrial Development Agency, Civic Facility
Revenue (YMCA of Greater Buffalo Project) (LOC; HSBC Bank USA)		2.25		2/7/08		3,695,000   a				3,695,000
Erie County Industrial Development Agency, IDR (Hydro-Air
Components Inc. Project) (LOC; HSBC Bank USA)		2.25		2/7/08		4,800,000   a				4,800,000
Erie County Tobacco Asset Securitization Corporation,
Tobacco Settlement Asset-Backed Bonds (Liquidity
Facility; Merrill Lynch and LOC; Merrill Lynch)		3.00		2/7/08		3,245,000   a,b				3,245,000
Glens Falls City School District, GO Notes, RAN		4.25		6/18/08		1,000,000				1,001,814
Guilderland Industrial Development Agency, Civic Facility
Revenue (Wildwood Programs, Inc. Project) (LOC; Key Bank)		2.24		2/7/08		4,580,000   a				4,580,000
Hamburg Central School District, GO Notes, BAN		4.25		7/3/08		2,055,000				2,058,716
Haverstraw-Stony Point Central School District,
GO (Insured; FSA and Liquidity Facility; Citicorp)		2.27		2/7/08		6,300,000   a,b				6,300,000
Hempstead Industrial Development Agency, IDR
(FCD Lynbrook LLC Facility) (Liquidity Facility;
Goldman Sachs Group and LOC; Goldman Sachs Group)		2.27		2/7/08		6,350,000   a,b				6,350,000
Hempstead Town Industrial Development Agency, Multifamily
Revenue (Terrace 100 LP Facility) (Liquidity Facility;
Bank of America and LOC; Bank of America)		2.27		2/7/08		6,220,000   a,b				6,220,000
Herkimer County Industrial Development Agency, IDR (F.E. Hale
Manufacturing Company Facility) (LOC; HSBC Bank USA)		2.25		2/7/08		2,120,000   a				2,120,000
Hudson Yards Infrastructure Corporation, Hudson Yards
Senior Revenue (Insured; FGIC and Liquidity Facility;
Landesbank Hessen-Thuringen Girozentrale)		2.27		2/7/08		38,400,000   a,b				38,400,000
Lancaster Industrial Development Agency, IDR
(Sealing Devices Inc. Project) (LOC; HSBC Bank USA)		2.25		2/7/08		2,410,000   a				2,410,000
Long Island Power Authority, CP (Long Island
Lighting Company) (LOC; JPMorgan Chase Bank)		3.18		3/5/08		3,000,000				3,000,000
Long Island Power Authority, Electric System General Revenue		5.00		6/1/08		8,455,000				8,497,238
Metropolitan Transportation Authority,
Transportation Revenue, CP (LOC; ABN-AMRO)		2.70		3/6/08		10,000,000				10,000,000
Metropolitan Transportation Authority,
Transportation Revenue, CP (LOC; ABN-AMRO)		2.53		6/11/08		15,000,000				15,000,000
Metropolitan Transportation Authority,
Transportation Revenue, CP (LOC; ABN-AMRO)		3.05		6/11/08		12,000,000				12,000,000
Monroe County, GO Notes, RAN		4.00		4/15/08		18,000,000				18,014,357
Monroe County Industrial Development Agency,
IDR (Chaney Enterprise) (LOC; M&T Bank)		2.98		2/7/08		2,400,000   a				2,400,000
Monroe County Industrial Development Agency, IDR
(Genesee Metal Stampings Inc. Facility) (LOC; HSBC Bank USA)		2.25		2/7/08		700,000   a				700,000
Monroe County Industrial Development Agency, Revenue (HDF-RWC
Project 1, LLC— Robert Weslayan College Project) (LOC; M&T Bank)		2.19		2/7/08		2,800,000   a				2,800,000
Nassau County Industrial Development Agency, Civic Facility
Revenue (Saint Mary’s Children Project) (LOC; Commerce Bank)		2.25		2/7/08		1,705,000   a				1,705,000
Nassau County, GO Notes, BAN		3.63		2/15/08		2,000,000				2,000,104
New York City (Insured; MBIA and Liquidity Facility; Wachovia Bank)		1.95		2/1/08		2,500,000   a				2,500,000

The Funds 39

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STATEMENT OF INVESTMENTS (continued)

Dreyfus New York		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
New York (continued)
New York City (Liquidity Facility; Merrill Lynch)		2.32		2/7/08		7,000,000   a,b				7,000,000
New York City (LOC; JPMorgan Chase Bank)		1.90		2/1/08		3,400,000   a				3,400,000
New York City, CP (Insured; MBIA and Liquidity Facility;
Landesbank Hessen-Thuringen Girozentrale)		2.90		2/5/08		3,000,000				3,000,000
New York City, CP (Insured; MBIA and Liquidity Facility;
Landesbank Hessen-Thuringen Girozentrale)		2.69		4/9/08		2,000,000				2,000,000
New York City, GO Notes		5.00		8/1/08		460,000				463,573
New York City, GO Notes		5.00		8/1/08		2,135,000				2,156,113
New York City, GO Notes		5.00		8/1/08		1,600,000				1,615,822
New York City, GO Notes		5.00		9/1/08		1,135,000				1,144,698
New York City, GO Notes (LOC; Bank of America)		2.10		2/7/08		29,000,000   a				29,000,000
New York City, GO Notes (LOC; JPMorgan Chase Bank)		1.90		2/1/08		1,500,000   a				1,500,000
New York City, GO Notes (LOC; Landesbank Baden-Wurttemberg)		2.03		2/7/08		1,300,000   a				1,300,000
New York City Housing Development Corporation, Multi-Family
Rental Housing Revenue (155 West 21st Street
Development) (Liquidity Facility; FNMA and LOC; FNMA)		2.05		2/7/08		10,000,000   a				10,000,000
New York City Industrial Development Agency, Civic Facility Revenue
(Birch Wathen Lenox School Project) (LOC; Allied Irish Banks)		2.23		2/7/08		5,150,000   a				5,150,000
New York City Industrial Development Agency,
Civic Facility Revenue (Columbia Grammar and
Preparatory School Project) (LOC; Allied Irish Banks)		2.23		2/7/08		5,370,000   a				5,370,000
New York City Industrial Development Agency, Civic Facility Revenue
(French Institute-Alliance Francaise de New York—Federation
of French Alliances in the United States Project) (LOC; M&T Bank)		2.28		2/7/08		2,155,000   a				2,155,000
New York City Industrial Development Agency,
Civic Facility Revenue (Jewish Community Center
on the Upper West Side, Inc. Project) (LOC; M&T Bank)		2.25		2/7/08		5,000,000   a				5,000,000
New York City Industrial Development Agency,
Civic Facility Revenue (New York Psychotherapy
Project) (LOC; JPMorgan Chase Bank)		2.16		2/7/08		3,000,000   a				3,000,000
New York City Industrial Development Agency, Civic Facility Revenue
(Sephardic Community Youth Center, Inc. Project) (LOC; M&T Bank)		2.25		2/7/08		3,100,000   a				3,100,000
New York City Industrial Development Agency,
Civic Facility Revenue (Spence-Chapin, Services to
Families and Children Project) (LOC; Allied Irish Banks)		2.23		2/7/08		2,875,000   a				2,875,000
New York City Industrial Development Agency, Civic Facility
Revenue (Village Community School Project) (LOC; M&T Bank)		2.28		2/7/08		2,405,000   a				2,405,000
New York City Industrial Development Agency, Civic Facilty
Revenue (Wartburg Lutheran Home for the Aging
and Wartburg Nursing Home, Inc. Project) (LOC; Key Bank)		2.14		2/7/08		8,800,000   a				8,800,000
New York City Industrial Development Agency,
Liberty Revenue (7 World Trade Center, LLC Project)
(LOC; Citibank NA and Liquidity Facility; Citibank NA)		2.27		2/7/08		2,200,000   a,b				2,200,000
New York City Municipal Water Finance Authority,
CP (LOC: Landesbank Baden-Wurttemberg
and Landesbank Hessen-Thuringen Girozentrale)		2.90		2/14/08		15,000,000				15,000,000

40

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Dreyfus New York		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
New York (continued)
New York City Municipal Water Finance Authority,
CP (LOC: Landesbank Baden-Wurttemberg
and Landesbank Hessen-Thuringen Girozentrale)		3.35		2/15/08		20,000,000				20,000,000
New York City Transitional Finance Authority, Revenue (New
York City Recovery) (Liquidity Facility; JPMorgan Chase Bank)		1.93		2/1/08		1,215,000   a				1,215,000
New York Counties Tobacco Trust I, Revenue
(Liquidity Facility; Merrill Lynch and LOC; Merrill Lynch)		3.00		2/7/08		9,610,000   a,b				9,610,000
New York Counties Tobacco Trust IV, Tobacco Settlement
Pass-Through Bonds (Liquidity Facility;
Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.00		2/7/08		15,225,000   a,b				15,225,000
New York Liberty Development Corporation,
Revenue (Goldman Sachs Headquarters Issue)
(Liquidity Facility; Citibank NA)		2.27		2/7/08		9,300,000   a,b				9,300,000
New York State (LOC; Dexia Credit Locale)		3.20		5/15/08		6,150,000				6,150,000
New York State (LOC; Dexia Credit Locale)		2.80		7/2/08		4,000,000				4,000,000
New York State Dormitory Authority, Insured Revenue (Barnard
College) (Insured; FGIC and Liquidity Facility; DEPFA Bank PLC)		5.00		2/7/08		8,200,000   a				8,200,000
New York State Dormitory Authority, Insured Revenue (Long Island
University) (Insured; CIFG and Liquidity Facility; Dexia Credit Locale)		5.00		2/1/08		11,155,000   a				11,155,000
New York State Dormitory Authority, Insured Revenue (Long Island
University) (Insured; CIFG and Liquidity Facility; Dexia Credit Locale)		5.00		2/1/08		6,000,000   a				6,000,000
New York State Dormitory Authority, Revenue (Mount Sinai NYU
Health Obligated Group) (Liquidity Facility; Merrill Lynch)		2.32		2/7/08		9,335,000   a,b				9,335,000
New York State Dormitory Authority, Revenue
(The Rockefeller University)		1.75		2/7/08		6,000,000   a				6,000,000
New York State Dormitory Authority, Revenue,
CP (Cornell University)		2.70		3/6/08		12,000,000				12,000,000
New York State Dormitory Authority, School Districts
Revenue Bond Financing Program Revenue (Insured; MBIA)		5.00		10/1/08		10,235,000				10,367,174
New York State Dormitory Authority, Third General Resolution
Revenue (State University Educational Facilities Issue)
(Insured; FGIC and Liquidity Facility; Lehman Liquidity Co.)		2.58		2/7/08		1,400,000   a,b				1,400,000
New York State Housing Finance Agency,
Housing Revenue (70 Battery Place) (LOC; FNMA)		1.98		2/7/08		20,600,000   a				20,600,000
New York State Housing Finance Agency, Housing Revenue
(316 Eleventh Avenue) (Liquidity Facility; FNMA and LOC; FNMA)		1.95		2/7/08		20,000,000   a				20,000,000
New York State Housing Finance Agency, Housing Revenue
(Avalon Bowery Place II) (LOC; Bank of America)		2.15		2/7/08		12,000,000   a				12,000,000
New York State Housing Finance Agency, Housing Revenue
(North End Avenue) (Liquidity Facility; FNMA)		2.57		2/7/08		1,700,000   a				1,700,000
New York State Mortgage Agency, Homeowner Mortgage
Revenue (Liquidity Facility; Dexia Credit Locale)		2.05		2/7/08		15,000,000   a				15,000,000
New York State Thruway Authority, Local Highway
and Bridge Service Contract Bonds		5.10		4/1/08		5,000,000				5,013,587
New York State Thruway Authority, Second
General Highway and Bridge Trust Fund Revenue		5.00		4/1/08		2,850,000				2,857,103

The Funds 41

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STATEMENT OF INVESTMENTS (continued)

Dreyfus New York		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
New York (continued)
New York State Urban Development Corporation,
COP (James A. Farley Post Office Project)
(Liquidity Facility; Citigroup and LOC; Citigroup)		2.29		2/7/08		22,550,000   a,b				22,550,000
New York State Urban Development Corporation,
State Personal Income Tax Revenue
(Economic Development and Housing)		4.00		12/15/08		13,960,000				14,126,640
New York State Urban Development Corporation,
State Personal Income Tax Revenue (State Facilities
and Equipment) (Liquidity Facility; Morgan Stanley Bank)		2.23		2/7/08		33,450,500   a,b				33,450,500
Newburgh Industrial Development Agency,
Civic Facility Revenue (Community Development
Properties Dubois Street II, Inc. Project) (LOC; Key Bank)		2.14		2/7/08		3,500,000   a				3,500,000
Niagara County Industrial Development Agency, Civic Facility
Revenue (Niagara University Project) (Liquidity Facility; HSBC Bank USA)		2.20		2/7/08		5,000,000   a				5,000,000
North Syracuse Central School District, GO Notes, RAN		4.00		6/19/08		1,400,000				1,401,276
Onondaga County Industrial Development Agency,
IDR (ICM Controls Corporation Project) (LOC; M&T Bank)		2.93		2/7/08		2,500,000   a				2,500,000
Ontario County Industrial Development Agency, IDR
(Dixit Enterprises) (LOC; HSBC Bank USA)		2.25		2/7/08		2,900,000   a				2,900,000
Orange County Industrial Development Agency, Civic Facility
Revenue (Saint Luke’s Cornwall Hospital Project) (LOC; Key Bank)		2.14		2/7/08		4,000,000   a				4,000,000
Otsego County Industrial Development Agency, Civic Facility
Revenue (Templeton Foundation Project) (LOC; Key Bank)		2.24		2/7/08		3,375,000   a				3,375,000
Patchogue-Medford Union Free School District, GO Notes, TAN		4.50		6/27/08		3,700,000				3,707,858
Port Authority of New York and New Jersey, CP
(Liquidity Facility; Landesbank Hessen-Thuringen Girozentrale)		3.48		2/11/08		9,250,000				9,250,000
Port Authority of New York and New Jersey, CP (Liquidity
Facility; Landesbank Hessen-Thuringen Girozentrale)		2.78		3/6/08		9,325,000				9,325,000
Rensselaer Industrial Development Agency, IDR
(Capital View Office Park Project) (LOC; M&T Bank)		3.85		12/31/08		4,265,000				4,265,000
Saint Lawrence County Industrial Development
Agency, Civic Facility Revenue, Refunding
(Claxton-Hepburn Medical Center Project) (LOC; Key Bank)		2.14		2/7/08		3,800,000   a				3,800,000
Salamanca City Central School District, GO Notes, BAN		4.00		9/26/08		1,400,000				1,407,802
Sales Tax Asset Receivable Corporation, Sales Tax Asset
Revenue (Insured; AMBAC and Liquidity Facility; Citibank NA)		2.52		2/7/08		5,330,000   a,b				5,330,000
Schenectady Industrial Development Agency, Civic Facility
Revenue (Union Graduate College Project) (LOC; M&T Bank)		2.32		2/7/08		5,660,000   a				5,660,000
Smithtown Central School District, GO Notes, TAN		4.00		6/27/08		9,700,000				9,721,680
Suffolk County, GO Notes, Refunding
(Southwest Sewer District) (Insured; MBIA)		6.00		2/1/08		3,225,000				3,225,000
Suffolk County, GO Notes, TAN		3.50		8/14/08		16,000,000				16,058,779
Suffolk County Industrial Development Agency, IDR (Wolf Family LLC/
Contract Pharmacal Corporation Facility) (LOC; HSBC Bank USA)		2.27		2/7/08		4,215,000   a				4,215,000
Syracuse Industrial Development Agency, Civic Facility Revenue
(Community Development Properties-Larned Project) (LOC; M&T Bank)		2.19		2/7/08		5,505,000   a				5,505,000
Syracuse Industrial Development Agency, Civic Facility Revenue
(Crouse Health Hospital, Inc. Project) (LOC; Key Bank)		2.14		2/7/08		3,925,000   a				3,925,000

42

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Dreyfus New York		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
New York (continued)
Syracuse Industrial Development Agency, Civic Facility Revenue
(Crouse Health Hospital, Inc. Project) (LOC; Key Bank)		2.14		2/7/08		5,000,000   a				5,000,000
Syracuse Industrial Development Agency, Civic Facility Revenue
(Syracuse University Project) (LOC; JPMorgan Chase Bank)		1.80		2/1/08		8,000,000   a				8,000,000
Syracuse Industrial Development Agency, Housing Revenue
(Masonic Lofts LLC Project) (LOC; Key Bank)		2.31		2/7/08		4,050,000   a				4,050,000
Tompkins County Industrial Development Agency, Civic Facility Revenue
(Cornell University Project) (Liquidity Facility; JPMorgan Chase Bank)		1.80		2/1/08		2,525,000   a				2,525,000
TSASC Inc. of New York, Tobacco Settlement Asset-Backed Bonds
(Liquidity Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.00		2/7/08		5,000,000   a,b				5,000,000
TSASC Inc. of New York, Tobacco Settlement Asset-Backed Bonds
(Liquidity Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.00		2/7/08		26,140,000   a,b				26,140,000
Ulster County Industrial Development Agency, IDR
(Selux Corporation Project) (LOC; M&T Bank)		2.35		2/7/08		1,560,000   a				1,560,000
Watervliet City School District, GO Notes, BAN		4.00		6/30/08		2,100,000				2,101,672
Westchester County Industrial Development Agency,
Civic Facility Revenue (Mercy College Project) (LOC; Key Bank)		2.22		2/7/08		1,900,000   a				1,900,000
Westchester County Industrial Development Agency, Civic Facility
Revenue (The Masters School Civic Facility) (LOC; Allied Irish Banks)		2.23		2/7/08		3,325,000   a				3,325,000
Westchester County Industrial Development Agency, Civic
Facility Revenue (The Rye YMCA Project) (LOC; Allied Irish Banks)		2.19		2/7/08		2,500,000   a				2,500,000
Westchester Tobacco Asset Securitization Corporation,
Tobacco Settlement Asset-Backed Bonds (Liquidity
Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.00		2/7/08		13,865,000   a,b				13,865,000
Yonkers Industrial Development Agency, MFHR (Main Street
Lofts Yonkers LLC Project) (LOC; M&T Bank)		2.30		2/7/08		15,000,000   a				15,000,000
Yonkers Industrial Development Agency, Revenue (Merlots
Program) (Insured; GNMA and Liquidity Facility; Wachovia Bank)		2.29		2/7/08		4,215,000   a,b				4,215,000
U.S. Related—3.2%
Puerto Rico Aqueduct and Sewer Authority, Revenue
(Liquidity Facility; Citibank NA and LOC; Citibank NA)		2.28		2/7/08		20,000,000   a,b				20,000,000
Puerto Rico Commonwealth, TRAN (LOC: Banco Bilbao Vizcaya
Argentaria S.A., Banco Santander S.A., Bank of Nova Scotia,
BNP Paribas, Dexia Credit Locale, Fortis Bank and KBC Bank)		4.25		7/30/08		10,000,000				10,040,963
Total Investments (cost $926,446,032)						98.4%				926,446,032
Cash and Receivables (Net)						1.6%				15,022,989
Net Assets						100.0%				941,469,021

See footnotes on page 63.

See notes to financial statements.

The Funds 43

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STATEMENT OF INVESTMENTS

January 31, 2008

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments—90.6%
Alabama—1.6%
Greater Montgomery Educational Building Authority, Educational
Facility Revenue (Huntingdon College Project) (LOC; Regions Bank)		2.23		2/7/08		16,116,000   a				16,116,000
Jefferson County, GO Warrants (Liquidity Facility:
Bayerische Landesbank and JPMorgan Chase Bank)		1.88		2/1/08		17,325,000   a				17,325,000
Jefferson County Public Park and Recreation Board, Revenue
(YMCA of Birmingham Project) (LOC; Amsouth Bank)		2.24		2/7/08		2,000,000   a				2,000,000
Mobile Infirmary Health System Special Care Facilities Financing
Authority, Revenue (Infirmary Health System, Inc.) (LOC; Regions Bank)		2.00		2/7/08		15,000,000   a				15,000,000
University of Alabama Board of Trustees, General Revenue (University
of Alabama) (Insured; MBIA and Liquidity Facility; Southtrust Bank)		3.20		2/7/08		6,335,000   a				6,335,000
University of Alabama Board of Trustees, HR (University of Alabama
at Birmingham) (Insured; AMBAC and Liquidity Facility; Fortis Bank)		2.85		2/7/08		10,600,000   a				10,600,000
University of South Alabama, University Tuition Revenue, Refunding
(Insured; AMBAC and Liquidity Facility; Morgan Stanley Bank)		3.92		2/7/08		14,945,000   a,b				14,945,000
Arizona—3.3%
Arizona Health Facilities Authority, HR (Phoenix Children’s Hospital)
(Liquidity Facility; BNP Paribas and LOC; BNP Paribas)		2.30		2/7/08		12,505,000   a,b				12,505,000
Arizona Health Facilities Authority, HR (Phoenix Children’s Hospital)
(Liquidity Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.30		2/7/08		16,000,000   a,b				16,000,000
Arizona Health Facilities Authority, HR (Phoenix Children’s Hospital)
(Liquidity Facility; Merrill Lynch Capital Services and LOC; Merrill Lynch)		3.30		2/7/08		9,995,000   a,b				9,995,000
Arizona Health Facilities Authority, Revenue
(La Loma Village) (LOC; Citibank NA)		2.25		2/7/08		18,300,000   a				18,300,000
Arizona School District, COP (TAN Financing Program)		4.50		7/30/08		16,500,000				16,567,546
Maricopa County, HR, Refunding
(Sun Health Corporation) (LOC; ABN-AMRO)		2.24		2/7/08		21,565,000   a				21,565,000
Phoenix Civic Improvement Corporation, Excise Tax Revenue
(Putters Program) (Civic Plaza Expansion Project)
(Insured; FGIC and Liquidity Facility; PB Capital Finance)		2.90		2/7/08		8,210,000   a,b				8,210,000
Puttable Floating Option Tax Exempt Receipts (Phoenix Civic
Improvement Corporation, Junior Lien Water System Revenue)
(Insured; MBIA and Liquidity Facility; Merrill Lynch Capital Services)		2.75		2/7/08		20,430,000   a,b				20,430,000
Salt River Project Agricultural Improvement and Power District, CP
(Salt River Project) (Liquidity Facility: Bank of America,
Citibank NA, JPMorgan Chase Bank and Wells Fargo Bank)		2.90		3/10/08		35,000,000				35,000,000
Salt River Project Agricultural Improvement and Power District, CP
(Salt River Project) (Liquidity Facility: Bank of America, Citibank NA,
JPMorgan Chase Bank, Marshall and Isley Bank and Wells Fargo Bank)		3.50		2/11/08		15,000,000				15,000,000
Arkansas—.9%
Benton County Public Facilities Board, College Parking Facility Revenue
(NorthWest Arkansas Community College Project) (LOC; Regions Bank)		2.22		2/7/08		8,150,000   a				8,150,000
North Little Rock Health Facilities Board, Healthcare Revenue (Baptist
Health) (Insured; MBIA and Liquidity Facility; JPMorgan Chase Bank)		4.00		2/7/08		40,000,000   a				40,000,000
California—1.4%
California, Economic Recovery Bonds
(Liquidity Facility; JPMorgan Chase Bank)		1.57		2/1/08		3,750,000   a				3,750,000
California, GO (Kindergarten-University) (LOC: Citibank NA,
National Australia Bank and State Street Bank and Trust Co.)		1.50		2/1/08		3,260,000   a				3,260,000

44

---

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
California (continued)
California, RAN		4.00		6/30/08		15,000,000				15,038,027
California Department of Water Resources, Power Supply Revenue
(LOC: Bayerische Landesbank and Westdeutsche Landesbank)		1.67		2/1/08		7,100,000   a				7,100,000
California Department of Water Resources, Power Supply Revenue
(LOC: JPMorgan Chase Bank and Societe Generale)		1.50		2/1/08		2,100,000   a				2,100,000
California Pollution Control Financing Authority, PCR, Refunding
(Pacific Gas and Electric Company) (LOC; Bank One N.A.)		1.50		2/1/08		22,760,000   a				22,760,000
California Pollution Control Financing Authority, PCR, Refunding
(Pacific Gas and Electric Company) (LOC; Bank One N.A.)		1.60		2/1/08		6,400,000   a				6,400,000
California Pollution Control Financing Authority, PCR, Refunding
(Pacific Gas and Electric Company) (LOC; JPMorgan Chase Bank)		1.60		2/1/08		11,200,000   a				11,200,000
Colorado—1.0%
Colorado Educational and Cultural Facilities Authority, Revenue
(National Jewish Federation Bond Program) (LOC; Bank of America)		1.90		2/1/08		1,605,000   a				1,605,000
RBC Municipal Products Inc. Trust (Meridian Village Metropolitan
District Number One, Improvement Revenue) (Liquidity Facility;
Royal Bank of Canada and LOC; Royal Bank of Canada)		2.28		2/7/08		17,600,000   a,b				17,600,000
Southern Ute Indian Tribe of the Southern
Ute Indian Reservation, Revenue		2.20		2/7/08		26,000,000   a				26,000,000
Southglenn Metropolitan District, Special Revenue (LOC; BNP Paribas)		2.25		2/7/08		8,000,000   a				8,000,000
Delaware—.4%
Delaware Economic Development Authority, MFHR
(School House Project) (LOC; HSBC Bank USA)		2.25		2/7/08		13,000,000   a				13,000,000
Delaware Economic Development Authority, Revenue (Connections
CSP Project) (LOC; Mercantile-Safe Deposit and Trust Company)		2.80		2/7/08		6,940,000   a				6,940,000
District of Columbia—1.6%
Anacostia Waterfront Corporation, PILOT Revenue
(Merlots Program) (Liquidity Facility; Wachovia
Bank and LOC; Wachovia Bank)		2.24		2/7/08		50,000,000   a,b				50,000,000
District of Columbia, Revenue, CP (National Academy of Science)
(Insured; AMBAC and Liquidity Facility; Bank of America)		3.48		3/12/08		11,500,000				11,500,000
District of Columbia, University Revenue (The George
Washington University Issue) (Insured; MBIA
and Liquidity Facility; Bank of America)		3.80		2/7/08		20,085,000   a				20,085,000
Florida—6.4%
ABN-AMRO Munitops Certificates Trust (Port Saint Lucie, Utility
System Revenue) (Insured; MBIA and LOC; ABN-AMRO)		3.10		2/7/08		3,500,000   a				3,500,000
Broward County, Sales Tax Revenue, CP
(Liquidity Facility; Dexia Credit Locale)		2.40		4/15/08		47,088,000				47,088,000
Broward County Educational Facilities Authority,
Educational Facilities Revenue (Nova Southeastern
University Project) (LOC; Bank of America)		1.80		2/1/08		10,200,000   a				10,200,000
Florida Higher Educational Facilities Financing Authority, Revenue
(Jacksonville University Project) (LOC; Regions Bank)		2.15		2/7/08		7,000,000   a				7,000,000
Florida Hurricane Catastrophe Fund Finance Corporation, Revenue		5.00		7/1/08		15,500,000				15,577,461
Florida, State Board of Education, Public Education
Capital Outlay, GO Notes (LOC; Citibank NA)		2.28		2/7/08		5,930,000   a				5,930,000

The Funds 45

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Florida (continued)
Florida, State Board of Education, Public Education Capital Outlay
(Putters Program) (Liquidity Facility; JPMorgan Chase Bank)		2.25		2/7/08		15,985,000   a,b				15,985,000
Highlands County Health Facilities Authority, HR
(Adventist Health System/Sunbelt Obligated Group)		2.17		2/7/08		7,000,000   a				7,000,000
Hillsborough County, Community Investment Tax Revenue (Insured; AMBAC)		5.00		11/1/08		7,135,000				7,215,970
Marion County Hospital District, Health System Improvement
Revenue (Munroe Regional Health System) (LOC; Amsouth Bank)		2.16		2/7/08		7,060,000   a				7,060,000
Orange County Health Facilities Authority,
Revenue, CP (LOC; SunTrust Bank)		2.95		2/20/08		12,300,000				12,300,000
Orange County Housing Finance Authority, MFHR, Refunding
(Heather Glen Apartments) (Insured; FNMA and Liquidity Facility; FNMA)		2.17		2/7/08		1,800,000   a				1,800,000
Orlando-Orange County Expressway Authority, Revenue
(Insured; FSA and Liquidity Facility; Morgan Stanley Bank)		2.27		2/7/08		3,985,000   a,b				3,985,000
Palm Beach County School District, GO Notes, TAN		4.00		9/24/08		26,000,000				26,092,304
Port Orange, Revenue (Palmer College of
Chiropractic Florida Project) (LOC; ABN-AMRO)		2.25		2/7/08		4,280,000   a				4,280,000
Sunshine State Governmental Financing Commission, Revenue
(Governmental Financing Program) (Insured;
AMBAC and Liquidity Facility; Dexia Credit Locale)		4.50		2/1/08		42,285,000   a				42,285,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		3.00		2/14/08		9,383,000				9,383,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		3.37		3/12/08		10,000,000				10,000,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		2.65		4/8/08		11,676,000				11,676,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		2.65		4/8/08		15,438,000				15,438,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; DEPFA Bank PLC)		2.58		6/11/08		29,890,000				29,890,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; Dexia Credit Locale)		3.00		2/14/08		28,680,000				28,680,000
Sunshine State Governmental Financing Commission,
Revenue, CP (Liquidity Facility; JPMorgan Chase Bank)		2.70		5/9/08		10,000,000				10,000,000
Tampa, Educational Facilities Revenue (Trinity School
for Children Project) (LOC; Regions Bank)		2.23		2/7/08		4,775,000   a				4,775,000
Georgia—3.3%
Atlanta, Airport General Revenue, Refunding (Hartsfield International
Airport) (Insured; MBIA and Liquidity Facility; Bayerische Landesbank)		7.00		2/7/08		65,330,000   a				65,330,000
Fulton County Housing Authority, MFHR (Liquidity Facility; Merrill
Lynch Capital Services and LOC; Merrill Lynch Capital Services)		5.30		2/7/08		25,365,000   a,b				25,365,000
Georgia Ports Authority, Revenue (Garden City
Terminal Project) (LOC; SunTrust Bank)		2.12		2/7/08		12,000,000   a				12,000,000
Georgia Road and Thruway Authority, Federal Highway Reimbursement
Revenue, CP (Liquidity Facility; State Street Bank and Trust Co.)		2.80		3/4/08		20,000,000				20,000,000
Metropolitan Atlanta Rapid Transit Authority,
Sales Tax Revenue, CP (LOC; Dexia Credit Locale)		2.70		5/8/08		15,000,000				15,000,000
Municipal Electric Authority of Georgia, CP (LOC; JPMorgan Chase Bank)		2.70		4/9/08		15,420,000				15,420,000

46

---

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Georgia (continued)
Private Colleges and Universities Authority, CP (Emory University Project)		3.55		3/6/08		12,500,000				12,500,000
Private Colleges and Universities Authority, CP (Emory University Project)		2.68		4/4/08		6,000,000				6,000,000
Idaho—.1%
Idaho Housing and Finance Association, Nonprofit Facilities Revenue
(Albertson College of Idaho Project) (LOC; Key Bank)		2.20		2/7/08		3,885,000   a				3,885,000
Illinois—5.4%
Channahon, Revenue, Refunding (Morris Hospital) (LOC; U.S. Bank NA)		2.10		2/7/08		3,915,000   a				3,915,000
Chicago O’Hare International Airport, General Airport Third Lien
Revenue (Insured; FGIC and Liquidity Facility; PB Finance Inc.)		2.28		2/7/08		5,090,000   a,b				5,090,000
Chicago O’Hare International Airport, Revenue,
CP (LOC: Dexia Credit Locale, Fortis Bank,
Societe Generale and State Street Bank and Trust Co.)		3.43		2/13/08		15,172,000				15,172,000
Chicago O’Hare International Airport, Revenue,
CP (LOC: Dexia Credit Locale, Fortis Bank,
Societe Generale and State Street Bank and Trust Co.)		2.75		2/14/08		11,919,000				11,919,000
Chicago O’Hare International Airport, Revenue,
CP (LOC: Dexia Credit Locale, Fortis Bank,
Societe Generale and State Street Bank and Trust Co.)		3.05		2/14/08		25,197,000				25,197,000
Chicago O’Hare International Airport, Revenue,
CP (LOC: Dexia Credit Locale, Fortis Bank,
Societe Generale and State Street Bank and Trust Co.)		2.75		2/20/08		23,921,000				23,921,000
DuQuoin, Industrial Improvement Revenue, Refunding
(Marshall Browning Hospital Project) (LOC; Comerica Bank)		2.83		2/7/08		10,250,000   a				10,250,000
Illinois Development Finance Authority, Revenue (Lyric Opera of Chicago
Project) (LOC: Bank One N.A., Harris N.A. and Northern Trust Co.)		2.18		2/7/08		30,300,000   a				30,300,000
Illinois Educational Facility Authority, Revenue, CP (Pooled
Finance Program) (LOC; Northern Trust Co.)		3.33		3/12/08		15,000,000				15,000,000
Illinois Finance Authority, Revenue, Refunding
(Fairview Obligated Group) (LOC; LaSalle National Bank NA)		2.14		2/7/08		16,200,000   a				16,200,000
Illinois Housing Development Authority, Homeowner Mortgage Revenue		3.45		10/1/08		2,240,000				2,240,000
Illinois Toll Highway Authority, Toll Highway Senior Priority Revenue
(Insured; XLCA and Liquidity Facility; Dexia Credit Locale)		3.45		2/7/08		125,000,000   a				125,000,000
Indiana—2.0%
Indiana Educational Facilities Authority, Revenue
(Martin University Project) (LOC; Key Bank)		2.23		2/7/08		2,945,000   a				2,945,000
Indiana Health and Educational Facility Financing Authority, Revenue
(Ascension Health Senior Credit Group) (Liquidity Facility; Citigroup Inc.)		2.28		2/7/08		55,000,000   a,b				55,000,000
Indianapolis Local Public Improvement Bond Bank, Limited Recourse
Notes (City of Indianapolis County Option Income TRAN)		4.00		1/12/09		6,250,000				6,298,587
Indianapolis Local Public Improvement Bond Bank, Notes		2.90		7/1/08		20,000,000				20,000,000
Indianapolis Local Public Improvement Bond Bank, Notes		2.95		1/8/09		18,000,000				18,000,000
Pike Township Multi-School Building Corporation,
First Mortgage Revenue (Insured; AMBAC)		4.50		7/15/08		3,250,000				3,261,820
Iowa—.2%
Tobacco Settlement Authority of Iowa, Tobacco
Settlement Asset-Backed Bonds (Liquidity Facility;
Citibank NA and LOC; Citigroup Global Market Holdings)		2.29		2/7/08		11,810,000   a,b				11,810,000

The Funds 47

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Kansas—.5%
Olathe, Temporary Notes		4.00		6/1/08		28,615,000				28,666,768
Kentucky—1.3%
Fort Mitchell, Kentucky League of Cities Funding Trust, LR
(Trust Lease Program) (LOC; U.S. Bank NA)		2.82		2/7/08		7,800,000   a				7,800,000
Kentucky Asset/Liability Commission, General Fund Revenue,
CP (Liquidity Facility; Dexia Credit Locale)		3.40		2/13/08		12,500,000				12,500,000
Madisonville, HR (Trover Clinic Foundation, Inc.) (Insured; Assured
Guaranty and Liquidity Facility; JPMorgan Chase Bank)		2.24		2/7/08		19,250,000   a				19,250,000
Public Energy Authority of Kentucky, Inc., Gas Supply
Revenue (Liquidity Facility; Societe Generale)		1.92		2/1/08		24,600,000   a				24,600,000
Richmond, Lease Program Revenue (Kentucky League
of Cities Funding Trust) (LOC; U.S. Bank NA)		2.82		2/7/08		2,000,000   a				2,000,000
Louisiana—1.7%
Louisiana Local Government Environmental Facilities and Community
Development Authority, Healthcare Facilities Revenue, Refunding
(Saint James Place of Baton Rouge Project) (LOC; ABN-AMRO)		2.25		2/7/08		11,520,000   a				11,520,000
Louisiana Municipal Natural Gas Purchasing and Distribution Authority,
Revenue (Putters Program) (Gas Project Number 1) (Liquidity
Facility; JPMorgan Chase Bank and LOC; JPMorgan Chase Bank)		2.25		2/7/08		27,029,000   a,b				27,029,000
Louisiana Public Facilities Authority, HR (Touro
Infirmary Project) (Liquidity Facility; Merrill Lynch)		3.30		2/7/08		34,045,000   a,b				34,045,000
Plaquemines Port Harbor and Terminal District,
Port Facility Revenue (Chevron Pipe Line Company Project)		3.85		9/1/08		4,895,000				4,894,079
Tobacco Settlement Financing Corporation of Louisiana, Tobacco
Settlement Asset-Backed Bonds (Liquidity Facility; Merrill Lynch)		3.00		2/7/08		9,115,000   a,b				9,115,000
Maryland—.3%
Baltimore County Revenue Authority,
Golf System Revenue (LOC; M&T Bank)		2.83		2/7/08		4,100,000   a				4,100,000
Frederick County, Revenue, Refunding (Manekin-Frederick
Associates Facility) (LOC; M&T Bank)		2.90		2/7/08		2,550,000   a				2,550,000
Maryland Economic Development Corporation, Revenue
(Easter Seals Facility) (LOC; M&T Bank)		2.83		2/7/08		6,900,000   a				6,900,000
Maryland Economic Development Corporation, Revenue
(Legal Aid Bureau Inc. Facility) (LOC; M&T Bank)		2.85		2/7/08		2,355,000   a				2,355,000
Massachusetts—2.8%
Massachusetts, CP (LOC; Bank of Nova Scotia)		3.34		3/5/08		40,000,000				40,000,000
Massachusetts Development Finance Agency, Revenue
(Lesley University Issue) (LOC; Bank of America)		2.18		2/7/08		7,200,000   a				7,200,000
Massachusetts Development Finance Agency, Revenue (Northfield
Mount Hermon School Issue) (LOC; JPMorgan Chase Bank)		2.18		2/7/08		30,000,000				30,000,000
Massachusetts Development Finance Agency, Revenue
(Suffolk University Issue) (Insured; Assured Guaranty
and Liquidity Facility; JPMorgan Chase Bank)		2.18		2/7/08		16,000,000   a				16,000,000
Massachusetts Development Finance Agency, Revenue, Refunding
(Wentworth Institute of Technology Issue) (LOC; JPMorgan Chase Bank)		2.18		2/7/08		14,635,000   a				14,635,000
Massachusetts Development Finance Agency, Revenue, Refunding
(Wentworth Institute of Technology Issue) (LOC; JPMorgan Chase Bank)		2.18		2/7/08		20,000,000   a				20,000,000

48

---

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Massachusetts (continued)
Massachusetts Health and Educational Facilities Authority, Revenue
(Cape Cod Healthcare Obligated Group Issue)
(Insured; Assured Guaranty and Liquidity Facility; Bank of America)		2.23		2/7/08		15,000,000   a				15,000,000
Massachusetts Health and Educational Facilities
Authority, Revenue (Wellesley College Issue)		1.95		2/7/08		3,000,000   a				3,000,000
Massachusetts School Building Authority,
Dedicated Sales Tax Bonds (Putters Program)
(Insured; FSA and Liquidity Facility; JPMorgan Chase Bank)		2.25		2/7/08		3,180,000   a,b				3,180,000
Michigan—6.5%
Detroit, TAN (LOC; Bank of Nova Scotia)		4.50		3/1/08		45,100,000				45,129,197
Detroit, Water Supply System Revenue (Merlots Program)
(Insured; MBIA and Liquidity Facility; Wachovia Bank)		2.51		2/7/08		12,760,000   a,b				12,760,000
Detroit, Water Supply System Revenue, Refunding
(Insured; FGIC and Liquidity Facility; DEPFA Bank PLC)		4.20		2/7/08		61,050,000   a				61,050,000
Detroit Downtown Development Authority, LR, Refunding
(Millender Center Project) (LOC; HSBC Bank USA)		2.30		2/7/08		17,200,000   a				17,200,000
Greater Detroit Resource Recovery Authority, RRR (Insured; AMBAC)		6.25		12/13/08		7,755,000				7,984,724
Marquette County Economic Development Corporation, LOR
(Bell Memorial Hospital Project) (LOC; Charter One Bank)		2.83		2/7/08		32,285,000   a				32,285,000
Michigan, GO Notes		4.00		9/30/08		20,000,000				20,138,067
Michigan Building Authority, Multi-Modal Revenue
(Facilities Program) (LOC; JPMorgan Chase Bank)		2.17		2/7/08		35,500,000   a				35,500,000
Michigan Higher Education Facilities Authority, Revenue,
Refunding (Walsh College Project) (LOC; Commerce Bank)		2.22		2/7/08		9,535,000   a				9,535,000
Michigan Hospital Finance Authority, Revenue
(Healthcare Equipment Loan Program) (LOC; Fifth Third Bank)		2.23		2/7/08		10,000,000   a				10,000,000
Michigan Hospital Finance Authority, Revenue
(Healthcare Equipment Loan Program) (LOC; Fifth Third Bank)		2.23		2/7/08		15,000,000   a				15,000,000
Michigan Hospital Finance Authority, Revenue
(Healthcare Equipment Loan Program) (LOC; Fifth Third Bank)		2.23		2/7/08		5,200,000   a				5,200,000
Michigan Municipal Bond Authority, Revenue Notes		4.50		8/20/08		15,000,000				15,065,078
Michigan Municipal Bond Authority, Revenue Notes
(LOC; Bank of Nova Scotia)		4.50		8/20/08		10,000,000				10,043,385
Michigan Strategic Fund, LOR (Legal Aid and Defender
Association, Inc. Project) (LOC; JPMorgan Chase Bank)		2.86		2/7/08		12,640,000   a				12,640,000
University of Michigan, CP		3.42		2/7/08		19,650,000				19,650,000
Waterford Township Economic Development Corporation, LOR,
Refunding (Canterbury Health Care Inc. Project) (LOC; KBC Bank)		2.25		2/7/08		10,585,000   a				10,585,000
Minnesota—.9%
University of Minnesota, CP		2.50		5/20/08		20,000,000				20,000,000
University of Minnesota, CP		2.55		5/20/08		25,000,000				25,000,000
Mississippi—1.3%
Mississippi, GO Notes		6.20		2/1/08		3,830,000				3,830,000
Mississippi Business Finance Corporation, Health Care Facilities
Revenue (Rush Medical Foundation Project) (LOC; Regions Bank)		2.82		2/7/08		24,100,000   a				24,100,000
Mississippi Business Finance Corporation, Revenue
(DDR Gulfport Promenade LLC Project) (LOC; Regions Bank)		2.25		2/7/08		7,000,000   a				7,000,000

The Funds 49

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Mississippi (continued)
Mississippi Business Finance Corporation, Revenue
(Gulf Ship, L.L.C. Project Phase III) (LOC; Regions Bank)		2.25		2/7/08		15,000,000   a				15,000,000
Puttable Floating Option Tax Exempt Receipts (Mississippi, GO
(Community Heritage Preservation Grant Program))
(Insured; MBIA and Liquidity Facility; Merrill Lynch Captial Services)		2.75		2/7/08		13,920,000   a,b				13,920,000
University of Mississippi Educational Building Corporation,
Revenue (Campus Improvements Project)
(Insured; MBIA and Liquidity Facility; Amsouth Bank)		3.20		2/7/08		4,260,000   a				4,260,000
Missouri—.1%
Missouri Health and Educational Facilities Authority, School District
Advance Funding Program Notes (Mehlville R-IX School District)		4.25		11/3/08		6,955,000				6,992,850
Nebraska—1.5%
Nebhelp Inc., Revenue (Insured; MBIA and
Liquidity Facility; Lloyds TSB Bank PLC)		2.85		2/7/08		31,780,000   a				31,780,000
Nebhelp Inc., Revenue (Insured; MBIA and
Liquidity Facility; Lloyds TSB Bank PLC)		2.85		2/7/08		35,560,000   a				35,560,000
Omaha Public Power District, Electric Revenue, CP
(Liquidity Facility; JPMorgan Chase Bank)		2.90		3/6/08		13,300,000				13,300,000
Nevada—.3%
Clark County School District, GO Notes (Putters Program)
(Insured; FSA and Liquidity Facility; PB Capital Finance)		2.25		2/7/08		6,905,000   a,b				6,905,000
Las Vegas Valley Water District, Revenue, Refunding		5.00		6/1/08		2,750,000				2,762,002
Nevada, GO (Limited Tax) Capital Improvement
and Cultural Affairs, Refunding		5.00		2/1/08		4,955,000				4,955,000
New Hampshire—.3%
New Hampshire Health and Education Facilities
Authority, HR (Catholic Medical Center Issue)
(LOC; Citizens Bank of Massachusetts)		2.22		2/7/08		9,235,000   a				9,235,000
New Hampshire Health and Education Facilities
Authority, RAN/Capital Notes (The Riverwoods
Company, at Exeter, New Hampshire)		4.50		9/26/08		4,000,000				4,014,997
New York—2.0%
New York City, GO (LOC; Bank of America)		2.68		2/7/08		5,000,000   a				5,000,000
New York City Capital Resources Corporation, Revenue (Loan
Enhanced Assistance Program) (LOC; Bank of America)		2.10		2/7/08		6,000,000   a				6,000,000
New York City Municipal Water Finance Authority,
CP (LOC: Landesbank Baden-Wurttemberg and
Landesbank Hessen-Thuringen Girozentrale)		3.35		2/15/08		16,100,000				16,100,000
New York City Transitional Finance Authority, Revenue
(New York City Recovery) (Liquidity Facility; Societe Generale)		1.99		2/7/08		6,500,000   a				6,500,000
New York State Dormitory Authority, Insured Revenue (Long Island
University) (Insured; CIFG and Liquidity Facility; Dexia Credit Locale)		5.00		2/1/08		5,300,000   a				5,300,000
New York State Dormitory Authority, Revenue (Mount Saint
Mary College) (LOC; JPMorgan Chase Bank)		2.16		2/7/08		20,000,000   a				20,000,000
Onondaga County Industrial Development Agency,
Civic Facility Revenue (Syracuse University Project)
(LOC; JPMorgan Chase Bank)		1.85		2/7/08		3,885,000   a				3,885,000
Suffolk County, GO Notes, TAN		3.50		8/14/08		10,000,000				10,036,737

50

---

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
New York (continued)
Tobacco Settlement Financing Corporation of New York,
Asset Backed Revenue Bonds (State Contingency
Contract Secured) (Liquidity Facility; DEPFA Bank PLC)		2.24		2/7/08		17,495,000   a,b				17,495,000
Tobacco Settlement Financing Corporation of New York,
Revenue (Liquidity Facility: Landesbank
Hessen-Thuringen Girozentrale and Merrill Lynch)		2.65		2/7/08		10,000,000   a,b				10,000,000
Tompkins County Industrial Development Agency, Civic Facility Revenue
(Cornell University Project) (Liquidity Facility; JPMorgan Chase Bank)		1.80		2/1/08		6,380,000   a				6,380,000
North Carolina—.9%
Board of Governers of the University of North Carolina, CP		2.95		3/5/08		6,500,000				6,500,000
Board of Governors of the University of North Carolina, CP		3.40		3/7/08		30,600,000				30,600,000
Board of Governors of the University of North Carolina, CP		3.40		3/7/08		3,200,000				3,200,000
Board of Governors of the University of North Carolina, CP		3.40		3/7/08		2,000,000				2,000,000
North Carolina Capital Facilities Finance Agency, CP (Duke University Project)		3.40		3/10/08		6,000,000				6,000,000
Ohio—2.6%
Akron Bath Copley Joint Township Hospital District, Health Care
Facilities Revenue (Sumner Project) (LOC; KBC Bank)		2.23		2/7/08		5,300,000   a				5,300,000
Clark County, Health Care Facilities Revenue (The Ohio Masonic Home
Project) (Insured; AMBAC and Liquidity Facility; JPMorgan Chase Bank)		2.82		2/7/08		10,175,000   a				10,175,000
Cleveland-Cuyahoga County Port Authority, Development Revenue,
Refunding (Judson Project) (LOC; National City Bank)		2.25		2/7/08		11,200,000   a				11,200,000
Columbus, Sewerage System Revenue (Liquidity
Facility; Morgan Stanley Bank)		2.25		2/7/08		6,055,000   a,b				6,055,000
Cuyahoga Community College District, General Receipts
Revenue (Insured; AMBAC and Liquidity Facility; Key Bank)		5.00		2/7/08		6,985,000   a				6,985,000
Franklin County, Health Care Facilities Revenue
(Creekside at the Village Project) (LOC; Key Bank)		2.20		2/7/08		7,250,000   a				7,250,000
Hamilton County, Hospital Facilities Revenue (Christ Hospital)
(Insured; FSA and Liquidity Facility; Svenska Handelsbanken)		3.60		2/7/08		44,560,000   a,b				44,560,000
Hamilton County, Hospital Facilities Revenue (Cincinnati Children’s
Hospital Medical Center Project) (LOC; JPMorgan Chase Bank)		2.20		2/7/08		5,000,000   a				5,000,000
Ohio, Higher Education GO (Liquidity Facility; DEPFA Bank PLC)		2.30		2/7/08		5,125,000   a,b				5,125,000
Ohio Air Quality Development Authority, PCR, Refunding
(FirstEnergy Generation Corporation Project) (LOC; Key Bank)		2.20		2/7/08		20,000,000   a				20,000,000
Ohio Higher Education Facility, Revenue
(Ashland University Project) (LOC; Key Bank)		2.32		2/7/08		4,500,000   a				4,500,000
University of Cincinnati, General Receipts Revenue (Insured; FGIC)		5.50		6/1/08		1,500,000				1,509,675
Zanesville-Muskingum County Port Authority, EDR, Refunding
(Grove City Church of the Nazarene Project) (LOC; National City Bank)		2.31		2/7/08		7,630,000   a				7,630,000
Oklahoma—1.4%
Oklahoma Development Finance Authority, Continuing
Care Retirement Community Revenue, Refunding
(Inverness Village Project) (LOC; KBC Bank)		2.16		2/7/08		7,000,000   a				7,000,000
Oklahoma Water Resources Board, State Loan Program
Revenue (Liquidity Facility; Bank of America)		3.54		4/1/08		14,755,000				14,755,000
Oklahoma Water Resources Board, State Loan Program
Revenue (Liquidity Facility; State Street Bank and Trust Co.)		3.54		4/1/08		11,685,000				11,685,000

The Funds 51

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Oklahoma (continued)
Tulsa County Industrial Authority, Capital Improvements
Revenue (Liquidity Facility; Bank of America)		3.45		5/15/08		38,600,000				38,600,000
Oregon—1.4%
Astoria Hospital Facilities Authority, HR (Columbia
Memorial Hospital Project) (LOC; U.S. Bank NA)		2.83		2/7/08		18,880,000   a				18,880,000
Oregon, Homeowner Revenue (Liquidity Facility; Landesbank
Hessen-Thuringen Girozentrale and LOC; Trinity Funding Group)		2.25		2/7/08		3,880,000   a,b				3,880,000
Oregon, TAN		4.50		6/30/08		30,000,000				30,103,683
Portland, EDR (Broadway Project) (Insured; AMBAC
and Liquidity Facility; Key Bank)		5.00		2/7/08		5,100,000   a			5,100,000
Salem Hospital Facility Authority, Revenue
(Capital Manor, Inc. Project) (LOC; Bank of America)		2.25		2/7/08		5,670,000   a				5,670,000
Salem Hospital Facility Authority, Revenue, Refunding
(Capital Manor, Inc. Project) (LOC; Bank of America)		2.25		2/7/08		8,970,000   a				8,970,000
Pennsylvania—10.8%
Allegheny County Hospital Development Authority, Health
Center Revenue, Refunding (Presbyterian University Health
System, Inc. Project) (Insured; MBIA and Liquidity Facility;
Landesbank Hessen-Thuringen Girozentrale)		2.65		2/7/08		16,025,000   a,b				16,025,000
Bethlehem Area School District, GO Notes (Insured; FSA
and Liquidity Facility; Dexia Credit Locale)		2.81		2/7/08		54,985,000   a				54,985,000
Chestnut Ridge School District, GO (Insured; FSA
and Liquidity Facility; Dexia Credit Locale)		2.81		2/7/08		10,870,000   a				10,870,000
Dauphin County General Authority, Revenue
(Education and Health Loan Program) (Insured;
AMBAC and Liquidity Facility; JPMorgan Chase Bank)		5.00		2/7/08		7,525,000   a				7,525,000
Dauphin County General Authority, Revenue (Insured; FSA
and Liquidity Facility: Bank of Nova Scotia and KBC Bank)		2.81		2/7/08		13,955,000   a				13,955,000
Dauphin County General Authority, Revenue (School
District Pooled Financing Program) (Insured; FSA
and Liquidity Facility: Bank of Nova Scotia and KBC Bank)		2.25		2/7/08		65,100,000   a				65,100,000
East Hempfield Township Industrial Development Authority,
Revenue (The Mennonite Home Project) (LOC; M&T Bank)		2.83		2/7/08		8,630,000   a				8,630,000
Emmaus General Authority, Local Government
Revenue (GIC; Goldman Sachs and Co.)		2.03		2/7/08		10,000,000   a				10,000,000
Emmaus General Authority, Local Government
Revenue (GIC; Goldman Sachs and Co.)		2.03		2/7/08		3,800,000   a				3,800,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		7,900,000   a				7,900,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		8,000,000   a				8,000,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		2,000,000   a				2,000,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		4,800,000   a				4,800,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		10,400,000   a				10,400,000

52

---

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Pennsylvania (continued)
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		7,800,000   a				7,800,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		12,400,000   a			12,400,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		4,000,000   a				4,000,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		11,800,000   a				11,800,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		7,500,000   a				7,500,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		17,300,000   a				17,300,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		12,400,000   a				12,400,000
Emmaus General Authority, Local Government
Revenue (LOC; DEPFA Bank PLC)		2.03		2/7/08		10,000,000   a				10,000,000
General Authority of South Central Pennsylvania,
Revenue (Lutheran Social Services of
South Central Pennsylvania Project) (LOC; M&T Bank)		2.83		2/7/08		12,700,000   a				12,700,000
Harrisburg Authority, Water Revenue, Refunding
(Insured; FGIC and Liquidity Facility; FGIC)		5.25		2/7/08		14,405,000   a				14,405,000
Lancaster County Hospital Authority, Health Center
Revenue (Luthercare Project) (LOC; M&T Bank)		2.25		2/7/08		13,680,000   a				13,680,000
Lancaster County Hospital Authority, Revenue (Landis
Home Retirement Community Project) (LOC; M&T Bank)		2.83		2/7/08		7,970,000   a				7,970,000
Pennsylvania Higher Educational Facilities Authority,
Student Housing Revenue (Washington and Jefferson
Development Corporation—Washington and Jefferson
College Project) (LOC; Unicredito Italiano SPA)		2.25		2/7/08		7,900,000   a				7,900,000
Philadelphia, Gas Work Revenue, CP (LOC; JPMorgan Chase Bank)		3.00		3/10/08		22,200,000				22,200,000
Philadelphia, Multi-Modal GO, Refunding (Insured;
FSA and Liquidity Facility; Dexia Credit Locale)		2.80		2/7/08		40,205,000   a				40,205,000
Philadelphia School District, TRAN (LOC; Bank of America)		4.50		6/27/08		18,000,000				18,063,882
Puttable Floating Option Tax Exempt Receipts (Allegheny County
Airport Authority, Airport Revenue (Pittsburgh International
Airport)) (Insured; FSA and Liquidity Facility; DEPFA Bank PLC)		2.24		2/7/08		50,610,000   a,b				50,610,000
Schuylkill County, GO Notes (Insured; AMBAC and
Liquidity Facility; Wachovia Bank)		5.00		2/7/08		6,205,000   a				6,205,000
Spring Grove Area School District, GO Notes (Insured; FSA
and Liquidity Facility; Dexia Credit Locale)		2.23		2/7/08		19,995,000   a				19,995,000
Spring Grove Area School District, GO Notes (Insured; FSA
and Liquidity Facility; Dexia Credit Locale)		2.81		2/7/08		17,340,000   a				17,340,000
West Cornwall Township Municipal Authority, GO Notes,
Refunding (Bethlehem Area School District Project)
(Insured; FSA and Liquidity Facility; Dexia Credit Locale)		2.81		2/7/08		28,300,000   a				28,300,000
South Carolina—.5%
Lexington County School District Number 1, GO Notes		5.00		2/1/08		5,130,000				5,130,000

The Funds 53

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
South Carolina (continued)
Puttable Floating Option Tax Exempt Receipts (South Carolina
Jobs-Economic Development Authority, Hospital Improvement
Revenue (Palmetto Health)) (Liquidity Facility; Merrill
Lynch Capital Services and LOC; Merrill Lynch)		3.30		2/7/08		19,000,000   a,b				19,000,000
Tennessee—6.7%
Blount County Public Building Authority, Local Government
Public Improvement Revenue (City of Alcoa)
(Insured; AMBAC and Liquidity Facility; DEPFA Bank PLC)		6.00		2/1/08		21,250,000   a				21,250,000
Blount County Public Building Authority, Local Government
Public Improvement Revenue (Insured; AMBAC
and Liquidity Facility; Regions Bank)		5.25		2/7/08		3,225,000   a				3,225,000
Blount County Public Building Authority, Local Government
Public Improvement Revenue (Insured;
AMBAC and Liquidity Facility; Regions Bank)		5.25		2/7/08		5,000,000   a				5,000,000
Blount County Public Building Authority, Local Government
Public Improvement Revenue (Insured;
AMBAC and Liquidity Facility; Regions Bank)		5.25		2/7/08		6,500,000   a				6,500,000
Claiborne County Industrial Development Board, Revenue
(Lincoln Memorial University Project) (LOC; Amsouth Bank)		2.24		2/7/08		9,000,000   a				9,000,000
Clarksville Public Building Authority, Financing Revenue
(City of Murfreesboro Loan) (LOC; SunTrust Bank)		2.12		2/7/08		5,000,000   a				5,000,000
Knoxville, Wastewater Systems Revenue (Putters Program)
(Insured; MBIA and Liquidity Facility; PB Finance Inc.)		2.50		2/7/08		8,055,000   a,b				8,055,000
Metropolitan Government of Nashville and Davidson County,
CP (Liquidity Facility: California Public Employees
Retirement System, California State Teachers Retirement
System and State Street Bank and Trust Co.)		2.65		4/9/08		33,000,000				33,000,000
Metropolitan Government of Nashville and Davidson County
Health and Educational Facilities Board, Revenue
(The Vanderbilt University) (Liquidity Facility: Bayerische
Landesbank and Landesbank Hessen-Thruingen Girozentrale)		2.15		2/7/08		19,790,000   a				19,790,000
Municipal Energy Acquisition Corporation, Gas Revenue
(Putters Program) (Liquidity Facility; JPMorgan
Chase Bank and LOC; JPMorgan Chase Bank)		3.68		2/7/08		13,375,000   a,b				13,375,000
Sevier County Public Building Authority, Local
Government Public Improvement Revenue
(Insured; AMBAC and Liquidity Facility; KBC Bank)		5.25		2/7/08		6,635,000   a				6,635,000
Sevier County Public Building Authority, Local Government Public
Improvement Revenue (Insured; AMBAC and Liquidity Facility;
Landesbank Hessen-Thuringen Girozentrale)		5.25		2/7/08		7,015,000   a				7,015,000
Sevier County Public Building Authority, Local Government Public
Improvement Revenue (Insured; AMBAC and Liquidity Facility;
Landesbank Hessen-Thuringen Girozentrale)		5.25		2/7/08		10,000,000   a				10,000,000
Sevier County Public Building Authority, Local Government Public
Improvement Revenue (Liquidity Facility; DEPFA Bank PLC)		2.15		2/1/08		20,000,000   a				20,000,000
Shelby County Health Educational and Housing Facility Board,
Revenue (Trezevant Manor Project) (LOC; ABN-AMRO)		2.24		2/7/08		7,000,000   a				7,000,000

54

---

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Tennessee (continued)
Shelby County, GO, Refunding (Liquidity Facility; Dexia Credit Locale)		2.20		2/7/08		31,450,000   a				31,450,000
Tennergy Corporation, Gas Revenue (Putters Program)
(Liquidity Facility; JPMorgan Chase Bank)		2.25		2/7/08		22,500,000   a,b				22,500,000
Tennergy Corporation, Gas Revenue (Putters Program) (LOC; BNP Paribas)		2.25		2/7/08		83,455,000   a,b				83,455,000
Tennessee, CP (Liquidity Facility; Tennessee Consolidated Retirement System) 3.43				2/14/08		26,000,000				26,000,000
Tennessee Energy Acquisition Corporation, Gas Project Revenue
(Liquidity Facility; Deutsche Bank AG and LOC; Goldman Sachs Group)		2.25		2/7/08		10,825,000   a,b				10,825,000
Texas—14.5%
ABN AMRO Munitops Certificates Trust (Comal Independent
School District) (Liquidity Facility; Bank of America and LOC;
Texas Permanent School Fund Guarantee Program)		2.27		2/7/08		13,450,000   a,b				13,450,000
ABN AMRO Munitops Certificates Trust (Tarrant Regional Water District,
Water Revenue) (Insured; FGIC and Liquidity Facility; Bank of America)		3.20		2/7/08		11,460,000   a,b				11,460,000
Dallas, Waterworks and Sewer System Revenue, CP
(Liquidity Facility; Bank of America)		3.05		6/11/08		45,161,000				45,161,000
Dallas Area Rapid Transit, Transportation Revenue (Merlots Program)
(Insured: AMBAC and FGIC and Liquidity Facility; Wachovia Bank)		2.61		2/7/08		24,045,000   a,b				24,045,000
Deutsche Bank Spears/Lifers Trust (Bullard Independent School District,
Unlimited Tax School Building Bonds) (Liquidity Facility; Deutsche
Bank AG and LOC; Permanent School Fund Guarantee Program)		2.30		2/7/08		3,000,000   a,b				3,000,000
Deutsche Bank Spears/Lifers Trust (Houston, Combined Utility
System First Lien Revenue) (Insured; FGIC
and Liquidity Facility; Deutsche Bank AG)		3.50		2/7/08		9,905,000   a,b				9,905,000
Harris County, CP (Liquidity Facility; Bank of Nova Scotia)		2.98		3/10/08		39,980,000				39,980,000
Harris County, CP (Liquidity Facility:
Bank of Nova Scotia and Lloyds TSB Bank PLC)		3.40		3/6/08		17,948,000				17,948,000
Harris County, GO Notes, TAN		4.50		2/29/08		30,000,000				30,019,053
Harris County Metropolitan Transportation Authority,
Sales and Use Tax Revenue, CP (LOC; DEPFA Bank PLC)		2.10		4/30/08		20,000,000				20,000,000
Houston, CP (Liquidity Facility; DEPFA Bank PLC)		3.43		2/6/08		20,000,000				20,000,000
Houston, CP (Liquidity Facility; DEPFA Bank PLC)		3.40		2/11/08		25,000,000				25,000,000
Houston, CP (Liquidity Facility; DEPFA Bank PLC)		2.75		2/19/08		4,500,000				4,500,000
Houston, CP (Liquidity Facility; Dexia Credit Locale)		2.66		6/9/08		3,000,000				3,000,000
Lower Colorado River Authority, Revenue, CP (LCRA Transportation
Services Corporation) (Liquidity Facility; JPMorgan Chase Bank)		3.45		2/6/08		20,000,000				20,000,000
Macon Trust Various States (Dallas Area Rapid Transit, Senior Lien Sales
Tax Revenue) (Insured; AMBAC and Liquidity Facility; Bank of America)		2.55		2/7/08		4,305,000   a,b				4,305,000
North Texas Tollway Authority, BAN		4.13		11/19/08		123,000,000				123,045,968
San Antonio, Sales Tax Revenue, CP (LOC; Bank of America)		2.60		6/9/08		4,000,000				4,000,000
San Antonio, Water Revenue (Merlots Program)
(Liquidity Facility; Wachovia Bank)		2.22		2/7/08		10,000,000   a,b				10,000,000
Spring Independent School District, Unlimited Tax Schoolhouse Bonds
(Insured; FSA and Liquidity Facility; Dexia Credit Locale)		3.66		8/15/08		8,500,000				8,500,000
Texas, TRAN		4.50		8/28/08		17,000,000				17,100,668
Texas A&M University System Board of Regents, Financing System Revenue		3.15		5/15/08		4,235,000				4,238,449

The Funds 55

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Texas (continued)
Texas Affordable Housing Corporation, MFHR (American
Housing Foundation Portfolio) (Insured; MBIA
and Liquidity Facility; Goldman Sachs Group)		5.20		2/7/08		52,815,000   a,b				52,815,000
Texas Department of Transportation, State Highway Fund Revenue,
CP (LOC: Bank of America and State Street Bank and Trust Co.)		3.47		2/7/08		30,000,000				30,000,000
Texas Department of Transportation, State Highway Fund Revenue,
CP (LOC: Bank of America and State Street Bank and Trust Co.)		2.90		3/6/08		30,000,000				30,000,000
Texas Municipal Gas Acquisition and Supply Corporation I,
Gas Supply Revenue (Liquidity Facility; Merrill Lynch
Capital Services and LOC; Merrill Lynch)		3.20		2/7/08		19,805,000   a,b				19,805,000
Texas Municipal Power Agency, Revenue, CP (Liquidity Facility:
Bank of America and Bayerische Landesbank)		2.95		2/4/08		10,000,000				10,000,000
Texas Public Finance Authority, Building Revenue,
Refunding (Insured; AMBAC)		6.25		2/1/09		5,900,000				6,098,732
Texas Public Finance Authority, GO Notes, Refunding		5.00		10/1/08		4,810,000				4,878,328
Texas Transportation Commission, GO Mobility Fund Bonds
(Liquidity Facility: California Public Employees Retirement
System and State Street Bank and Trust Co.)		2.00		2/7/08		20,000,000   a				20,000,000
Texas Transportation Commission, GO Mobility Fund Bonds
(Putters Program) (Liquidity Facility; PNC Bank NA)		2.25		2/7/08		2,200,000   a,b				2,200,000
Texas Transportation Commission, State Highway Fund First Tier
Revenue (Putters Program) (Liquidity Facility; JPMorgan Chase Bank)		2.25		2/7/08		19,880,000   a,b				19,880,000
Texas Turnpike Authority, Central Texas Turnpike System, Second Tier BAN		5.00		6/1/08		16,765,000				16,848,768
University of Texas System Board of Regents,
Permanent University Fund Flexible Rate Notes		3.75		2/5/08		25,000,000				25,001,165
University of Texas, Permanent University Fund, CP		2.10		6/5/08		25,000,000				25,000,000
University of Texas, University Revenue, CP		3.35		4/15/08		17,070,000				17,070,000
University of Texas, University Revenue, CP		2.00		6/4/08		25,000,000				25,000,000
Utah—.6%
Intermountain Power Agency, Power Supply Revenue
(Insured; AMBAC and Liquidity Facility; Morgan Stanley Bank)		3.51		3/17/08		12,350,000				12,350,000
Intermountain Power Agency, Power Supply Revenue,
CP (Liquidity Facility; Bank of Nova Scotia)		2.75		3/6/08		9,000,000				9,000,000
Intermountain Power Agency, Power Supply Revenue, Refunding
(Insured; AMBAC and Liquidity Facility; Morgan Stanley Bank)		3.50		3/17/08		10,000,000				10,000,000
Vermont—.4%
Vermont Educational and Health Buildings Financing
Agency, HR (Rutland Regional Medical Center Project)
(Liquidity Facility; TD Banknorth, N.A.)		1.88		2/1/08		15,410,000   a				15,410,000
Vermont Educational and Health Buildings Financing Agency,
Revenue (North Country Hospital Project) (LOC; TD Banknorth, N.A.)		2.75		2/1/08		5,000,000   a				5,000,000
Virginia—.6%
Alexandria Industrial Development Authority, Revenue
(Institute for Defense Analyses Project) (Insured;
AMBAC and Liquidity Facility; Wachovia Bank)		4.00		2/7/08		13,310,000   a				13,310,000
Alexandria Industrial Development Authority, Revenue,
Refunding (Goodwin House) (LOC; Wachovia Bank)		1.78		2/1/08		13,000,000   a				13,000,000

56

---

Dreyfus Tax Exempt		Coupon		Maturity		Principal
Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
Washington—.9%
Tobacco Settlement Financing Corporation of Virginia, Tobacco
Settlement Asset-Backed Bonds (Liquidity Facility; Merrill Lynch)		2.24		2/7/08		7,500,000   a,b				7,500,000
Central Puget Sound Regional Transit Authority, Sales Tax Bonds
(Putters Program) (Insured; FSA and Liquidity Facility; PNC Bank NA)		2.25		2/7/08		3,300,000   a,b				3,300,000
King County, GO (Insured; FGIC and Liquidity Facility; JPMorgan Chase Bank)		3.25		2/7/08		1,990,000   a,b				1,990,000
Washington, GO Notes (Merlots Program) (Insured: FGIC
and MBIA and Liquidity Facility; Wachovia Bank)		2.51		2/7/08		20,000,000   a,b				20,000,000
Washington, Motor Vehicle Fuel Tax GO Notes		4.00		7/1/08		7,720,000				7,735,083
Washington Health Care Facilities Authority, Revenue
(Seattle Cancer Care Alliance) (LOC; Key Bank)		2.28		2/7/08		4,055,000   a				4,055,000
Washington Higher Education Facilities Authority, Revenue,
Refunding (Saint Martins University Project) (LOC; Key Bank)		2.18		2/7/08		9,000,000   a				9,000,000
Wisconsin—.9%
Badger Tobacco Asset Securitization Corporation,
Tobacco Settlement Asset-Backed Bonds (Liquidity
Facility: Lloyds TSB Bank PLC and Merrill Lynch)		2.25		2/7/08		5,460,000   a,b				5,460,000
Wisconsin, Transportation Revenue, CP (Liquidity Facility: California
State Teachers Retirement System and State Street Bank and Trust Co.)		3.37		3/13/08		20,000,000				20,000,000
Wisconsin Health and Educational Facilities Authority, Revenue
(Aurora Health Care) (Liquidity Facility; Marshall and Isley Bank)		2.00		2/1/08		9,000,000   a				9,000,000
Wisconsin Public Power Inc., Power Supply System Revenue (Putters
Program) (Insured; AMBAC and Liquidity Facility; PB Capital Finance)		3.15		2/7/08		10,305,000   a,b				10,305,000
Wyoming—.5%
Natrona County, HR, Refunding (Wyoming Medical Center Project)
(Insured; AMBAC and Liquidity Facility; Bank of Nova Scotia)		5.00		2/7/08		27,595,000   a				27,595,000
U.S. Related—.8%
Puerto Rico Commonwealth, TRAN (LOC: Banco Bilbao Vizcaya
Argentaria S.A., Banco Santander S.A., Bank of Nova Scotia,
BNP Paribas, Dexia Credit Locale, Fortis Bank and KBC Bank)		4.25		7/30/08		38,000,000				38,155,660
Puerto Rico Municipal Financing Agency, GO Notes
(Insured; FSA and Liquidity Facility; Merrill Lynch Capital Services)		2.38		2/7/08		4,850,000   a,b				4,850,000
Total Investments (cost $4,744,430,775)						90.6%				4,744,431,713
Cash and Receivables (Net)						9.4%				495,013,800
Net Assets						100.0%				5,239,445,513

See footnotes on page 63.

See notes to financial statements.

The Funds 57

---

STATEMENT OF INVESTMENTS

January 31, 2008

Dreyfus California AMT-Free		Coupon		Maturity		Principal
Municipal Cash Management		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments—99.6%
California—91.8%
Alameda County, COP (Alameda County
Medical Center Project) (Insured; MBIA)		5.25		6/1/08		100,000				100,498
Alameda-Contra Costa Schools Financing Authority, COP
(Capital Improvement Financing Projects) (LOC; Bank of Nova Scotia)		1.82		2/7/08		100,000   a				100,000
Alameda-Contra Costa Schools Financing Authority, COP
(Capital Improvements Financing Projects) (LOC; KBC Bank)		1.82		2/7/08		275,000   a				275,000
California, Economic Recovery Bonds		3.00		7/1/08		100,000				100,264
California, Economic Recovery Bonds		5.00		7/1/08		250,000				252,429
California, Economic Recovery Bonds		5.00		1/1/09		460,000				470,442
California, Economic Recovery Bonds
(Liquidity Faciliity; JPMorgan Chase Bank)		1.57		2/1/08		2,075,000   a				2,075,000
California, GO Notes		5.00		3/1/08		175,000				175,273
California, GO Notes		5.00		6/1/08		100,000				100,617
California, GO Notes		4.25		9/1/08		100,000				101,058
California, GO Notes (Insured; MBIA)		4.75		6/1/08		455,000				458,627
California, GO Notes (Kindergarten-University) (LOC: Citibank NA,
National Australia Bank and State Street Bank and Trust Co.)		1.50		2/1/08		1,000,000   a				1,000,000
California, GO Notes (Kindergarten-University) (LOC: Citibank NA,
National Australia Bank and State Street Bank and Trust Co.)		1.79		2/1/08		1,450,000   a				1,450,000
California, GO Notes (Kindergarten-University) (LOC: Citibank NA,
National Australia Bank and State Street Bank and Trust Co.)		1.80		2/7/08		150,000   a				150,000
California, GO Notes (LOC: Bank of America, Bank of Nova
Scotia and Landesbank Hessen-Thuringen Girozentrale)		1.80		2/7/08		1,000,000   a				1,000,000
California, GO Notes (Various Purpose)		4.00		2/1/08		100,000				100,000
California, GO Notes (Various Purpose)		6.75		2/1/08		100,000				100,000
California, GO Notes (Various Purpose)		5.00		3/1/08		500,000				500,853
California, GO Notes (Various Purpose)		5.00		6/1/08		100,000				100,716
California, GO Notes (Various Purpose)		4.75		9/1/08		100,000				100,997
California, GO Notes (Various Purpose)		6.25		9/1/08		100,000				101,853
California, GO Notes (Various Purpose)		6.50		10/1/08		165,000				168,760
California, GO Notes (Various Purpose)		6.50		11/1/08		300,000				306,787
California, GO Notes (Various Purpose)		2.80		2/1/09		100,000				100,000
California, GO Notes (Various Purpose) (Insured; FGIC)		6.75		2/1/08		150,000				150,000
California, GO Notes (Veterans)		9.00		4/1/08		1,305,000				1,316,655
California, GO Notes (Veterans)		8.50		10/1/08		100,000				103,272
California, GO Notes (Veterans)		9.20		10/1/08		1,000,000				1,035,642
California, RAN		4.00		6/30/08		10,635,000				10,664,150
California Department of Water Resources,
Power Supply Revenue (Insured; MBIA)		5.00		5/1/08		125,000				125,493
California Department of Water Resources,
Power Supply Revenue (LOC; Bayerische Landesbank)		1.75		2/1/08		12,850,000   a				12,850,000
California Department of Water Resources, Power Supply Revenue
(LOC: Bayerische Landesbank and Westdeutsche Landesbank)		1.67		2/1/08		2,200,000   a				2,200,000
California Department of Water Resources,
Power Supply Revenue (LOC; BNP Paribas)		1.65		2/1/08		12,100,000   a				12,100,000

58

---

Dreyfus California AMT-Free		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
California (continued)
California Department of Water Resources,
Power Supply Revenue (LOC: California State
Teachers Retirement System and JPMorgan Chase Bank)		1.75		2/7/08		1,400,000   a				1,400,000
California Department of Water Resources,
Power Supply Revenue (LOC; Citibank NA)		1.65		2/1/08		5,360,000   a				5,360,000
California Department of Water Resources, Power Supply
Revenue (LOC: JPMorgan Chase Bank and Societe Generale)		1.50		2/1/08		3,250,000   a				3,250,000
California Department of Water Resources,
Power Supply Revenue (LOC; State Street Bank and Trust Co.)		1.79		2/1/08		1,300,000   a				1,300,000
California Department of Water Resources, Water Revenue,
CP (Liquidity Facility; Landesbank Hessen-Thuringen Girozentrale)		2.92		2/7/08		9,500,000				9,500,000
California Educational Facilities Authority, Revenue
(University of Judaism) (LOC; Allied Irish Banks)		2.29		2/7/08		3,100,000   a				3,100,000
California Health Facilities Financing Authority, Health
Facility Revenue (Catholic Healthcare West Loan
Program) (LOC; Bank of America)		2.00		2/7/08		16,000,000   a				16,000,000
California Health Facilities Financing Authority, Insured Revenue
(Southern California Presbyterian Homes)
(Insured; MBIA and Liquidity Facility; Bank of America)		3.50		2/7/08		3,175,000   a				3,175,000
California Health Facilities Financing Authority,
Revenue (Kaiser Permanente)		2.04		2/7/08		450,000   a				450,000
California Housing Finance Agency, MFHR (Liquidity Facility; FNMA)		1.95		2/7/08		12,875,000   a				12,875,000
California Infrastructure and Economic Development Bank, Revenue
(Saint Margaret’s Episcopal School) (LOC; Allied Irish Banks)		2.10		2/7/08		3,400,000   a				3,400,000
California Infrastructure and Economic Development Bank, Revenue
(Southern California Public Radio Project) (LOC; Allied Irish Banks)		1.85		2/1/08		4,000,000   a				4,000,000
California Infrastructure and Economic Development Bank, Revenue
(Southern California Public Radio Project) (LOC; Allied Irish Banks)		1.85		2/1/08		7,000,000   a				7,000,000
California Pollution Control Financing Authority, PCR
(Southdown, Inc. Project) (LOC; Wachovia Bank)		2.75		3/1/08		300,000   a				300,000
California Pollution Control Financing Authority, PCR, Refunding
(Pacific Gas and Electric Company) (LOC; Bank One)		1.50		2/1/08		2,200,000   a				2,200,000
California Pollution Control Financing Authority, PCR, Refunding
(Pacific Gas and Electric Company) (LOC; JPMorgan Chase Bank)		1.60		2/1/08		3,000,000   a				3,000,000
California Pollution Control Financing Authority, PCR,
Refunding (U.S. Borax Inc. Project) (LOC; Wachovia Bank)		2.03		2/7/08		475,000   a				475,000
California State Public Works Board, LR (UCLA
Replacement Hospitals) (Insured; FSA)		4.75		10/1/08		200,000				202,202
California State University Trustees, Systemwide
Revenue (Liquidity Facility; Morgan Stanley
Bank and LOC; Morgan Stanley Bank)		2.42		2/7/08		6,845,000   a,b				6,845,000
California Statewide Communities Development Authority,
Revenue (House Ear Institute Project) (LOC; City National Bank)		2.25		2/7/08		100,000   a				100,000
California Statewide Communities Development Authority,
Revenue (Kaiser Permanente)		2.04		2/7/08		3,220,000   a				3,220,000
California Statewide Communities Development Authority,
Revenue (Kaiser Permanente)		2.05		2/7/08		3,000,000   a				3,000,000

The Funds 59

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus California AMT-Free		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
California (continued)
California Statewide Communities Development Authority,
Revenue, CP (Kaiser Permanente)		3.30		3/11/08		6,000,000				6,000,000
California Statewide Communities Development Authority,
Revenue, CP (Kaiser Permanente)		3.30		3/11/08		5,000,000				5,000,000
Central Union High School District, GO Notes, Refunding (Insured; FGIC)		3.50		8/1/08		105,000				105,213
Cerritos Community College District, GO Notes		5.00		8/1/08		140,000				141,087
Chaffey Community College District, GO Notes (Insured;
MBIA and Liquidity Facility; JPMorgan Chase Bank)		2.50		2/7/08		4,435,000   a,b				4,435,000
Contra Costa Water District, Water Revenue, Refunding (Insured; FSA)		5.00		10/1/08		150,000				152,698
Covina Redevelopment Agency, MFHR, Refunding
(Shadowhills Apartments Project) (LOC; FNMA)		2.00		2/7/08		100,000   a				100,000
Dos Palos-Oro Loma Joint Unified School District, TRAN		4.00		12/26/08		1,700,000				1,714,082
Foothill/Eastern Transportation Corridor Agency,
Toll Road Revenue, Refunding (Insured; MBIA)		5.50		1/15/09		500,000				511,331
Fullerton School District, GO Notes (Insured; FSA)		4.50		8/1/08		150,000				151,556
Glendale, Electric Revenue (Insured; MBIA)		3.25		2/1/08		500,000				500,000
Golden State Tobacco Securitization Corporation,
Enhanced Tobacco Settlement Asset-Backed Bonds
(Insured; FGIC and Liquidity Facility; Morgan Stanley Bank)		5.53		2/7/08		4,000,000   a,b				4,000,000
Hawthorne School District, GO Notes, BAN		6.25		9/1/08		2,800,000				2,845,204
Hayward Housing Authority, MFHR, Refunding
(Barrington Hills Apartments) (LOC; FNMA)		2.01		2/7/08		1,600,000   a				1,600,000
Imperial Irrigation District, Electric and Water
System Project Revenue, CP (LOC; Citibank NA)		3.45		2/7/08		8,000,000				8,000,000
Livermore Valley Joint Unified School District, GO Notes (Insured; FGIC)		7.50		8/1/08		250,000				255,446
Livermore Valley Joint Unified School District, GO Notes (Insured; MBIA)		4.63		8/1/08		100,000				100,794
Los Angeles, GO Notes, TRAN		4.50		6/30/08		3,410,000				3,426,571
Los Angeles Community College District, GO Notes
(Insured; FGIC and Liquidity Facility; Morgan Stanley Bank)		2.42		2/7/08		10,425,000   a,b				10,425,000
Los Angeles County, GO Notes, TRAN		4.50		6/30/08		300,000				301,427
Los Angeles County, Pension Obligation Certificates (Insured; MBIA)		6.90		6/30/08		875,000				887,571
Los Angeles County Housing Authority, MFHR,
Refunding (Malibu Meadows Project) (Insured; FNMA)		1.96		2/7/08		200,000   a				200,000
Los Angeles County Housing Authority, MFHR,
Refunding (Meadowridge Apartments Project) (LOC; FNMA)		2.10		2/7/08		900,000   a				900,000
Los Angeles Municipal Improvement Corporation,
LR, CP (LOC; Bank of America)		3.43		2/13/08		3,800,000				3,800,000
Los Angeles Unified School District, GO Notes (Insured; FSA)		5.00		7/1/08		200,000				202,166
M-S-R Public Power Agency, San Juan Project Subordinate Lien
Revenue (Insured; MBIA and Liquidity Facility; Bank One)		2.75		2/1/08		700,000   a				700,000
Macon Trust Various Certificates (Irvine Unified School District)
(Liquidity Facility; Bank of America and LOC; Bank of America)		2.24		2/7/08		3,000,000   a,b				3,000,000
Maywood, COP (Infrastructure Financing Project) (LOC; Allied Irish Banks)		2.12		2/7/08		2,630,000   a				2,630,000
North Sacramento School District, GO Notes (Insured; FSA)		7.00		8/1/08		215,000				220,000
Orange County, Apartment Development Revenue,
Refunding (Harbor Pointe) (LOC; FHLB)		1.96		2/7/08		2,160,000   a				2,160,000

60

---

Dreyfus California AMT-Free		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
California (continued)
Orange County Sanitation District, COP, Refunding
(Liquidity Facility; Dexia Credit Locale)		1.80		2/1/08		1,215,000   a				1,215,000
Puttable Floating Option Tax Exempt Receipts
(California Statewide Communities Development Authority,
MFHR (La Mision Village Apartments Project)) (Liquidity
Facility; Merrill Lynch and LOC; Merrill Lynch)		5.26		2/7/08		3,800,000   a,b				3,800,000
Puttable Floating Option Tax Exempt Receipts (Japanese
Museum) (Liquidity Facility; Merrill Lynch Capital
Services and LOC; Merrill Lynch Capital Services)		2.70		2/7/08		4,700,000   a,b				4,700,000
Riverside County Housing Authority, Multifamily Housing Mortgage
Revenue, Refunding (Mountain View Apartments) (LOC: FHLB)		2.46		2/7/08		925,000   a				925,000
Sacramento Municipal Utility District, Electric Revenue (Insured; MBIA)		4.00		8/15/08		100,000				100,259
San Bernardino County, COP (Justice Center/Airport
Improvements Refunding Project) (Insured; MBIA)		3.25		7/1/08		100,000				100,068
San Bernardino County, Multifamily Housing Mortgage Revenue,
Refunding (WLP Mountain View Apartments) (LOC; FNMA)		1.96		2/7/08		2,785,000   a				2,785,000
San Bernardino County Transportation Authority,
Sale Tax Revenue (Insured; MBIA)		6.25		3/1/08		275,000				275,697
San Diego County Regional Transportation Commission,
Second Senior Sales Tax Revenue (Insured; FGIC)		4.75		4/1/08		475,000				476,210
San Francisco City and County Public Utilities Commission, San Francisco
Water Revenue (Insured; FSA and Liquidity Facility; Morgan Stanley Bank)		2.24		2/7/08		3,185,000   a,b				3,185,000
San Francisco City and County Redevelopment Financing
Authority, Tax Allocation Revenue, Refunding
(San Francisco Redevelopment Projects) (Insured; MBIA)		5.00		8/1/08		1,000,000				1,007,764
Santa Clara County-El Camino Hospital District Hospital
Facilities Authority, LR (Valley Medical Center Project)
(LOC; State Street Bank and Trust Co.)		2.00		2/7/08		2,000,000   a				2,000,000
Santa Fe Springs Community Development Commission, Tax Allocation
Revenue (Consolidated Redevelopment Project) (Insured; MBIA)		3.50		9/1/08		285,000				285,673
Southern California Public Power Authority, Transmission Power
Revenue, Refunding (Southern Transmission Project)
(Insured; FSA and Liquidity Facility; Dexia Credit Locale)		1.75		2/7/08		435,000   a				435,000
Stockton, Health Facility Revenue (Dameron
Hospital Association) (LOC; Citibank NA)		1.85		2/1/08		1,720,000   a				1,720,000
Susanville Public Financing Authority, Revenue (Insured; MBIA)		4.60		6/1/08		140,000				140,635
Sweetwater Union High School District, GO Notes (Insured; FSA)		2.50		8/1/08		200,000				200,000
Turlock Irrigation District, CP (LOC; Citibank NA)		2.82		3/12/08		5,000,000				5,000,000
Tustin Community Redevelopment Agency, Revenue
(Liquidity Facility; Citigroup and LOC; Citigroup)		2.29		2/7/08		2,400,000   a,b				2,400,000
Tustin Public Financing Authority,
Revenue (Tustin Ranch) (Insured; FSA)		5.00		9/2/08		115,000				115,980
Vacaville Industrial Development Authority, Industrial Revenue,
Refunding (Leggett & Platt Inc.) (LOC; Wachovia Bank)		2.17		2/7/08		1,600,000   a				1,600,000
Vallejo, COP (2001 Golf Course Facilities Financing Project)
(LOC; California State Teachers Retirement System)		1.80		2/7/08		150,000   a				150,000
Ventura County, GO Notes, TRAN		4.50		7/1/08		360,000				362,027

The Funds 61

---

STATEMENT OF INVESTMENTS (continued)

Dreyfus California AMT-Free		Coupon		Maturity		Principal
Municipal Cash Management (continued)		Rate (%)		Date		Amount ($)				Value ($)
Short-Term Investments (continued)
California (continued)
WateReuse Finance Authority, Revenue (WateReuse Variable Rate
Finance Program) (Insured; FSA and Liquidity Facility; DEPFA Bank PLC)		1.93		2/7/08		1,375,000   a				1,375,000
Yuba Community College District, GO Notes, TRAN		4.00		10/2/08		2,220,000				2,228,152
U.S. Related—7.8%
Guam, Limited Obligation Infrastructure
Improvement Revenue (Insured; AMBAC)		5.50		11/1/08		200,000				203,018
Puerto Rico Aqueduct and Sewer Authority, Revenue
(Liquidity Facility; Citibank NA and LOC; Citibank NA)		2.28		2/7/08		6,800,000   a,b				6,800,000
Puerto Rico Commonwealth, Public Improvement GO Notes (Insured; MBIA)		5.50		7/1/08		50,000				50,422
Puerto Rico Commonwealth, Public Improvement
GO Notes (Insured; MBIA)		5.50		7/1/08		395,000				398,407
Puerto Rico Commonwealth, Public Improvement GO Notes (Insured; MBIA)		6.25		7/1/08		150,000				151,620
Puerto Rico Commonwealth, Public Improvement GO Notes, Refunding
(Insured; FGIC and Liquidity Facility; JPMorgan Chase Bank)		6.00		2/7/08		4,000,000   a				4,000,000
Puerto Rico Commonwealth, Public Improvement, Refunding
(Insured; FSA and Liquidity Facility; Dexia Credit Locale)		1.80		2/1/08		1,500,000   a				1,500,000
Puerto Rico Commonwealth, TRAN (LOC: Banco Bilbao
Vizcaya Argentaria S.A., Banco Santander S.A., Bank of Nova
Scotia, BNP Paribas, Dexia Credit Locale, Fortis Bank and KBC Bank)		4.25		7/30/08		4,200,000				4,217,205
Puerto Rico Highways and Transportation Authority,
Highway Revenue, Refunding (Insured; FGIC)		5.00		7/1/08		100,000				100,583
Puerto Rico Highways and Transportation Authority,
Transportation Revenue, Refunding (Insured; XLCA)		5.00		7/1/08		400,000				402,591
Puerto Rico Infrastructure Financing Authority,
Special Tax Revenue, Refunding (Insured; AMBAC)		5.50		7/1/08		2,000,000				2,017,244
Puerto Rico Public Buildings Authority, Public Education
and Health Facilities Revenue, Refunding (Insured; MBIA)		5.60		7/1/08		500,000				504,064
University of Puerto Rico, University System
Revenue, Refunding (Insured; MBIA)		6.25		6/1/08		100,000				101,107
Total Investments (cost $261,580,460)						99.6%				261,580,460
Cash and Receivables (Net)						.4%				1,011,681
Net Assets						100.0%				262,592,141

See footnotes on page 63.

See notes to financial statements.

62

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Summary of Abbreviations

ACA

American Capital Access

AGC

ACE Guaranty Corporation

AGIC

Asset Guaranty Insurance Company

AMBAC

American Municipal Bond Assurance Corporation

ARRN

Adjustable Rate Receipt Notes

BAN

Bond Anticipation Notes

BIGI

Bond Investors Guaranty Insurance

BPA

Bond Purchase Agreement

CGIC

Capital Guaranty Insurance Company

CIC

Continental Insurance Company

CIFG

CDC Ixis Financial Guaranty

CMAC

Capital Market Assurance Corporation

COP

Certificate of Participation

CP

Commercial Paper

EDR

Economic Development Revenue

EIR

Environmental Improvement Revenue

FGIC

Financial Guaranty Insurance Company

FHA

Federal Housing Administration

FHLB

Federal Home Loan Bank

FHLMC

Federal Home Loan Mortgage Corporation

FNMA

Federal National Mortgage Association

FSA

Financial Security Assurance

GAN

Grant Anticipation Notes

GIC

Guaranteed Investment Contract

GNMA

Government National Mortgage Association

GO

General Obligation

HR

Hospital Revenue

IDB

Industrial Development Board

IDC

Industrial Development Corporation

IDR

Industrial Development Revenue

LOC

Letter of Credit

LOR

Limited Obligation Revenue

LR

Lease Revenue

MBIA

Municipal Bond Investors

Assurance Insurance Corporation

MFHR

Multi-Family Housing Revenue

MFMR

Multi-Family Mortgage Revenue

PCR

Pollution Control Revenue

PILOT

Payment in Lieu of Taxes

RAC

Revenue Anticipation Certificates

RAN

Revenue Anticipation Notes

RAW

Revenue Anticipation Warrants

RRR

Resources Recovery Revenue

SAAN

State Aid Anticipation Notes

SBPA

Standby Bond Purchase Agreement

SFHR

Single Family Housing Revenue

SFMR

Single Family Mortgage Revenue

SONYMA

State of New York Mortgage Agency

SWDR

Solid Waste Disposal Revenue

TAN

Tax Anticipation Notes

TAW

Tax Anticipation Warrants

TRAN

Tax and Revenue Anticipation Notes

XLCA

XL Capital Assurance

Summary of Combined Ratings (Unaudited)

Value (%) †

Dreyfus

Dreyfus

Dreyfus

Dreyfus

California

Municipal Cash

New York

Tax Exempt

AMT-Free

Management

Municipal Cash

Cash

Municipal Cash

Fitch

or Moody’s or

Standard & Poor’s

Plus

Management

Management

Management

F1+, F1

VMIG1, MIG1, P1

SP1+, SP1, A1+, A1

89.1

82.5

96.0

89.2

AAA, AA, A d

Aaa, Aa, A d

AAA, AA, A d

4.9

9.1

3.9

9.5

Not Rated e

Not Rated e

Not Rated e

6.0

8.4

.1

1.3

100.0

100.0

100.0

100.0

† Based on total investments.

a Securities payable on demand.Variable interest rate—subject to periodic change.

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 January 31, 2008, Dreyfus Municipal Cash Management Plus amounted to $444,864,608 or 17.2%, Dreyfus New York Municipal Cash Management

amounted to $257,775,500 or 27.4%, Dreyfus Tax Exempt Cash Management amounted to $909,104,000 or 17.4% and Dreyfus California AMT-Free Municipal Cash

Management amounted to $49,590,000 or 18.9% of net assets.

c Purchased on delayed delivery basis.

d Notes which are not F, MIG or SP rated are represented by bond ratings of the issuers.

e 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.

The Funds 63

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STATEMENT OF ASSETS AND LIABILITIES

(amounts in thousands, except Net Asset Value Per Share)

January 31, 2008

				Dreyfus		Dreyfus		Dreyfus		Dreyfus		Dreyfus
		Dreyfus		Cash		Government		Government		Treasury		Treasury
		Cash		Management		Cash		Prime Cash		Cash		Prime Cash
		Management		Plus, Inc.		Management		Management		Management		Management
Assets ($):
Investments at value—Note 1(a,b) †		23,901,739		14,897,890		12,194,050		3,912,385		17,637,000		9,357,315
Cash		—		—		—		—		21,022		—
Receivable for investment securites sold		200,328		—		—		—		—		—
Interest receivable		75,553		72,362		17,977		9,806		899		8,486
		24,177,620		14,970,252		12,212,027		3,922,191		17,658,921		9,365,801
Liabilities ($):
Due to The Dreyfus Corporation
and affiliates—Note 2(b)		4,519		3,301		2,836		977		4,215		2,243
Cash overdraft due to Custodian		48,322		18,447		27,470		3,342		—		3,995
Payable for investment securities purchased		899,981		—		—		—		55,000		—
Payable for shares of Beneficial
Interest/Common Stock redeemed		226		21,491		182		—		—		224
		953,048		43,239		30,488		4,319		59,215		6,462
Net Assets ($)		23,224,572		14,927,013		12,181,539		3,917,872		17,599,706		9,359,339
Composition of Net Assets ($):
Paid-in capital		23,224,612		14,933,779		12,184,376		3,917,870		17,600,807		9,359,874
Accumulated net realized gain
(loss) on investments		(40)		(6,766)		(2,837)		2		(1,101)		(535)
Net Assets ($)		23,224,572		14,927,013		12,181,539		3,917,872		17,599,706		9,359,339
Net Asset Value Per Share
Institutional Shares
Net Assets ($)		18,982,765		9,512,649		9,303,399		2,326,763		12,890,724		5,373,598
Shares Outstanding		18,982,849		9,518,273		9,305,281		2,326,763		12,891,577		5,374,115
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00		1.00		1.00
Investor Shares
Net Assets ($)		3,194,177		1,801,582		1,738,313		562,833		3,483,115		2,573,403
Shares Outstanding		3,194,136		1,802,337		1,738,949		562,827		3,483,309		2,573,460
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00		1.00		1.00

64

---

				Dreyfus		Dreyfus		Dreyfus		Dreyfus		Dreyfus
		Dreyfus		Cash		Government		Government		Treasury		Treasury
		Cash		Management		Cash		Prime Cash		Cash		Prime Cash
		Management		Plus, Inc.		Management		Management		Management		Management
Net Asset Value Per Share (continued)
Administrative Shares
Net Assets ($)		638,303		2,278,380		692,634		307,143		757,956		437,802
Shares Outstanding		638,304		2,278,533		692,841		307,135		757,985		437,786
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00		1.00		1.00
Participant Shares
Net Assets ($)		390,333		1,263,749		445,492		711,132		288,294		974,535
Shares Outstanding		390,330		1,263,993		445,636		711,144		288,312		974,512
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00		1.00		1.00
Service Shares
Net Assets ($)		—		70,227		—		—		56,158		—
Shares Outstanding		—		70,218		—		—		56,161		—
Net Asset Value Per Share ($)		—		1.00		—		—		1.00		—
Select Shares
Net Assets ($)		—		425		—		—		94,178		—
Shares Outstanding		—		425		—		—		94,182		—
Net Asset Value Per Share ($)		—		1.00		—		—		1.00		—
Agency Shares
Net Assets ($)		18,994		1		1,701		10,001		1		1
Shares Outstanding		18,993		1		1,701		10,001		1		1
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00		1.00		1.00
Premier Shares
Net Assets ($)		—		—		—		—		29,280		—
Shares Outstanding		—		—		—		—		29,280		—
Net Asset Value Per Share ($)		—		—		—		—		1.00		—
† Investments at cost ($)		23,901,739		14,897,890		12,194,050		3,912,385		17,637,000		9,357,315

a Amount includes repurchase agreements of $3,733,000,000, $50,000,000, $2,119,000,000 and $17,637,000,000 for Dreyfus Cash Management, Dreyfus Cash Management

Plus, Inc., Dreyfus Government Cash Management, and Dreyfus Treasury Cash Management, respectively, See Note 1(b).

See notes to financial statements.

The Funds 65

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STATEMENT OF ASSETS AND LIABILITIES (continued)

(amounts in thousands, except Net Asset Value Per Share)

January 31, 2008

								Dreyfus
		Dreyfus		Dreyfus		Dreyfus		California
		Municipal Cash		New York		Tax Exempt		AMT-Free
		Management		Municipal Cash		Cash		Municipal Cash
		Plus		Management		Management		Management
Assets ($):
Investments at value—Note 1(a) †		2,490,367		926,446		4,744,432		261,580
Cash		26,154		9,772		332,537		148
Receivable for investment securites sold		87,773		—		209,443		—
Interest receivable		12,934		5,536		26,698		1,443
		2,617,228		941,754		5,313,110		263,171
Liabilities ($):
Due to The Dreyfus Corporation and affiliates—Note 2(b)		242		251		574		75
Payable for investment securities purchased		27,259		—		72,936		504
Payable for shares of Beneficial Interest redeemed		370		34		154		—
		27,871		285		73,664		579
Net Assets ($)		2,589,357		941,469		5,239,446		262,592
Composition of Net Assets ($):
Paid-in capital		2,589,260		941,462		5,239,349		262,571
Accumulated net realized gain (loss) on investments		97		7		97		21
Net Assets ($)		2,589,357		941,469		5,239,446		262,592
Net Asset Value Per Share
Instititutional Shares
Net Assets ($)		1,786,505		457,983		4,369,592		114,717
Shares Outstanding		1,786,337		457,973		4,369,564		114,701
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00
Investor Shares
Net Assets ($)		472,102		362,651		556,176		5,888
Shares Outstanding		471,999		362,650		556,166		5,888
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00
Administrative Shares
Net Assets ($)		294,180		74,292		259,112		57
Shares Outstanding		294,077		74,296		259,075		57
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00
Participant Shares
Net Assets ($)		36,569		46,542		54,565		141,929
Shares Outstanding		36,545		46,546		54,543		141,913
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00
Agency Shares
Net Assets ($)		1		1		1		1
Shares Outstanding		1		1		1		1
Net Asset Value Per Share ($)		1.00		1.00		1.00		1.00
† Investments at cost ($)		2,490,367		926,446		4,744,432		261,580

See notes to financial statements.

66

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STATEMENT OF OPERATIONS

(amounts in thousands)

Year Ended January 31, 2008

				Dreyfus		Dreyfus		Dreyfus		Dreyfus		Dreyfus
		Dreyfus		Cash		Government		Government		Treasury		Treasury
		Cash		Management		Cash		Prime Cash		Cash		Prime Cash
		Management		Plus, Inc.		Management		Management		Management		Management
Investment Income ($):
Interest Income		825,306		660,984		455,776		120,157		498,519		163,341
Expenses:
Management fee—Note 2(a)		31,586		25,223		18,505		4,898		21,936		8,131
Distribution fees—Note 2(b)		6,748		10,389		5,375		2,960		7,559		4,946
Total Expenses		38,334		35,612		23,880		7,858		29,495		13,077
Investment Income-Net		786,972		625,372		431,896		112,299		469,024		150,264
Net Realized Gain (Loss) on
Investments—Note 1(b) ($)		1,516		1,795		—		4		(1,005)		91
Net Increase in Net Assets
Resulting from Operations		788,488		627,167		431,896		112,303		468,019		150,355

See notes to financial statements.

The Funds 67

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STATEMENT OF OPERATIONS (continued)

(amounts in thousands)

Year Ended January 31, 2008

								Dreyfus
		Dreyfus		Dreyfus		Dreyfus		California
		Municipal Cash		New York		Tax Exempt		AMT-Free
		Management		Municipal Cash		Cash		Municipal Cash
		Plus		Management		Management		Management a
Investment Income ($):
Interest Income		60,210		26,546		133,522		2,459
Expenses:
Management fee—Note 2(a)		3,325		1,480		7,440		150
Distribution fees—Note 2(b)		1,091		736		1,104		149
Total Expenses		4,416		2,216		8,544		299
Less—reduction in management fee
due to undertaking—Note 2(a)		—		—		—		(38)
Net Expenses		4,416		2,216		8,544		261
Investment Income—Net		55,794		24,330		124,978		2,198
Net Realized Gain (Loss) on
Investments—Note 1(b) ($)		481		7		97		32
Net Increase in Net Assets
Resulting from Operations		56,275		24,337		125,075		2,230

^a From August 1, 2007 (commencement of operations) to January 31, 2008. See notes to financial statements.

68

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STATEMENTS OF CHANGES IN ASSETS

(amounts in thousands)

		Dreyfus Cash Management				Dreyfus Cash Management Plus, Inc.
		Year Ended January 31,				Year Ended January 31,
		2008		2007		2008		2007
Operations ($):
Investment income—net		786,972		647,930		625,372		452,144
Net realized gain (loss) on investments		1,516		—		1,795		—
Net Increase (Decrease) in Net Assets
Resulting from Operations		788,488		647,930		627,167		452,144
Dividends to Shareholders from ($):
Investment income—net:
Institutional Shares		(655,939)		(565,805)		(400,368)		(305,367)
Investor Shares		(94,790)		(57,732)		(74,856)		(63,198)
Administrative Shares		(20,496)		(14,545)		(99,585)		(49,833)
Participant Shares		(15,640)		(9,848)		(48,028)		(33,746)
Service Shares		—		—		(1,833)		—
Select Shares		—		—		(702)		—
Agency Shares		(107)		—		— a		—
Total Dividends		(786,972)		(647,930)		(625,372)		(452,144)
Beneficial Interest/Capital Stock
Transactions ($1.00 per share):
Net proceeds from shares sold:
Institutional Shares		111,115,020		102,137,430		82,317,470		82,632,783
Investor Shares		18,082,329		12,712,990		6,000,989		6,245,463
Administrative Shares		3,871,218		3,102,069		10,373,899		5,795,174
Participant Shares		2,558,896		1,361,084		5,075,388		3,071,131
Service Shares		—		—		105,724		—
Select Shares		—		—		61,706		—
Agency Shares		20,214		—		1		—
Net asset received in connection
with reorganization—Note 1		—		—		311,035		—
Dividends reinvested:
Institutional Shares		189,414		168,884		159,342		120,877
Investor Shares		32,234		16,521		66,615		56,642
Administrative Shares		7,189		4,427		71,268		49,247
Participant Shares		7,547		8,013		46,590		32,839
Service Shares		—		—		6		—
Agency Shares		— a		—		— a		—
Cost of shares redeemed:
Institutional Shares		(103,385,508)		(100,727,903)		(79,459,893)		(82,166,637)
Investor Shares		(16,510,295)		(12,377,419)		(5,924,134)		(5,919,618)
Administrative Shares		(3,554,699)		(3,042,612)		(9,626,171)		(5,489,719)
Participant Shares		(2,381,698)		(1,374,003)		(4,799,768)		(2,862,522)
Service Shares		—		—		(35,512)		—
Select Shares		—		—		(61,280)		—
Agency Shares		(1,221)		—		—		—
Increase (Decrease) in Net Assets from
Beneficial Interest/Capital Stock Transactions		10,050,640		1,989,481		4,683,275		1,565,660
Total Increase (Decrease) In Net Assets		10,052,156		1,989,481		4,685,070		1,565,660
Net Assets ($):
Beginning of Period		13,172,416		11,182,935		10,241,943		8,676,283
End of Period		23,224,572		13,172,416		14,927,013		10,241,943

a Amount represents less than $1,000.

See notes to financial statements.

The Funds 69

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STATEMENT OF CHANGES IN NET ASSETS (continued)

(amounts in thousands)

		Dreyfus Government				Dreyfus Government
		Cash Management				Prime Cash Management
		Year Ended January 31,				Year Ended January 31,
		2008		2007		2008		2007
Operations ($):
Investment income—net		431,896		217,391		112,299		78,974
Net realized gain (loss) on investments		—		(37)		4		(1)
Net Increase (Decrease) in Net Assets
Resulting from Operations		431,896		217,354		112,303		78,973
Dividends to Shareholders from ($):
Investment income—net:
Institutional Shares		(332,115)		(151,006)		(64,587)		(44,534)
Investor Shares		(63,698)		(42,175)		(14,691)		(11,467)
Administrative Shares		(21,780)		(13,086)		(12,714)		(9,295)
Participant Shares		(14,302)		(11,124)		(20,300)		(13,678)
Agency Shares		(1)		—		(7)		—
Total Dividends		(431,896)		(217,391)		(112,299)		(78,974)
Beneficial Interest Transactions ($1.00 per share):
Net proceeds from shares sold:
Institutional Shares		62,428,965		29,602,789		8,582,467		4,798,429
Investor Shares		8,341,691		6,108,135		1,103,089		525,736
Administrative Shares		3,379,793		1,851,747		5,339,824		3,769,622
Participant Shares		2,997,005		1,510,479		1,910,645		1,651,006
Agency Shares		1,701		—		10,015		—
Net asset received in connection
with reorganization—Note 1		166,517		—		—		—
Dividends reinvested:
Institutional Shares		139,199		61,313		43,797		32,069
Investor Shares		43,335		34,641		13,720		11,063
Administrative Shares		19,282		11,946		11,097		8,477
Participant Shares		11,964		9,164		19,036		12,245
Agency Shares		— a		—		— a		—
Cost of shares redeemed:
Institutional Shares		(56,382,539)		(29,388,591)		(7,304,406)		(4,599,038)
Investor Shares		(7,555,501)		(6,284,070)		(829,433)		(503,523)
Administrative Shares		(3,193,254)		(1,782,909)		(5,357,470)		(3,674,731)
Participant Shares		(2,759,744)		(1,567,294)		(1,560,034)		(1,529,419)
Agency Shares		—		—		(14)		—
Increase (Decrease) in Net Assets from
Beneficial Interest Transactions		7,638,414		167,350		1,982,333		501,936
Total Increase (Decrease) In Net Assets		7,638,414		167,313		1,982,337		501,935
Net Assets ($):
Beginning of Period		4,543,125		4,375,812		1,935,535		1,433,600
End of Period		12,181,539		4,543,125		3,917,872		1,935,535

a Amount represents less than $1,000.

See notes to financial statements.

70

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		Dreyfus Treasury				Dreyfus Treasury
		Cash Management				Prime Cash Management
		Year Ended January 31,				Year Ended January 31,
		2008		2007		2008		2007
Operations ($):
Investment income—net		469,024		212,287		150,264		85,534
Net realized gain (loss) on investments		(1,005)		(44)		91		(323)
Net Increase (Decrease) in Net Assets
Resulting from Operations		468,019		212,243		150,355		85,211
Dividends to Shareholders from ($):
Investment income—net:
Institutional Shares		(339,229)		(135,008)		(85,135)		(52,494)
Investor Shares		(97,146)		(63,070)		(39,397)		(26,471)
Administrative Shares		(21,018)		(4,382)		(8,630)		(441)
Participant Shares		(9,264)		(9,827)		(17,102)		(6,128)
Service Shares		(1,012)		—		—		—
Select Shares		(1,233)		—		—		—
Agency Shares		(1)		—		— a		—
Premier Shares		(121)		—		—		—
Total Dividends		(469,024)		(212,287)		(150,264)		(85,534)
Beneficial Interest Transactions ($1.00 per share):
Net proceeds from shares sold:
Institutional Shares		62,953,350		24,189,105		16,130,440		5,278,720
Investor Shares		16,251,324		10,798,967		5,753,513		2,419,986
Administrative Shares		4,035,980		1,151,481		1,478,369		43,474
Participant Shares		1,072,919		1,107,947		5,176,489		741,686
Service Shares		126,546		—		—		—
Select Shares		194,954		—		—		—
Agency Shares		1,332		—		1		—
Premier Shares		129,840		—		—		—
Net asset received in connection
with reorganization—Note 1		213,419		—		—		—
Dividends reinvested:
Institutional Shares		170,449		39,802		50,139		21,344
Investor Shares		11,038		3,305		14,978		10,705
Administrative Shares		12,780		4,039		5,564		431
Participant Shares		1,692		4,359		13,240		2,649
Select Shares		799		—		—		—
Agency Shares		— a		—		— a		—
Cost of shares redeemed:
Institutional Shares		(53,661,585)		(23,816,626)		(11,850,519)		(5,743,676)
Investor Shares		(14,249,942)		(10,651,720)		(3,809,618)		(2,467,024)
Administrative Shares		(3,644,825)		(1,101,677)		(1,050,763)		(65,470)
Participant Shares		(1,043,027)		(1,075,037)		(4,336,650)		(975,092)
Service Shares		(70,385)		—		—		—
Select Shares		(101,571)		—		—		—
Agency Shares		(1,331)		—		—		—
Premier Shares		(100,560)		—		—		—
Increase (Decrease) in Net Assets from
Beneficial Interest Transactions		12,303,196		653,945		7,575,183		(732,267)
Total Increase (Decrease) In Net Assets		12,302,191		653,901		7,575,274		(732,590)
Net Assets ($):
Beginning of Period		5,297,515		4,643,614		1,784,065		2,516,655
End of Period		17,599,706		5,297,515		9,359,339		1,784,065

a Amount represents less than $1,000.

See notes to financial statements.

The Funds 71

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STATEMENT OF CHANGES IN NET ASSETS (continued)

(amounts in thousands)

		Dreyfus Municipal				Dreyfus New York Municipal
		Cash Management Plus				Cash Management
		Year Ended January 31,				Year Ended January 31,
		2008		2007		2008		2007
Operations ($):
Investment income—net		55,794		34,786		24,330		16,221
Net realized gain (loss) on investments		481		2		7		76
Net Increase (Decrease) in Net Assets
Resulting from Operations		56,275		34,788		24,337		16,297
Dividends to Shareholders from ($):
Investment income—net:
Institutional Shares		(36,683)		(22,573)		(14,353)		(11,020)
Investor Shares		(8,261)		(5,226)		(6,391)		(3,957)
Administrative Shares		(9,740)		(6,242)		(2,575)		(1,043)
Participant Shares		(1,110)		(745)		(1,087)		(205)
Agency Shares		— a		—		— a		—
Total Dividends		(55,794)		(34,786)		(24,406)		(16,225)
Beneficial Interest Transactions ($1.00 per share):
Net proceeds from shares sold:
Institutional Shares		13,658,617		8,300,868		1,580,476		1,191,904
Investor Shares		1,008,420		814,722		760,459		429,173
Administrative Shares		1,050,609		1,042,223		230,574		172,138
Participant Shares		130,260		49,773		131,908		56,542
Agency Shares		1		—		1		—
Dividends reinvested:
Institutional Shares		20,966		15,989		4,307		3,879
Investor Shares		8,217		5,214		6,033		3,951
Administrative Shares		9,399		6,127		2,334		973
Participant Shares		1,110		745		1,086		203
Agency Shares		— a		—		— a		—
Cost of shares redeemed:
Institutional Shares		(12,488,874)		(8,359,657)		(1,503,654)		(1,162,402)
Investor Shares		(750,883)		(793,379)		(524,117)		(437,862)
Administrative Shares		(1,057,162)		(894,434)		(194,990)		(144,984)
Participant Shares		(117,457)		(53,103)		(126,322)		(19,343)
Increase (Decrease) in Net Assets from
Beneficial Interest Transactions		1,473,223		135,088		368,095		94,172
Total Increase (Decrease) In Net Assets		1,473,704		135,090		368,026		94,244
Net Assets ($):
Beginning of Period		1,115,653		980,563		573,443		479,199
End of Period		2,589,357		1,115,653		941,469		573,443

a Amount represents less than $1,000.

See notes to financial statements.

72

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		Dreyfus Tax Exempt				Dreyfus California AMT-Free
		Cash Management				Municipal Cash Management
		Year Ended January 31,				Year Ended
		2008		2007		January 31, 2008 a
Operations ($):
Investment income—net		124,978		98,378		2,198
Net realized gain (loss) on investments		97		83		32
Net Increase (Decrease) in Net Assets
Resulting from Operations		125,075		98,461		2,230
Dividends to Shareholders from ($):
Investment income—net:
Institutional Shares		(108,527)		(84,782)		(1,188)
Investor Shares		(9,787)		(8,204)		(22)
Administrative Shares		(5,526)		(4,449)		(3)
Participant Shares		(1,146)		(943)		(985)
Agency Shares		— b		—		— b
Total Dividends		(124,986)		(98,378)		(2,198)
Beneficial Interest Transactions ($1.00 per share):
Net proceeds from shares sold:
Institutional Shares		17,744,372		16,375,981		289,817
Investor Shares		1,396,545		1,013,704		19,158
Administrative Shares		752,587		797,151		18,659
Participant Shares		237,360		209,633		238,619
Agency Shares		1		—		1
Dividends reinvested:
Institutional Shares		43,038		36,740		1,137
Investor Shares		5,807		4,297		22
Administrative Shares		5,492		3,506		1
Participant Shares		571		405		984
Agency Shares		— b		—		— b
Cost of shares redeemed:
Institutional Shares		(15,751,083)		(16,724,793)		(176,253)
Investor Shares		(1,134,393)		(984,608)		(13,292)
Administrative Shares		(711,478)		(693,353)		(18,603)
Participant Shares		(213,065)		(221,843)		(97,690)
Increase (Decrease) in Net Assets from
Beneficial Interest Transactions		2,375,754		(183,180)		262,560
Total Increase (Decrease) In Net Assets		2,375,843		(183,097)		262,592
Net Assets ($):
Beginning of Period		2,863,603		3,046,700		—
End of Period		5,239,446		2,863,603		262,592

a		From August 1, 2007 (commencement of opertions) to January 31, 2008.
b		Amount represents less than $1,000.
See notes to financial statements.

The Funds 73

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FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information reflects financial results for a single fund share. 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.

				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Cash Management
Institutional Shares
Year Ended January 31,
2008		1.00		.051		(.051)		1.00		5.18		.20		5.03		18,983
2007		1.00		.050		(.050)		1.00		5.07		.20		4.98		11,063
2006		1.00		.032		(.032)		1.00		3.28		.20		3.24		9,484
2005		1.00		.013		(.013)		1.00		1.31		.20		1.30		9,283
2004		1.00		.010		(.010)		1.00		.99		.20		.99		9,507
Investor Shares
Year Ended January 31,
2008		1.00		.048		(.048)		1.00		4.92		.45		4.78		3,194
2007		1.00		.047		(.047)		1.00		4.80		.45		4.73		1,590
2006		1.00		.030		(.030)		1.00		3.03		.45		2.99		1,238
2005		1.00		.011		(.011)		1.00		1.06		.45		1.05		1,068
2004		1.00		.007		(.007)		1.00		.74		.45		.74		1,254
Administrative Shares
Year Ended January 31,
2008		1.00		.050		(.050)		1.00		5.08		.30		4.93		638
2007		1.00		.049		(.049)		1.00		4.96		.30		4.88		315
2006		1.00		.031		(.031)		1.00		3.18		.30		3.14		251
2005		1.00		.012		(.012)		1.00		1.21		.30		1.20		266
2004		1.00		.009		(.009)		1.00		.89		.30		.89		255
Participant Shares
Year Ended January 31,
2008		1.00		.047		(.047)		1.00		4.77		.60		4.63		390
2007		1.00		.046		(.046)		1.00		4.65		.60		4.58		206
2006		1.00		.028		(.028)		1.00		2.87		.60		2.84		210
2005		1.00		.009		(.009)		1.00		.91		.60		.90		244
2004		1.00		.006		(.006)		1.00		.59		.60		.59		132
Agency Shares
Year Ended January 31,
2008 a		1.00		.016		(.016)		1.00		4.84 b		.26 b		4.97 b		19

a		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
See notes to financial statements.

74

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				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Cash Management Plus, Inc.
Institutional Shares
Year Ended January 31,
2008		1.00		.051		(.051)		1.00		5.18		.20		5.04		9,513
2007		1.00		.049		(.049)		1.00		5.06		.20		4.95		6,495
2006		1.00		.032		(.032)		1.00		3.29		.20		3.23		5,908
2005		1.00		.013		(.013)		1.00		1.32		.20		1.23		8,466
2004		1.00		.011		(.011)		1.00		1.06		.20		1.07		14,249
Investor Shares
Year Ended January 31,
2008		1.00		.048		(.048)		1.00		4.92		.45		4.79		1,802
2007		1.00		.047		(.047)		1.00		4.80		.45		4.70		1,658
2006		1.00		.030		(.030)		1.00		3.03		.45		2.98		1,275
2005		1.00		.011		(.011)		1.00		1.07		.45		.98		1,058
2004		1.00		.008		(.008)		1.00		.81		.45		.82		1,203
Administrative Shares
Year Ended January 31,
2008		1.00		.050		(.050)		1.00		5.08		.30		4.94		2,278
2007		1.00		.048		(.048)		1.00		4.95		.30		4.85		1,148
2006		1.00		.031		(.031)		1.00		3.19		.30		3.13		793
2005		1.00		.012		(.012)		1.00		1.22		.30		1.13		500
2004		1.00		.010		(.010)		1.00		.96		.30		.97		1,579
Participant Shares
Year Ended January 31,
2008		1.00		.047		(.047)		1.00		4.76		.60		4.64		1,264
2007		1.00		.045		(.045)		1.00		4.64		.60		4.55		941
2006		1.00		.028		(.028)		1.00		2.88		.60		2.83		700
2005		1.00		.009		(.009)		1.00		.92		.60		.83		463
2004		1.00		.007		(.007)		1.00		.65		.60		.67		957
Service Shares
Year Ended January 31,
2008 a		1.00		.027		(.027)		1.00		3.82 b		.70 b		4.54 b		70
Select Shares
Year Ended January 31,
2008 a		1.00		.025		(.025)		1.00		3.57 b		1.00 b		4.24 b		— d
Agency Shares
Year Ended January 31,
2008 c		1.00		.016		(.016)		1.00		4.81 b		.26 b		4.98 b		— d

a		From June 29, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
c		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
d		Amount represents less than $1 million.
See notes to financial statements.

The Funds 75

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FINANCIAL HIGHLIGHTS (continued)

				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Government Cash Management
Institutional Shares
Year Ended January 31,
2008		1.00		.048		(.048)		1.00		4.93		.20		4.73		9,303
2007		1.00		.049		(.049)		1.00		4.99		.20		4.89		3,118
2006		1.00		.032		(.032)		1.00		3.23		.20		3.15		2,842
2005		1.00		.013		(.013)		1.00		1.26		.20		1.20		3,571
2004		1.00		.010		(.010)		1.00		1.03		.20		1.03		5,409
Investor Shares
Year Ended January 31,
2008		1.00		.046		(.046)		1.00		4.67		.45		4.48		1,738
2007		1.00		.046		(.046)		1.00		4.72		.45		4.64		909
2006		1.00		.029		(.029)		1.00		2.97		.45		2.90		1,050
2005		1.00		.010		(.010)		1.00		1.01		.45		.95		1,287
2004		1.00		.008		(.008)		1.00		.78		.45		.78		1,307
Administrative Shares
Year Ended January 31,
2008		1.00		.047		(.047)		1.00		4.83		.30		4.63		693
2007		1.00		.048		(.048)		1.00		4.88		.30		4.79		320
2006		1.00		.031		(.031)		1.00		3.12		.30		3.05		240
2005		1.00		.012		(.012)		1.00		1.16		.30		1.10		313
2004		1.00		.009		(.009)		1.00		.93		.30		.93		900
Participant Shares
Year Ended January 31,
2008		1.00		.044		(.044)		1.00		4.51		.60		4.33		445
2007		1.00		.045		(.045)		1.00		4.57		.60		4.49		196
2006		1.00		.028		(.028)		1.00		2.81		.60		2.75		244
2005		1.00		.009		(.009)		1.00		.86		.60		.80		289
2004		1.00		.006		(.006)		1.00		.62		.60		.63		607
Agency Shares
Year Ended January 31,
2008 a		1.00		.014		(.014)		1.00		4.30 b		.26 b		4.67 b		2

a		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
See notes to financial statements.

76

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				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Government Prime Cash Management
Institutional Shares
Year Ended January 31,
2008		1.00		.048		(.048)		1.00		4.91		.20		4.67		2,327
2007		1.00		.048		(.048)		1.00		4.95		.20		4.86		1,005
2006		1.00		.031		(.031)		1.00		3.18		.20		3.21		773
2005		1.00		.012		(.012)		1.00		1.21		.20		1.19		537
2004		1.00		.009		(.009)		1.00		.94		.20		.91		415
Investor Shares
Year Ended January 31,
2008		1.00		.046		(.046)		1.00		4.65		.45		4.42		563
2007		1.00		.046		(.046)		1.00		4.69		.45		4.61		275
2006		1.00		.029		(.029)		1.00		2.92		.45		2.96		242
2005		1.00		.010		(.010)		1.00		.96		.45		.94		209
2004		1.00		.007		(.007)		1.00		.69		.45		.66		243
Administrative Shares
Year Ended January 31,
2008		1.00		.047		(.047)		1.00		4.80		.30		4.57		307
2007		1.00		.047		(.047)		1.00		4.85		.30		4.76		314
2006		1.00		.030		(.030)		1.00		3.08		.30		3.11		210
2005		1.00		.011		(.011)		1.00		1.11		.30		1.09		200
2004		1.00		.008		(.008)		1.00		.84		.30		.81		130
Participant Shares
Year Ended January 31,
2008		1.00		.044		(.044)		1.00		4.49		.60		4.27		711
2007		1.00		.044		(.044)		1.00		4.53		.60		4.46		341
2006		1.00		.027		(.027)		1.00		2.77		.60		2.81		208
2005		1.00		.008		(.008)		1.00		.81		.60		.79		230
2004		1.00		.005		(.005)		1.00		.54		.60		.51		229
Agency Shares
Year Ended January 31,
2008 a		1.00		.015		(.015)		1.00		4.33 b		.26 b		4.61 b		10

a		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
See notes to financial statements.

The Funds 77

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FINANCIAL HIGHLIGHTS (continued)

				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Treasury Cash Management
Institutional Shares
Year Ended January 31,
2008		1.00		.046		(.046)		1.00		4.71		.20		4.30		12,891
2007		1.00		.048		(.048)		1.00		4.89		.20		4.80		3,429
2006		1.00		.031		(.031)		1.00		3.10		.20		3.08		3,017
2005		1.00		.012		(.012)		1.00		1.19		.20		1.16		2,351
2004		1.00		.009		(.009)		1.00		.93		.20		.93		3,312
Investor Shares
Year Ended January 31,
2008		1.00		.044		(.044)		1.00		4.45		.45		4.05		3,483
2007		1.00		.045		(.045)		1.00		4.63		.45		4.55		1,471
2006		1.00		.028		(.028)		1.00		2.84		.45		2.83		1,320
2005		1.00		.009		(.009)		1.00		.94		.45		.91		1,164
2004		1.00		.007		(.007)		1.00		.68		.45		.68		1,288
Administrative Shares
Year Ended January 31,
2008		1.00		.045		(.045)		1.00		4.61		.30		4.20		758
2007		1.00		.047		(.047)		1.00		4.79		.30		4.70		141
2006		1.00		.030		(.030)		1.00		3.00		.30		2.98		87
2005		1.00		.011		(.011)		1.00		1.09		.30		1.06		49
2004		1.00		.008		(.008)		1.00		.83		.30		.83		20
Participant Shares
Year Ended January 31,
2008		1.00		.042		(.042)		1.00		4.30		.60		3.90		288
2007		1.00		.044		(.044)		1.00		4.47		.60		4.40		257
2006		1.00		.027		(.027)		1.00		2.69		.60		2.68		219
2005		1.00		.008		(.008)		1.00		.79		.60		.76		210
2004		1.00		.005		(.005)		1.00		.52		.60		.53		123
Service Shares
Year Ended January 31,
2008 a		1.00		.023		(.023)		1.00		3.15 b		.70 b		3.80 b		56
Select Shares
Year Ended January 31,
2008 a		1.00		.021		(.021)		1.00		2.89 b		1.00 b		3.50 b		94
Agency Shares
Year Ended January 31,
2008 c		1.00		.013		(.013)		1.00		3.92 b		.26 b		4.24 b		— d
Premier Shares
Year Ended January 31,
2008 c		1.00		.012		(.012)		1.00		3.68 b		.51 b		3.99 b		29

a		From June 29, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
c		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
d		Amount represents less than $1 million.
See notes to financial statements.

78

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				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Treasury Prime Cash Management
Institutional Shares
Year Ended January 31,
2008		1.00		.042		(.042)		1.00		4.28		.20		3.81		5,373
2007		1.00		.046		(.046)		1.00		4.68		.20		4.57		1,043
2006		1.00		.029		(.029)		1.00		2.96		.20		2.93		1,487
2005		1.00		.012		(.012)		1.00		1.17		.20		1.14		1,333
2004		1.00		.009		(.009)		1.00		.92		.20		.93		1,785
Investor Shares
Year Ended January 31,
2008		1.00		.039		(.039)		1.00		4.02		.45		3.56		2,573
2007		1.00		.043		(.043)		1.00		4.43		.45		4.32		615
2006		1.00		.027		(.027)		1.00		2.70		.45		2.68		651
2005		1.00		.009		(.009)		1.00		.92		.45		.89		613
2004		1.00		.007		(.007)		1.00		.67		.45		.68		794
Administrative Shares
Year Ended January 31,
2008		1.00		.041		(.041)		1.00		4.18		.30		3.71		438
2007		1.00		.045		(.045)		1.00		4.59		.30		4.47		5
2006		1.00		.028		(.028)		1.00		2.86		.30		2.83		26
2005		1.00		.011		(.011)		1.00		1.07		.30		1.04		39
2004		1.00		.008		(.008)		1.00		.82		.30		.83		97
Participant Shares
Year Ended January 31,
2008		1.00		.038		(.038)		1.00		3.87		.60		3.41		975
2007		1.00		.042		(.042)		1.00		4.27		.60		4.17		121
2006		1.00		.025		(.025)		1.00		2.55		.60		2.53		352
2005		1.00		.008		(.008)		1.00		.76		.60		.74		94
2004		1.00		.005		(.005)		1.00		.52		.60		.53		179
Agency Shares
Year Ended January 31,
2008 a		1.00		.011		(.011)		1.00		3.38 b		.26 b		3.75 b		— c

a		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
c		Amount represents less than $1 million.
See notes to financial statements.

The Funds 79

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FINANCIAL HIGHLIGHTS (continued)

				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Municipal Cash Management Plus
Institutional Shares
Year Ended January 31,
2008		1.00		.034		(.034)		1.00		3.50		.20		3.42		1787
2007		1.00		.033		(.033)		1.00		3.37		.20		3.33		596
2006		1.00		.024		(.024)		1.00		2.39		.20		2.34		638
2005		1.00		.011		(.011)		1.00		1.13		.20		1.07		500
2004		1.00		.009		(.009)		1.00		.93		.20		.92		722
Investor Shares
Year Ended January 31,
2008		1.00		.032		(.032)		1.00		3.25		.45		3.17		472
2007		1.00		.031		(.031)		1.00		3.11		.45		3.08		206
2006		1.00		.021		(.021)		1.00		2.13		.45		2.09		180
2005		1.00		.009		(.009)		1.00		.88		.45		.82		105
2004		1.00		.007		(.007)		1.00		.68		.45		.67		88
Administrative Shares
Year Ended January 31,
2008		1.00		.033		(.033)		1.00		3.40		.30		3.32		294
2007		1.00		.032		(.032)		1.00		3.27		.30		3.23		291
2006		1.00		.023		(.023)		1.00		2.29		.30		2.24		137
2005		1.00		.010		(.010)		1.00		1.03		.30		.97		129
2004		1.00		.008		(.008)		1.00		.83		.30		.82		108
Participant Shares
Year Ended January 31,
2008		1.00		.030		(.030)		1.00		3.09		.60		3.02		37
2007		1.00		.029		(.029)		1.00		2.96		.60		2.93		23
2006		1.00		.020		(.020)		1.00		1.98		.60		1.94		25
2005		1.00		.007		(.007)		1.00		.73		.60		.67		20
2004		1.00		.005		(.005)		1.00		.52		.60		.52		19
Agency Shares
Year Ended January 31,
2008 a		1.00		.011		(.011)		1.00		3.20 b		.26 b		3.36 b		— c

a		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
c		Amount represents less than $1 million.
See notes to financial statements.

80

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				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus New York Municipal Cash Management
Institutional Shares
Year Ended January 31,
2008		1.00		.034		(.034)		1.00		3.47		.20		3.41		458
2007		1.00		.033		(.033)		1.00		3.36		.20		3.31		377
2006		1.00		.023		(.023)		1.00		2.36		.20		2.33		343
2005		1.00		.011		(.011)		1.00		1.10		.20		1.12		336
2004		1.00		.009		(.009)		1.00		.88		.20		.89		308
Investor Shares
Year Ended January 31,
2008		1.00		.032		(.032)		1.00		3.21		.45		3.16		363
2007		1.00		.031		(.031)		1.00		3.10		.45		3.06		120
2006		1.00		.021		(.021)		1.00		2.11		.45		2.08		125
2005		1.00		.008		(.008)		1.00		.85		.45		.87		71
2004		1.00		.006		(.006)		1.00		.63		.45		.64		28
Administrative Shares
Year Ended January 31,
2008		1.00		.033		(.033)		1.00		3.37		.30		3.31		74
2007		1.00		.032		(.032)		1.00		3.25		.30		3.21		36
2006		1.00		.022		(.022)		1.00		2.26		.30		2.23		8
2005		1.00		.010		(.010)		1.00		1.00		.30		1.02		1
2004		1.00		.008		(.008)		1.00		.79		.30		.79		— a
Participant Shares
Year Ended January 31,
2008		1.00		.030		(.030)		1.00		3.06		.60		3.01		47
2007		1.00		.029		(.029)		1.00		2.94		.60		2.91		40
2006		1.00		.019		(.019)		1.00		1.95		.60		1.93		3
2005		1.00		.007		(.007)		1.00		.70		.60		.72		6
2004		1.00		.005		(.005)		1.00		.48		.60		.49		2
Agency Shares
Year Ended January 31,
2008 b		1.00		.011		(.011)		1.00		3.18 c		.26 c		3.35 c		— a

a		Amount represents less than $1 million.
b		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
c		Annualized.
See notes to financial statements.

The Funds 81

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FINANCIAL HIGHLIGHTS (continued)

				Per Share Data ($)						Ratios/Supplemental Data (%)
														Ratio of Net
		Net Asset				Dividends		Net Asset				Ratio of		Investment		Net Assets
		Value		Net		from Net		Value				Total Expenses Income to				End of
		Beginning		Investment		Investment		End		Total		to Average		Average		Period
		of Period		Income		Income		of Period		Return (%)		Net Assets		Net Assets ($ x1,000,000)
Dreyfus Tax Exempt Cash Management
Institutional Shares
Year Ended January 31,
2008		1.00		.034		(.034)		1.00		3.47		.20		3.39		4,370
2007		1.00		.033		(.033)		1.00		3.34		.20		3.29		2,333
2006		1.00		.023		(.023)		1.00		2.36		.20		2.35		2,645
2005		1.00		.011		(.011)		1.00		1.12		.20		1.14		2,510
2004		1.00		.009		(.009)		1.00		.90		.20		.89		1,934
Investor Shares
Year Ended January 31,
2008		1.00		.032		(.032)		1.00		3.21		.45		3.14		556
2007		1.00		.030		(.030)		1.00		3.08		.45		3.04		288
2006		1.00		.021		(.021)		1.00		2.11		.45		2.10		255
2005		1.00		.009		(.009)		1.00		.87		.45		.89		240
2004		1.00		.006		(.006)		1.00		.65		.45		.64		122
Administrative Shares
Year Ended January 31,
2008		1.00		.033		(.033)		1.00		3.36		.30		3.29		259
2007		1.00		.032		(.032)		1.00		3.24		.30		3.19		213
2006		1.00		.022		(.022)		1.00		2.26		.30		2.25		105
2005		1.00		.010		(.010)		1.00		1.02		.30		1.04		275
2004		1.00		.008		(.008)		1.00		.80		.30		.79		312
Participant Shares
Year Ended January 31,
2008		1.00		.030		(.030)		1.00		3.06		.60		2.99		55
2007		1.00		.029		(.029)		1.00		2.93		.60		2.89		30
2006		1.00		.019		(.019)		1.00		1.96		.60		1.95		42
2005		1.00		.007		(.007)		1.00		.72		.60		.74		19
2004		1.00		.005		(.005)		1.00		.50		.60		.49		46
Agency Shares
Year Ended January 31,
2008 a		1.00		.011		(.011)		1.00		3.18 b		.26 b		3.33 b		— c

a		From October 1, 2007 (commencement of initial offering) to January 31, 2008.
b		Annualized.
c		Amount represents less than $1 million.
See notes to financial statements.

82

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Per Share Data ($)

Ratios/Supplemental Data (%)

Ratio of

Ratio of

Ratio of Net

Net Asset

Dividends

Net Asset

Total

Net

Investment

Net Assets

Value

Net

from Net

Value

Expenses

Expenses

Income to

End of

Beginning

Investment

Investment

End

Total

to Average

to Average

Average

Period

of Period

Income

Income

of Period

Return (%)

Net Assets

Net Assets

Net Assets ($ x1,000,000)

Dreyfus California AMT-Free

Municipal Cash Management

Institutional Shares a

Year Ended January 31,

2008

1.00

.017

(.017)

1.00

3.29 b

.20 b

.15 b

3.15 b

115

Investor Shares a

Year Ended January 31,

2008

1.00

.015

(.015)

1.00

3.05 b

.45 b

.40 b

2.90 b

6

Administrative Shares a

Year Ended January 31,

2008

1.00

.016

(.016)

1.00

3.19 b

.30 b

.25 b

3.05 b

— c

Participant Shares a

Year Ended January 31,

2008

1.00

.014

(.014)

1.00

2.90 b

.60 b

.55 b

2.75 b

142

Agency Shares d

Year Ended January 31,

2008

1.00

.010

(.010)

1.00

3.09 b

.26 b

.21 b

3.09 b

— c

a		From August 1, 2007 (commencement of operations) to January 31, 2008.
b		Annualized.
c		Amount represents less than $1 million.
d		From October 1, 2007 (commencement of initial offerings) to January 31, 2008.
See notes to financial statements.

The Funds 83

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NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Cash Management, Dreyfus Cash Management Plus, Inc., Dreyfus Government Cash Management, Dreyfus Government Prime Cash Management, Dreyfus Treasury Cash Management, Dreyfus Treasury Prime Cash Management, Dreyfus Municipal Cash Management Plus, Dreyfus New York Municipal Cash Management, Dreyfus Tax Exempt Cash Management and Dreyfus California AMT-Free Municipal Cash Management which commenced operations on August 1, 2007, (each, a “fund” and collectively, the “funds”) are open-end management investment companies registered under the Investment Company Act of 1940, as amended (the “Act”). Each fund, other than Dreyfus New York Municipal Cash Management and Dreyfus California AMT-Free Municipal Cash Management is diversified. Dreyfus New York Municipal Cash Management and Dreyfus California AMT-Free Municipal Cash Management are non-diversified. Dreyfus Government Cash Management and Dreyfus Government Prime Cash Management are each a separate series of Dreyfus Government Cash Management Funds (the “Company”) and Dreyfus California AMT-Free Municipal Cash Management and Dreyfus Tax Exempt Cash Management are separate series of Dreyfus Tax Exempt Cash Management Funds (the “Trust”). Each fund’s investment objective is to provide investors with as high a level of current income as is consistent with the preservation of capital and the maintenance of liquidity and,in the case of Dreyfus Municipal Cash Management Plus and Dreyfus Tax Exempt Cash Management only, which are exempt from federal income tax; in the case of Dreyfus New York Municipal Cash Management only, which is exempt from federal, New York state and New York city personal income taxes; and in the case of Dreyfus California AMT-Free Municipal Cash Management only, which is exempt from federal and California state personal income taxes. The Dreyfus Corporation (the “Manager” or “Dreyfus”) serves as each fund’s investment adviser.

On July 1, 2007, the Mellon Financial Corporation and The Bank of New York Company, Inc. merged, forming The Bank of New York Mellon Corporation (“BNY Mellon”). As part of this transaction, Dreyfus became a wholly-owned subsidiary of BNY Mellon.

On January 1, 2008, Dreyfus California AMT-Tax Free Cash Management was renamed Dreyfus California AMT-Free Municipal Cash Management.

On September 18, 2007, each fund’s respective Board of Directors/Trustees approved the addition of Agency Shares for each fund, and Premier Shares of Dreyfus Treasury Cash Management, which became effective October 1, 2007.

On May 22, 2007, each fund’s Board of Directors/Trustees approved the addition of Select Shares and Service Shares for Dreyfus Cash Management Plus and Dreyfus Treasury Cash Management, which became effective June 29, 2007.

As of the close of business on April 19, 2007, pursuant to an Agreement and Plan of Reorganization previously approved by Dreyfus Cash Management Plus’ Board of Directors, all of the assets, subject to the liabilities, of Dreyfus Institutional Prime Money Market Fund were transferred to Dreyfus Cash Management Plus. Shareholders of Dreyfus Institutional Prime Money Market Fund voted affirmatively to approve the reorganization and subsequently received Administrative shares of Dreyfus Cash Management Plus, in an amount equal to the aggregate net asset value of the investment in Dreyfus Institutional Prime Money Market Fund at the time of the exchange.The net asset value of Dreyfus Cash Management Plus’ Administrative shares at the close of business on April 19, 2007, after the reorganization, was $1.00 per share, and a total of 311,035,283 Administrative shares representing net assets of $311,035,283, were issued to Dreyfus Institutional Prime Money Market Fund shareholders in the exchange. The exchange was a tax-free event to shareholders.

As of the close of business on April 19, 2007, pursuant to an Agreement and Plan of Reorganization previously approved by Dreyfus Government Cash Management’s Board of Trustees, all of the assets, subject to the liabilities, of Dreyfus Institutional Government Money Market Fund, were transferred to Dreyfus Government Cash Management. Shareholders of Dreyfus Institutional Government Money Market Fund voted affirmatively to approve the reorganization and subsequently received Administrative shares of Dreyfus Government Cash Management in an amount equal to the aggregate net asset value of the investment in Dreyfus

84

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Institutional Government Money Market Fund at the time of the exchange.The net asset value of Dreyfus Government Cash Management’s Administrative shares at the close of business on April 19,2007,after the reorganization,was $1.00 per share, and a total of $166,517,023 Administrative shares representing net assets of $166,517,023, were issued to Dreyfus Institutional Government Money Market Fund shareholders in the exchange. The exchange was a tax-free event to shareholders.

As of the close of business on April 19, 2007, pursuant to an Agreement and Plan of Reorganization previously approved by Dreyfus Treasury Cash Management’s Board of Trustees, all of the assets, subject to the liabilities, of Dreyfus Institutional U.S.Treasury Money Market Fund were transferred to Dreyfus Treasury Cash Management. Shareholders of Dreyfus Institutional U.S. Treasury Money Market Fund voted affirmatively to approve the reorganization, and subsequently received Administrative shares of Dreyfus Treasury Cash Management in an amount equal to the aggregate net asset value of the investment in Dreyfus Institutional U.S. Treasury Money Market Fund at the time of the exchange. The net asset value of Dreyfus Treasury Cash Management’s Administrative shares at the close of business on April 19, 2007, after the reorganization, was $1.00 per share, and a total of $213,419,338 Administrative shares representing net assets of $213,419,338, were issued to Dreyfus Institutional U.S. Treasury Money Market Fund shareholders in the exchange. The exchange was a tax-free event to shareholders.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the funds’ shares, which are sold to the public without a sales charge. Each fund offers: Institutional Shares, Investor Shares, Administrative Shares, Participant Shares and Agency Shares. In addition, Dreyfus Cash Management Plus and Dreyfus Treasury Cash Management also offer Service Shares and Select Shares, and Dreyfus Treasury Cash Management also offers Premier Shares. Each share class, except Institutional Shares, are subject to a Service Plan adopted pursuant to Rule 12b-1 under the Act. Other differences between the classes include the services offered (by service agents receiving 12b-1 fees) to and the expenses

borne by each class, the allocation of certain transfer agency costs and certain voting rights. 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.

As of January 31, 2008, MBC Investment Corp., an indirect subsidiary of BNY Mellon held the following outstanding shares:

Dreyfus Cash Management,
Agency shares		1,016
Dreyfus Cash Management Plus, Inc.,
Agency shares		1,016
Dreyfus Government Cash Management,
Agency shares		1,014
Dreyfus Government Prime Cash Management,
Agency shares		1,014
Dreyfus Treasury Cash Management,
Agency shares		1,013
Dreyfus Treasury Cash Management,
Premier shares		1,012
Dreyfus Treasury Prime Cash Management,
Agency shares		1,011
Dreyfus Municipal Cash Management Plus,
Agency shares		1,011
Dreyfus New York Municipal Cash
Management, Agency shares		1,011
Dreyfus Tax Exempt Cash Management,
Agency shares		1,011
Dreyfus California AMT-Free Municipal
Cash Management, Agency shares		1,010

It is each fund’s policy to maintain a continuous net asset value per share of $1.00; each fund has adopted certain investment, portfolio valuation and dividend and distribution policies to enable it to do so. There is no assurance, however, that any fund will be able to maintain a stable net asset value per share of $1.00.

Each fund’s financial statements are prepared in accordance with U.S. generally accepted accounting principles, which may require the use of management estimates and assumptions. Actual results could differ from those estimates.

The 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.

The Funds 85

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NOTES TO FINANCIAL STATEMENTS (continued)

(a) Portfolio valuation: Investments in securities are valued at amortized cost in accordance with Rule 2a-7 of the Act, which has been determined by the Board members to represent the fair value of each fund’s investments.

The Financial Accounting Standards Board (“FASB”) released Statement of Financial Accounting Standards No. 157 “Fair Value Measurements” (“FAS 157”). FAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair-value measurements. The application of FAS 157 is required for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years. Management does not believe that the application of this standard will have a material impact on the financial statements of the funds.

(b) Securities transactions and investment income:

Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Interest income, adjusted for accretion of discount and amortization of premium on investments, is earned from settlement date and recognized on the accrual basis. Cost of investments represents amortized cost.

Dreyfus New York Municipal Cash Management and Dreyfus California AMT-Free Municipal Cash Management follow an investment policy of investing primarily in municipal obligations of one state. Economic changes affecting the state and certain of its public bodies and municipalities may affect the ability of issuers within the state to pay interest on, or repay principal of, municipal obligations held by the fund.

Dreyfus Cash Management, Dreyfus Cash Management Plus, Inc., Dreyfus Government Cash Management and Dreyfus Treasury Cash Management may enter into repurchase agreements with financial institutions, deemed to be creditworthy by the Manager, subject to the seller’s agreement to repurchase and the fund’s agreement to resell such securities at a mutually agreed upon price. Securities purchased subject to repurchase agreements are deposited with

the funds’ custodians and, pursuant to the terms of the repurchase agreement, must have an aggregate market value greater than or equal to the repurchase price plus accrued interest at all times. If the value of the underlying securities falls below the value of the repurchase price plus accrued interest, the fund will require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults on its repurchase obligation, the fund maintains the right to sell the underlying securities at market value and may claim any resulting loss against the seller.

(c) Expenses: With regards to the Company and the Trust, expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to both series are allocated between them.

(d) Dividends to shareholders: It is the policy of each fund to declare dividends from investment income-net on each business day. Such dividends are paid monthly. Dividends from net realized capital gains, if any, are normally declared and paid annually, but each 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 gains can be offset by capital loss carryovers, it is the policy of each fund not to distribute such gains.

(e) Federal income taxes: It is the policy of each fund to continue to qualify for treatment 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.

During the current year, the funds adopted FASB Interpretation No. 48 “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the fund’s

86

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tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current year.The adoption of FIN 48 had no impact on the operations of the funds for the period ended January 31, 2008.

The funds are not subject to examination by U.S. Federal, State and City tax authorities for the tax years before 2004.

At January 31, 2008, the components of accumulated earnings on a tax basis were substantially the same as for financial reporting purposes.

Table 1 summarizes each relevant fund’s unused capital loss carryover available for federal income tax purposes to be applied against future net securities profits, if any, realized subsequent to January 31, 2008.

The tax character of each relevant fund’s distributions paid to shareholders (except for Dreyfus Municipal Cash Management Plus, Dreyfus New York Municipal Cash Management, Dreyfus California AMT-Free Municipal Cash Management and Dreyfus Tax Exempt Cash Management) during the fiscal periods ended January 31, 2008 and January 31, 2007, were all ordinary income.

The tax character of distributions paid to shareholders of Dreyfus Municipal Cash Management Plus, Dreyfus New York Municipal Cash Management, Dreyfus California AMT-Free Municipal Cash Management and Dreyfus Tax Exempt Cash Management during the fiscal periods ended January 31, 2008, and January 31, 2007, were all tax exempt income.

During the period ended January 31, 2008, as a result of permanent book to tax differences, primarily due to the tax treatment for capital loss carryover from the merger with Dreyfus Institutional Prime Money Market Fund, Dreyfus Cash Management Plus, Inc. decreased accumulated net realized gain (loss) on investment by $211 and increased paid-in capital by the same amount. Net assets were not affected by this reclassification.

During the period ended January 31, 2008, as a result of permanent book to tax differences primarily from utilization of deemed distributions for tax purposes not book, Dreyfus Municipal Cash Management Plus decreased accumulated net realized gain (loss) on investments by $383,594 and increased paid-in capital by the same amount. Net assets were not affected by this reclassification.

During the period ended January 31, 2008, as a result of permanent book to tax differences, primarily due to dividend reclassification, Dreyfus New York Municipal Cash Management increased accumulated undistributed investment income-net by $76,200 and decreased accumulated net realized gain (loss) on investment by the same amount. Net assets were not affected by this reclassification.

During the period ended January 31, 2008, as a result of permanent book to tax differences, primarily due to dividend reclassification, Dreyfus Tax Exempt Cash Management increased accumulated undistributed investment income-net by $8,074 and decreased accumulated net realized gain (loss) on investment by the same amount. Net assets were not affected by this reclassification.

				Expiring in fiscal:				($ x 1,000)
		2012 †		2013 †		2014 †		2015 †		2016 †		Total
Dreyfus Cash Management		—		—		40		—		—		40
Dreyfus Cash Management Plus, Inc.		—		—		6,766		—		—		6,766
Dreyfus Government Cash Management		172		—		2,628		37		—		2,837
Dreyfus Treasury Cash Management		—		13		39		44		1,005		1,101
Dreyfus Treasury Prime Cash Management		40		107		65		323		—		535

†

If not applied, the carryovers expire in the above years.

The Funds 87

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NOTES TO FINANCIAL STATEMENTS (continued)

During the period ended January 31, 2008, as a result of permanent book to tax differences, primarily from utilization of deemed distributions for tax purposes not booked, Dreyfus California AMT-Free Municipal Cash Management decreased accumulated net realized gain (loss) on investments by $11,111 and increased paid-in capital by the same amount. Net assets were not affected by this reclassification.

At January 31, 2008, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statements of Investments).

NOTE 2—Management Fee and Other Transactions with Affiliates:

(a) Pursuant to separate management agreements with the Manager, the management fee of each fund is computed at the annual rate of .20% of the value of such fund’s average daily net assets and is payable monthly.

As to each fund, unless the Manager gives a fund’s investors 90 days notice to the contrary, the Manager, and not the fund, will be liable for fund expenses (exclusive of taxes, brokerage fees, interest on borrowings and extraordinary expenses) other than the following expenses, which will be borne by the fund: the management fee, and with respect to the fund’s Investor Shares,Administrative Shares, Participant Shares, Service Shares, Select Shares, Agency Shares and Premier Shares, Rule 12b-1 Service Plan expenses.

As to Dreyfus California AMT-Free Municipal Cash Management, the Manager waived receipt of a portion of the management fee, in the amount of .05% of the value of their average daily net assets from August 1, 2007 through January 31, 2008. The reduction in management fee, pursuant to the undertaking, amounted to $37,650 during the period ended January 31, 2008. This agreement was, and continues to be, terminable at any time.

(b) Under each fund’s Service Plan (the “Service Plan”) adopted pursuant to Rule 12b-1 under the Act, with respect to each fund’s Agency shares,Administrative Shares, Investor

88

Shares and Participant Shares, Dreyfus Cash Management Plus, Service Shares and Select Shares, and Dreyfus Treasury Cash Management’s, Premier Shares, Service Shares and Select Shares, each fund pays the Distributor for distributing such classes of shares, for advertising and marketing and for providing certain services relating to shareholders of the respective class of shares. These services include answering shareholder inquiries regarding the fund and providing reports and other information and services related to the maintenance of shareholder accounts (“Servicing”). Under the Service Plan, as to each relevant class, the Distributor may make payments to Service Agents in respect to these services. Generally, the Service Agent will provide holders of Agency, Administrative, Investor, Participant, Premier, Service or Select Shares a consolidated statement. The Service Agent generally also will provide the holders of Investor, Participant, Premier, Service and/or Select Shares, automated teller checkwriting privileges and, in the case of Participant, Premier, Service or Select Shares, automated teller machine access, and bill paying services. The amount paid under the Service Plan for Servicing is intended to be a “service fee” as defined under the Conduct Rules of the Financial Industry Regulatory Authority (“FINRA”), and at no time will such amount exceed the maximum amount permitted to be paid under the FINRA Conduct Rules as a service fee. The fees payable under the Service Plan are payable without regard to actual expenses incurred. Table 2 summarizes the amount each fund was charged pursuant to the Plan during the period ended January 31, 2008.

Table 3 summarizes the components of “Due to The Dreyfus Corporation and affiliates” in the Statements of Assets and Liabilities for each fund.

(c) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Since October 1, 2007, annual retainer fees are allocated to each fund based on net assets, and each fund pays its Board members an attendance fee of $500 per meeting. Prior to October 1, 2007, each fund (except for Dreyfus New York Municipal Cash Management) paid its Board members an annual fee of

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$3,000 and an attendance fee of $500 per meeting. Dreyfus New York Municipal Cash Management paid its Board members an annual fee of $1,000 and an attendance fee of $500 per meeting. Currently, Board members fees are borne by the Manager as to each fund pursuant to the undertakings in effect. See Note 2(a).

NOTE 3—Capital Share Transactions:

Each fund (except for Dreyfus Cash Management Plus) is authorized to issue an unlimited number of $.001 par value

shares of Beneficial Interest. Dreyfus Cash Management Plus, Inc. is authorized to issue 110 billion shares of $.001 par value Common Stock.

NOTE 4—Subsequent Event:

At a meeting of Dreyfus Treasury Cash Management’s Board of Trustees held on February 27, 2008, the Board approved effective March 12, 2008, to rename the fund from Dreyfus Treasury Cash Management to Dreyfus Treasury & Agency Cash Management.

Table 2.
		Investor		Administrative		Participant		Service		Select		Agency		Premier
		Shares ($)		Shares ($)		Shares ($)		Shares ($)		Shares ($)		Shares ($)		Shares ($)
Dreyfus Cash Management		4,977,393		416,587		1,353,206		—		—		1,392		—
Dreyfus Cash Management Plus, Inc.		3,893,812		2,021,337		4,140,052		203,822		129,665		—		—
Dreyfus Government Cash Management		3,587,224		470,268		1,316,963		—		—		20		—
Dreyfus Government Prime Cash Management		817,655		271,788		1,870,962		—		—		115		—
Dreyfus Treasury Cash Management		5,730,419		498,058		891,802		133,041		294,734		18		11,167
Dreyfus Treasury Prime Cash Management		2,729,045		244,828		1,971,795		—		—		—		—
Dreyfus Municipal Cash Management Plus		653,836		291,740		145,760		—		—		—		—
Dreyfus New York Municipal Cash Management		512,615		78,329		145,360		—		—		—		—
Dreyfus Tax Exempt Cash Management		784,016		167,278		152,803		—		—		—		—
Dreyfus California AMT-Free Municipal Cash Management		1,974		89		146,660		—		—		—		—
Table 3.
						Management
								Fees ($)		Distribution Fees ($)
Dreyfus Cash Management						3,688,540						830,247
Dreyfus Cash Management Plus, Inc.						2,224,225						1,077,044
Dreyfus Government Cash Management						2,132,909						702,708
Dreyfus Government Prime Cash Management						650,290						326,776
Dreyfus Treasury Cash Management						3,297,520						917,174
Dreyfus Treasury Prime Cash Management						1,409,896						832,674
Dreyfus Municipal Cash Management Plus						118,356						123,405
Dreyfus New York Municipal Cash Management						150,366						100,457
Dreyfus Tax Exempt Cash Management						434,146						139,909
Dreyfus California AMT-Free Municipal Cash Management								25,290				49,924

The Funds 89

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

Shareholders and Board of Trustees/Directors

Dreyfus Cash Management

Dreyfus Cash Management Plus, Inc.

Dreyfus Government Cash Management

Dreyfus Government Prime Cash Management

Dreyfus Treasury Cash Management

Dreyfus Treasury Prime Cash Management

Dreyfus Municipal Cash Management Plus

Dreyfus New York Municipal Cash Management

Dreyfus Tax Exempt Cash Management

Dreyfus California AMT-Free

Municipal Cash Management

We have audited the accompanying statements of assets and liabilities, including the statements of investments, of Dreyfus Cash Management, Dreyfus Cash Management Plus, Inc., Dreyfus Government Cash Management, Dreyfus Government Prime Cash Management, Dreyfus Treasury Cash Management, Dreyfus Treasury Prime Cash Management, Dreyfus Municipal Cash Management Plus, Dreyfus New York Municipal Cash Management, Dreyfus Tax Exempt Cash Management and Dreyfus California AMT-Free Municipal Cash Management (the “Funds”) as of January 31, 2008, and the related statements of operations for the period then ended, the statements of changes in net assets for each of the two years in the period then ended, and financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board

(United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Funds’ internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Funds’ internal control over financial report-ing.Accordingly, we express no such opinion.An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of January 31, 2008 by correspondence with the custodian and others or by other appropriate auditing procedures where replies from others were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of each of the funds referred to above at January 31, 2008, the results of their operations for the period then ended, the changes in their net assets for each of the two years in the period then ended, and the financial highlights for each of the indicated periods, in conformity with U.S. generally accepted accounting principles.

90

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IMPORTANT TAX INFORMATION (Unaudited)

In accordance with Federal tax law, Dreyfus Tax Exempt Cash Management, Dreyfus Municipal Cash Management Plus, Dreyfus New York Municipal Cash Management and Dreyfus California AMT-Free Municipal Cash Management hereby makes the following designations regarding the dividends paid from investment income-net during their fiscal year ended January 31, 2008:

• all the dividends paid from investment income-net are “exempt-interest dividends” (not generally subject to regular Federal income taxes), except $8,074 of Dreyfus Tax Exempt Cash Management’s exempt- interest dividends that is being designated as a long term capital gain distribution for reporting purposes.

• for individuals who are residents of New York,“exempt- interest dividends”paid by Dreyfus New York Municipal Cash Management are also not subject to New York State and New York City personal income tax.

• for individuals who are residents of California, “exempt-interest dividends” paid by Dreyfus California AMT-Free Municipal Cash Management are also not subject to California personal income tax.

For State individual income tax purposes Dreyfus Government Prime Cash Management and Dreyfus

Treasury Prime Cash Management hereby designate the following percentage of ordinary dividends paid during the fiscal year ended January 31, 2008 as attributable to interest income from direct obligations of the United States. Such dividends are currently exempt from taxation for income tax purposes in most states, including New York, California and the District of Columbia:

Dreyfus Government Prime
Cash Management		100.00%
Dreyfus Treasury Prime
Cash Management		100.00%
The Funds below designate the following		percentage of
ordianry income dividends paid during the fiscal year ended
January 31, 2007 as qualifying “interest related dividends”:
Dreyfus Cash Management		87.46%
Dreyfus Government Cash Management		100.00%
Dreyfus Government Prime
Cash Management		100.00%
Dreyfus Treasury Cash Management		100.00%
Dreyfus Cash Management Plus, Inc		87.32%
Dreyfus Treasury Prime
Cash Management		100.00%

The Funds 91

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BOARD MEMBERS INFORMATION (Unaudited)

Joseph S. DiMartino (64)

Chairman of the Board (1995)

Principal Occupation During Past 5 Years:

• Corporate Director and Trustee

Other Board Memberships and Affiliations:

• The Muscular Dystrophy Association, Director

• Century Business Services, Inc., a provider of outsourcing

functions for small and medium size companies, Director

• The Newark Group, a provider of a national market of paper

recovery facilities, paperboard mills and paperboard converting

plants, Director

• Sunair Services Corporation, a provider of certain outdoor-related

services to homes and businesses, Director

No. of Portfolios for which Board Member Serves: 163

David W. Burke (71)

Board Member (1994)

Principal Occupation During Past 5 Years:

• Corporate Director and Trustee.

Other Board Memberships and Affiliations:

• John F. Kennedy Library Foundation, U.S.S. Constitution

Museum, Director

No. of Portfolios for which Board Member Serves: 85

Isabel Dunst (60)

Board Member (1991)

Principal Occupation During Past 5 Years:

• Partner, Hogan & Hartson

Other Board Memberships and Affiliations:

• Union of Reform Judaism, a religious organization,Trustee

No. of Portfolios for which Board Member Serves: 10

Warren B. Rudman (77)

Board Member (1993)

Principal Occupation During Past 5 Years:

• Stonebridge International LLC, Co-Chairman

• Of Counsel to (from January 1993 to December 31, 2003, Partner

in) the law firm Paul,Weiss, Rifkind,Wharton & Garrison, LLP

Other Board Memberships and Affiliations:

• Boston Scientific, Director

• D.B. Zwirn & Co.,Vice Chairman of the International Advisory

Board

No. of Portfolios for which Board Member Serves: 33

Philip L. Toia (74)

Board Member (2007)

Principal Occupation During Past 5 Years:

• Private Investor

No. of Portfolios for which Board Member Serves: 19

Benaree Pratt Wiley (60)

Board Member (2007)

Principal Occupation During Past 5 Years:

• Principal,The Wiley Group, a firm specializing in strategy and

business development (2005-present)

• President and CEO,The Partnership, an organization dedicated

to increasing the representation of African Americans in positions

of leadership, influence and decision-making in

Boston, MA (1991-2005)

Other Board Memberships and Affiliations:

• Boston College,Trustee

• Blue Cross Blue Shield of Massachusetts, Director

• Commonwealth Institute, Director

• Efficacy Institute, Director

• PepsiCo African-American, Advisory Board

• The Boston Foundation, Director

• Harvard Business School Alumni Board, Director

No. of Portfolios for which Board Member Serves: 36

Once elected all Board Members serve for an indefinite term, but achieve Emeritus

status upon reaching age 80.The address of the Board Members and Officers is in c/o

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

Additional information about the Board Members is available in the fund’s Statement

of Additional Information which can be obtained from Dreyfus free of charge by calling

this toll free number: 1-800-554-4611.

Lyle Gramley, Emeritus Board Member

92

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OFFICERS OF THE FUND (Unaudited)

J. DAVID OFFICER, President since December 2006.

Chief Operating Officer,Vice Chairman and a Director of the Manager,

and an officer of 78 investment companies (comprised of 163 portfolios)

managed by the Manager. He is 59 years old and has been an employee

of the Manager since April 1998.

PHILLIP N. MAISANO, Executive Vice President

since July 2007.

Chief Investment Officer,Vice Chair and a director of the Manager, and

an officer of 78 investment companies (comprised of 163 portfolios)

managed by the Manager. Mr. Maisano also is an officer and/or Board

member of certain other investment management subsidiaries of The

Bank of New York Mellon Corporation, each of which is an affiliate of

the Manager. He is 60 years old and has been an employee of the

Manager since November 2006. Prior to joining the Manager, Mr.

Maisano served as Chairman and Chief Executive Officer of EACM

Advisors, an affiliate of the Manager, since August 2004, and served as

Chief Executive Officer of Evaluation Associates, a leading institutional

investment consulting firm, from 1988 until 2004.

CHARLES CARDONA, Executive Vice President

since November 2001.

Vice Chairman and a Director of the Manager, Executive Vice President

of the Distributor, President of Dreyfus Institutional Services Division,

and an officer of 12 other investment companies (comprised of 17

portfolios) managed by the Manager. He is 52 years old and has been an

employee of the Manager since February 1981.

MICHAEL A. ROSENBERG, Vice President and Secretary since

August 2005.

Associate General Counsel of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. He is 47 years old and has been an employee of the Manager

since October 1991.

JAMES BITETTO, Vice President and Assistant Secretary since

August 2005.

Associate General Counsel and Secretary of the Manager, and an officer

of 79 investment companies (comprised of 180 portfolios) managed by

the Manager. He is 41 years old and has been an employee of the

Manager since December 1996.

JONI LACKS CHARATAN, Vice President and Assistant

Secretary since August 2005.

Associate General Counsel of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. She is 52 years old and has been an employee of the Manager

since October 1988.

JOSEPH M. CHIOFFI, Vice President and Assistant Secretary

since August 2005.

Associate General Counsel of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. He is 46 years old and has been an employee of the Manager

since June 2000.

JANETTE E. FARRAGHER, Vice President and Assistant

Secretary since August 2005.

Associate General Counsel of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. She is 45 years old and has been an employee of the Manager

since February 1984.

JOHN B. HAMMALIAN, Vice President and Assistant Secretary

since August 2005.

Associate General Counsel of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. He is 44 years old and has been an employee of the Manager

since February 1991.

ROBERT R. MULLERY, Vice President and Assistant Secretary

since August 2005.

Associate General Counsel of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. He is 56 years old and has been an employee of the Manager

since May 1986.

JEFF PRUSNOFSKY, Vice President and Assistant Secretary

since August 2005.

Associate General Counsel of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. He is 42 years old and has been an employee of the Manager

since October 1990.

JAMES WINDELS, Treasurer since November 2001.

Director – Mutual Fund Accounting of the Manager, and an officer of 79

investment companies (comprised of 180 portfolios) managed by the

Manager. He is 49 years old and has been an employee of the Manager

since April 1985.

RICHARD CASSARO, Assistant Treasurer since

September 2007.

Senior Accounting Manager – Money Market and Municipal Bond

Funds of the Manager, and an officer of 79 investment companies

(comprised of 180 portfolios) managed by the Manager. He is 49 years

old and has been an employee of the Manager since September 1982.

The Funds 93

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OFFICERS OF THE FUND (Unaudited) (continued)

ROBERT ROBOL, Assistant Treasurer since August 2003.

Senior Accounting Manager – Fixed Income Funds of the Manager, and

an officer of 79 investment companies (comprised of 180 portfolios)

managed by the Manager. He is 43 years old and has been an employee

of the Manager since October 1988.

ROBERT SALVIOLO, Assistant Treasurer since May 2007.

Senior Accounting Manager – Equity Funds of the Manager, and an

officer of 79 investment companies (comprised of 180 portfolios)

managed by the Manager. He is 40 years old and has been an employee

of the Manager since June 1989.

ROBERT SVAGNA, Assistant Treasurer since August 2005.

Senior Accounting Manager – Equity Funds of the Manager, and an

officer of 79 investment companies (comprised of 180 portfolios)

managed by the Manager. He is 40 years old and has been an employee

of the Manager since November 1990.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager of the Investment Accounting and Support Department of

the Manager, and an officer of 79 investment companies (comprised of

180 portfolios) managed by the Manager. He is 39 years old and has been

an employee of the Manager since April 1991.

JOSEPH W. CONNOLLY, Chief Compliance Officer since

October 2004.

Chief Compliance Officer of the Manager and The Dreyfus Family of

Funds (79 investment companies, comprised of 180 portfolios). From

November 2001 through March 2004, Mr. Connolly was first Vice-

President, Mutual Fund Servicing for Mellon Global Securities Services.

In that capacity, Mr. Connolly was responsible for managing Mellon’s

Custody, Fund Accounting and Fund Administration services to third-

party mutual fund clients. He is 50 years old and has served in various

capacities with the Manager since 1980, including manager of the firm’s

Fund Accounting Department from 1997 through October 2001.

WILLIAM GERMENIS, Anti-Money Laundering Compliance

Officer since October 2002.

Vice President and Anti-Money Laundering Compliance Officer of the

Distributor, and the Anti-Money Laundering Compliance Officer of 75

investment companies (comprised of 176 portfolios) managed by the

Manager. He is 37 years old and has been an employee of the Distributor

since October 1998.

94

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Item 2.

Code of Ethics.

The Registrant has adopted a code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There have been no amendments to, or waivers in connection with, the Code of Ethics during the period covered by this Report.

Item 3.

Audit Committee Financial Expert.

The Registrant's Board has determined that Joseph S. DiMartino, a member of the Audit Committee of the Board, is an audit committee financial expert as defined by the Securities and Exchange Commission (the "SEC"). Mr. DiMartino is "independent" as defined by the SEC for purposes of audit committee financial expert determinations.

Item 4.

Principal Accountant Fees and Services

(a) Audit Fees . The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $57,708 in 2007 and $59,439 in 2008.

(b) Audit-Related Fees . The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item 4 were $0 in 2007 and $0 in 2008.

The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $0 in 2007 and $0 in 2008.

Note: For the second paragraph in each of (b) through (d) of this Item 4, certain of such services were not pre-approved prior to May 6, 2003, when such services were required to be pre-approved. On and after May 6, 2003, 100% of all services provided by the Auditor were pre-approved as required. For comparative purposes, the fees shown assume that all such services were pre-approved, including services that were not pre-approved prior to the compliance date of the pre-approval requirement.

(c) Tax Fees . The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning ("Tax Services") were $6,542 in 2007 and $5,303 in 2008. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held.

-2-

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The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates which required pre-approval by the Audit Committee were $0 in 2007 and $0 in 2008.

(d) All Other Fees . The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item, were $332 in 2007 and $5,890 in 2008. These services consisted of a review of the Registrant's anti-money laundering program.

The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service Affiliates, other than the services reported in paragraphs (b) through (c) of this Item, which required pre-approval by the Audit Committee were $0 in 2007 and $0 in 2008.

Audit Committee Pre-Approval Policies and Procedures . The Registrant's Audit Committee has established policies and procedures (the "Policy") for pre-approval (within specified fee limits) of the Auditor's engagements for non-audit services to the Registrant and Service Affiliates without specific case-by-case consideration. Pre-approval considerations include whether the proposed services are compatible with maintaining the Auditor's independence. Pre-approvals pursuant to the Policy are considered annually.

Non-Audit Fees . The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $405,626 in 2007 and $2,159,225 in 2008.

Auditor Independence . The Registrant's Audit Committee has considered whether the provision of non-audit services that were rendered to Service Affiliates which were not pre-approved (not requiring pre-approval) is compatible with maintaining the Auditor's independence.

Item 5.		Audit Committee of Listed Registrants.
		Not applicable.		[CLOSED-END FUNDS ONLY]
Item 6.		Schedule of Investments.
		Not applicable.
Item 7.		Disclosure of Proxy Voting Policies and Procedures for Closed-End Management
		Investment Companies.
		Not applicable.		[CLOSED-END FUNDS ONLY]
Item 8.		Portfolio Managers of Closed-End Management Investment Companies.
		Not applicable.		[CLOSED-END FUNDS ONLY, beginning with reports for periods ended
				on and after December 31, 2005]
Item 9.		Purchases of Equity Securities by Closed-End Management Investment Companies and
		Affiliated Purchasers.
		Not applicable.		[CLOSED-END FUNDS ONLY]
Item 10.		Submission of Matters to a Vote of Security Holders.

The Registrant has a Nominating Committee (the "Committee"), which is responsible for selecting and nominating persons for election or appointment by the Registrant's Board as Board members. The Committee has adopted a Nominating Committee Charter (the "Charter"). Pursuant to the Charter, the

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SSL-DOCS2 70128344v15

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Committee will consider recommendations for nominees from shareholders submitted to the Secretary of the Registrant, c/o The Dreyfus Corporation Legal Department, 200 Park Avenue, 8th Floor East, New York, New York 10166. A nomination submission must include information regarding the recommended nominee as specified in the Charter. This information includes all information relating to a recommended nominee that is required to be disclosed in solicitations or proxy statements for the election of Board members, as well as information sufficient to evaluate the factors to be considered by the Committee, including character and integrity, business and professional experience, and whether the person has the ability to apply sound and independent business judgment and would act in the interests of the Registrant and its shareholders.

Nomination submissions are required to be accompanied by a written consent of the individual to stand for election if nominated by the Board and to serve if elected by the shareholders, and such additional information must be provided regarding the recommended nominee as reasonably requested by the Committee.

Item 11.

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 control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12.

Exhibits.

(a)(1) Code of ethics referred to in Item 2.

(a)(2) Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.

(a)(3) Not applicable.

(b) Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.

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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.

DREYFUS GOVERNMENT CASH MANAGEMENT FUNDS

By:		/s/ J. David Officer
		J. David Officer
		President
Date:		March 25, 2008

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/ J. David Officer
		J. David Officer
		President
Date:		March 25, 2008

By:		/s/ James Windels
		James Windels
		Treasurer
Date:		March 25, 2008

EXHIBIT INDEX

(a)(1) Code of ethics referred to in Item 2.

(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)

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