EX-99 4 mpamnsa.txt RULE TRANSACTIONS Exhibits Sub-Item 77D - Policies with respect to Security Investments Each of MPAM National Intermediate Municipal Bond Fund, MPAM National ShortTerm Municipal Bond Fund and MPAM Pennsylvania Intermediate Municipal Bond Fund may currently enter into interest rate swap transactions, including interest rate lock agreements, and to purchase and sell interest rate caps, collars and floors (collectively, "Swap Transactions"). This change reflects the addition of Swap Transactions to each such Fund's investment techniques. The current Statement of Additional Information for MPAM Funds Trust dated July 11, 2001, as previously filed with the Securities and Exchange Commission, reflects such change in each Fund's investment techniques. Sub-Item 77I -- Terms of new or amended securities On May 9, 2001, the Board of Trustees of MPAM Funds Trust (the "Trust") approved a proposal, which became effective on July 11, 2001, to designate existing shares of each fund as "MPAM" shares and to authorize the creation of a second class of shares, designated "Investor" shares, for each fund. The Trust is authorized to issue an unlimited number of shares of beneficial interest, par value $.001 per share, of each of the MPAM class and Investor class shares. Each class of shares has similar rights and privileges, except with respect to the expenses borne by and the shareholder services offered to each class, the shareholder services plan applicable to Investor shares and certain voting rights, as described in the Trust's Rule 18f-3 Plan. Each fund has adopted a Shareholder Services Plan with respect to its Investor shares pursuant to which each fund pays Dreyfus Service Corporation (the "Distributor") for the provision of certain services to holders of Investor shares a fee at an annual rate of 0.25% of the value of the average daily net assets attributable to Investor shares. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding a fund, and providing reports and other information, and services related to the maintenance of such shareholder accounts. The Shareholder Services Plan allows the Distributor to make payments from the shareholder services fees it collects from each fund to compensate service agents (certain banks, securities brokers or dealers and other financial institutions) in respect of these services. The Trust's Prospectus dated July 11, 2001 reflects such designation of classes of each fund's shares. Sub-Item 77O -- Transactions effected pursuant to Rule 10f-3 I. On May 3, 2001, MPAM Pennsylvania Intermediate Municipal Bond Fund (the "Fund"), a series of MPAM Funds Trust (the "Trust"), purchased, at slightly above par value, the following bonds (each, a "Bond" and collectively, the "Bonds") in the amounts noted: Pennsylvania State Turnpike Commission, 5.00% Bonds due June 1, 2009 -$3,275,000 Pennsylvania State Turnpike Commission, 5.00% Bonds due June 1, 2010 -$3,000,000 Pennsylvania State Turnpike Commission, 5.00% Bonds due June 1, 2011 -$3,000,000 Pennsylvania State Turnpike Commission, 5.50% Bonds due June 1, 2015 -$1,500,000 The Fund purchased its share of each Bond through Salomon Smith Barney ("Smith Barney"), the lead member of the underwriting syndicate which offered the Bonds to investors (the "Underwriting Syndicate"), and designated that certain members of the Underwriting Syndicate provide the portion of the Bonds to the Fund in accordance with the following allocation: Smith Barney, 40% Bear, Stearns & Co. Inc. 15% Legg Mason Wood Walker Incorporated, 5%; Morgan Stanley Dean Witter, 15% Tucker Anthony Incorporated, 10% UBS Paine Webber Inc., 15% (each, a "Syndicate Member"). Such allocation applied to the Fund's purchase of the Bonds in the aggregate, each of which was made from each Syndicate Member's own account. Mellon Financial Markets LLC, an affiliate of the Fund, was a member of the Underwriting Syndicate; however, it received no benefit in connection with the Fund's transactions. The Fund paid a commission of 1/2 basis point per Bond purchased, which was allocated pro rata among the Syndicate Members in accordance with the percentages shown above. No other member of the Underwriting Syndicate received any economic benefit from the Fund's purchase of the Bonds. The following is a list of the members of the Underwriting Syndicate: Salomon Smith Barney Bear, Stearns & Co. Inc. Commerce Capital Markets, Inc. Commonwealth Securities and Investments, Inc. Horizon Capital Inc. Legg Mason Wood Walker Incorporated Mellon Financial Markets, LLC Morgan Stanley Dean Witter RRZ Public Markets, Inc. Siebert Brandford Shank & Co. Tucker Anthony Incorporated UBS Paine Webber Inc. Accompanying this statement are materials presented to the Trust's Board of Trustees, which ratified the Fund's purchase of the Bonds as being in compliance with the Trust's Rule 10f-3 Procedures, at the Fund's Board meeting held on June 5, 2001. THE DREYFUS CORPORATION TO: The Board of Trustees of MPAM Funds Trust (the "Trust") FROM: Jeff Prusnofsky RE: Review of Compliance with Rule 10f-3 Procedures DATE: May 22, 2001 **************************************************************** ************ ****** The following constitutes the required report of purchases of securities that were effected by MPAM Pennsylvania Intermediate Municipal Bond Fund (the "Fund") pursuant to procedures as prescribed by Rule 10f-3 under the Investment Company Act of 1940, as amended (the "1940 Act"). Rule 10f-3 under the 1940 Act exempts certain purchases of securities by a registered investment company that are otherwise prohibited under Section 10(f). Section 10(f) prohibits any Dreyfus-sponsored fund from acquiring securities if an affiliated person of a fund, including Mellon Financial Corporation or any of its affiliates and subsidiaries, concurrently is acting as a principal underwriter in connection with the offering of such securities to others. The foregoing restriction applies even if the purchase is actually made from an underwriter unaffiliated with the fund. This provision of the 1940 Act was designed to prevent an underwriter affiliated with a fund from "dumping" otherwise unmarketable securities on the fund. Under certain conditions, however, Rule 10f-3 provides an exemption from the prohibitions of Section 10(f). Rule 10f-3 permits a fund to purchase securities that would otherwise violate Section 10(f) if, among other things: 1. the securities are registered under the Securities Act of 1933, or are municipal securities, certain Rule 144A securities, or certain foreign offerings; 2. the securities are purchased prior to the end of the first day on which any sales are made, at a price that is not more than the price paid by each other purchaser of the securities in that offering or any concurrent offering of the securities, and if the securities are offered for subscription upon exercise of rights, the securities are purchased on or before the fourth day preceding the day on which the rights of offering terminate; 3. the securities are offered pursuant to a firm commitment underwriting; 4. the commission, spread or profit received or to be received by the principal underwriters is reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time; 5. the issuer of the securities has been in continuous operation for not less than three years with respect to securities that are part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public or purchased pursuant to a qualifying foreign or Rule 144A offering, or, with respect to municipal securities, the issuer meets certain rating requirements described in Rule 10f-3; 6. the amount of securities of any class of such issue purchased by the fund, or by two or more funds having the same investment adviser, does not exceed 25% of the principal amount of the offering of such class; and 7. the securities are purchased from a member of the syndicate other than the affiliated underwriter. A portfolio manager of the Fund has completed the attached reports and has informed us that the transactions comply with the Fund's Rule 10f-3 Procedures. The Procedures state that the Board must determine that any transactions engaged in by a Fund pursuant to Rule 10f-3 have been effected in compliance with the Procedures adopted by the Board with respect to such transactions. A copy of the Procedures previously adopted by the Board pursuant to Rule 10f-3 is contained in materials of the Board Meeting held on September 5, 2000. We will discuss these transactions at the upcoming Board meeting. MPAM10F3BOARDMEMO.DOC 10f-3 Resolution REPORT OF PURCHASE OF SECURITIES IN COMPLIANCE WITH RULE 10F-3 This report must be completed on the date of purchase and must be provided promptly to the portfolio management department head and to the legal department. Any changes to the information provided herein must be reported immediately to each of these departments. 1. Name of Dreyfus/MPAM Fund: MPAM PA Intermediate 2. Total Net Assets of Fund: $867,079,813.08 3. Type of Security: Municipal Bond 4. Description of Security Purchased: PA St. Turnpike Comm. 5.50 due 6/1/15 709223PPO 5. Purchased per Firm Commitment Underwriting? Yes 6. Security Rating: Aa3/AA- 7. Name of Underwriting Syndicate Dealer Effecting Transaction: Smith Barney 8. Name of Affiliated Underwriter in Underwriting Syndicate: Mellon Financial Markets, LLC 9. Issue Size: $244,925,000 10. Amount Purchased by Fund: $1,500,000 11. Percentage of Principal Amount of Offering Purchased by Fund (not to exceed 25% of offering with respect to all Dreyfus-managed funds): .61% 12. Amount Purchased as a Percentage of Fund Assets: .17% 13. Purchase Price of Securities (if at par, so state): $104.191 14. Commission/Spread Received by Principal Underwriters: 1/2 15. Were the Securities purchased prior to the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of the Securities in that offering or any concurrent offering of the Securities (except, with respect to the purchase of any eligible foreign offering, for any rights to purchase that were required by law to be granted to existing security holders of the issuer)? Yes. If the Securities were offered for subscription upon exercise of rights, were the Securities purchased on or before the fourth day preceding the day on which the rights offering terminated? N/A 16. If the Securities were part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public, or was purchased pursuant to an eligible foreign or Rule 144A offering, was the issuer of the Securities in continuous operation for not less than three years, including the operations of any predecessors? N/A 17. Was the commission, spread or profit received or to be received by the principal underwriters of the Securities reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time? Yes 18. Did the Fund's purchase of the Securities benefit any underwriter affiliated with the Fund directly or indirectly or, with respect to any eligible municipal securities, was it designated as a "group sale" or otherwise allocated to the affiliated underwriter's account? No /s/ Collette O'Brien Purchase Date: 5/03/01 Portfolio Manager REPORT OF PURCHASE OF SECURITIES IN COMPLIANCE WITH RULE 10F-3 This report must be completed on the date of purchase and must be provided promptly to the portfolio management department head and to the legal department. Any changes to the information provided herein must be reported immediately to each of these departments. 1. Name of Dreyfus/MPAM Fund: MPAM PA Intermediate 2. Total Net Assets of Fund: $867,079,813.08 3. Type of Security: Municipal Bond 4. Description of Security Purchased: PA St. Turnpike Comm. 5.00 due 6/1/10 (CUSIP 709223PM7) 5. Purchased per Firm Commitment Underwriting? Yes 6. Security Rating: Aa3/AA- 7. Name of Underwriting Syndicate Dealer Effecting Transaction: Smith Barney 8. Name of Affiliated Underwriter in Underwriting Syndicate: Mellon Financial Markets, LLC 9. Issue Size: $244,925,000 10. Amount Purchased by Fund: $3,000,000 11. Percentage of Principal Amount of Offering Purchased by Fund (not to exceed 25% of offering with respect to all Dreyfus-managed funds): 1.22% 12. Amount Purchased as a Percentage of Fund Assets: .35% 13. Purchase Price of Securities (if at par, so state): $103.667 14. Commission/Spread Received by Principal Underwriters: 1/2 15. Were the Securities purchased prior to the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of the Securities in that offering or any concurrent offering of the Securities (except, with respect to the purchase of any eligible foreign offering, for any rights to purchase that were required by law to be granted to existing security holders of the issuer)? Yes. If the Securities were offered for subscription upon exercise of rights, were the Securities purchased on or before the fourth day preceding the day on which the rights offering terminated? N/A 16. If the Securities were part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public, or was purchased pursuant to an eligible foreign or Rule 144A offering, was the issuer of the Securities in continuous operation for not less than three years, including the operations of any predecessors? N/A 17. Was the commission, spread or profit received or to be received by the principal underwriters of the Securities reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time? Yes 18. Did the Fund's purchase of the Securities benefit any underwriter affiliated with the Fund directly or indirectly or, with respect to any eligible municipal securities, was it designated as a "group sale" or otherwise allocated to the affiliated underwriter's account? No /s/ Collette O'Brien Purchase Date: 5/03/01 Portfolio Manager REPORT OF PURCHASE OF SECURITIES IN COMPLIANCE WITH RULE 10F-3 This report must be completed on the date of purchase and must be provided promptly to the portfolio management department head and to the legal department. Any changes to the information provided herein must be reported immediately to each of these departments. 1. Name of Dreyfus/MPAM Fund: MPAM PA Intermediate 2. Total Net Assets of Fund: $867,079,813.08 3. Type of Security: Municipal Bond 4. Description of Security Purchased: PA St. Turnpike Comm. 5.00 due 6/1/09 (CUSIP 709223PL9) 5. Purchased per Firm Commitment Underwriting? Yes 6. Security Rating: Aa3/AA- 7. Name of Underwriting Syndicate Dealer Effecting Transaction: Smith Barney 8. Name of Affiliated Underwriter in Underwriting Syndicate: Mellon Financial Markets, LLC 9. Issue Size: $244,925,000 10. Amount Purchased by Fund: $3,275,000 11. Percentage of Principal Amount of Offering Purchased by Fund (not to exceed 25% of offering with respect to all Dreyfus-managed funds): 1.34% 12. Amount Purchased as a Percentage of Fund Assets: .38% 13. Purchase Price of Securities (if at par, so state): $104.01 14. Commission/Spread Received by Principal Underwriters: 1/2 15. Were the Securities purchased prior to the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of the Securities in that offering or any concurrent offering of the Securities (except, with respect to the purchase of any eligible foreign offering, for any rights to purchase that were required by law to be granted to existing security holders of the issuer)? Yes. If the Securities were offered for subscription upon exercise of rights, were the Securities purchased on or before the fourth day preceding the day on which the rights offering terminated? N/A 16. If the Securities were part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public, or was purchased pursuant to an eligible foreign or Rule 144A offering, was the issuer of the Securities in continuous operation for not less than three years, including the operations of any predecessors? N/A 17. Was the commission, spread or profit received or to be received by the principal underwriters of the Securities reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time? Yes 18. Did the Fund's purchase of the Securities benefit any underwriter affiliated with the Fund directly or indirectly or, with respect to any eligible municipal securities, was it designated as a "group sale" or otherwise allocated to the affiliated underwriter's account? No /s/ Collette O'Brien Purchase Date: 5/03/01 Portfolio Manager REPORT OF PURCHASE OF SECURITIES IN COMPLIANCE WITH RULE 10F-3 This report must be completed on the date of purchase and must be provided promptly to the portfolio management department head and to the legal department. Any changes to the information provided herein must be reported immediately to each of these departments. 1. Name of Dreyfus/MPAM Fund: MPAM PA Intermediate 2. Total Net Assets of Fund: $867,079,813.08 3. Type of Security: Municipal Bond 4. Description of Security Purchased: PA St. Turnpike Comm. 5.00 due 6/1/11 (CUSIP 709223PN5) 5. Purchased per Firm Commitment Underwriting? Yes 6. Security Rating: Aa3/AA- 7. Name of Underwriting Syndicate Dealer Effecting Transaction: Smith Barney 8. Name of Affiliated Underwriter in Underwriting Syndicate: Mellon Financial Markets, LLC 9. Issue Size: $244,925,000 10. Amount Purchased by Fund: $3,000,000 11. Percentage of Principal Amount of Offering Purchased by Fund (not to exceed 25% of offering with respect to all Dreyfus-managed funds): 1.22% 12. Amount Purchased as a Percentage of Fund Assets: .35% 13. Purchase Price of Securities (if at par, so state): $103.178 14. Commission/Spread Received by Principal Underwriters: 1/2 15. Were the Securities purchased prior to the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of the Securities in that offering or any concurrent offering of the Securities (except, with respect to the purchase of any eligible foreign offering, for any rights to purchase that were required by law to be granted to existing security holders of the issuer)? Yes. If the Securities were offered for subscription upon exercise of rights, were the Securities purchased on or before the fourth day preceding the day on which the rights offering terminated? N/A 16. If the Securities were part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public, or was purchased pursuant to an eligible foreign or Rule 144A offering, was the issuer of the Securities in continuous operation for not less than three years, including the operations of any predecessors? N/A 17. Was the commission, spread or profit received or to be received by the principal underwriters of the Securities reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time? Yes 18. Did the Fund's purchase of the Securities benefit any underwriter affiliated with the Fund directly or indirectly or, with respect to any eligible municipal securities, was it designated as a "group sale" or otherwise allocated to the affiliated underwriter's account? No /s/ Collette O'Brien Purchase Date: 5/03/01 Portfolio Manager Sub-Item 77O -- Transactions effected pursuant to Rule 10f-3 (continued) II. On July 24, 2001, MPAM Balanced Fund, MPAM Bond Fund and MPAM Intermediate Bond Fund (each, a "Fund"), each a series of the Trust, purchased, at slightly below par value, $1,755,000, $6,100,000 and $3,500,000, respectively, of the Wells Fargo Company 6.375% bonds due August 1, 2011 (the "Wells Fargo Bonds"). Each Fund purchased its share of the Wells Fargo Bonds through Smith Barney, a co-lead member together with Credit Suisse First Boston Corp., of the underwriting syndicate which offered the Wells Fargo Bonds to investors (the "Wells Fargo Underwriting Syndicate"), and such purchase was made from Smith Barney's own account. Mellon Financial Markets, LLC, an affiliate of each Fund, was a member of the Wells Fargo Underwriting Syndicate; however, it received no benefit in connection with the Funds' transactions. Each Fund paid a commission of .45% per Bond purchased to Smith Barney, and no other member of the Wells Fargo Underwriting Syndicate received any economic benefit from the Funds' purchase of the Wells Fargo Bonds. The following is a list of the members of the Wells Fargo Underwriting Syndicate: Credit Suisse First Boston Corporation Salomon Smith Barney Inc. Banc One Capital Markets, Inc. Bear, Stearns & Co. Inc. Goldman, Sachs & Co. J.P. Morgan Securities Inc. Wells Fargo Brokerage Services, LLC ABN AMRO Incorporated Barclays Bank PLC BNY Capital Markets, Inc. HSBC Securities (USA) Inc. Mellon Financial Markets, LLC Westdeutsche Landesbank Girozentrale Accompanying this statement are materials presented to the Trust's Board of Trustees, which ratified each Fund's purchase of the Wells Fargo Bonds as being in compliance with the Trust's Rule 10f-3 Procedures, at the Funds' Board meeting held on September 20, 2001. THE DREYFUS CORPORATION TO: The Board of Trustees of MPAM Funds Trust (the "Trust") FROM: Jeff Prusnofsky RE: Review of Compliance with Rule 10f-3 Procedures DATE: August 28, 2001 **************************************************************** ************ ****** The following constitutes the required report of purchases of securities that were effected by certain Funds of the Trust pursuant to procedures as prescribed by Rule 10f-3 under the Investment Company Act of 1940, as amended (the "1940 Act"), during the period May 1, 2001 through July 31, 2001. Rule 10f-3 under the 1940 Act exempts certain purchases of securities by a registered investment company that are otherwise prohibited under Section 10(f). Section 10(f) prohibits any Dreyfus-sponsored fund from acquiring securities if an affiliated person of a fund, including Mellon Financial Corporation or any of its affiliates and subsidiaries, concurrently is acting as a principal underwriter in connection with the offering of such securities to others. The foregoing restriction applies even if the purchase is actually made from an underwriter unaffiliated with the fund. This provision of the 1940 Act was designed to prevent an underwriter affiliated with a fund from "dumping" otherwise unmarketable securities on the fund. Under certain conditions, however, Rule 10f-3 provides an exemption from the prohibitions of Section 10(f). Rule 10f-3 permits a fund to purchase securities that would otherwise violate Section 10(f) if, among other things: 1. the securities are registered under the Securities Act of 1933, or are municipal securities, certain Rule 144A securities, or certain foreign offerings; 2. the securities are purchased prior to the end of the first day on which any sales are made, at a price that is not more than the price paid by each other purchaser of the securities in that offering or any concurrent offering of the securities, and if the securities are offered for subscription upon exercise of rights, the securities are purchased on or before the fourth day preceding the day on which the rights of offering terminate; 3. the securities are offered pursuant to a firm commitment underwriting; 4. the commission, spread or profit received or to be received by the principal underwriters is reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time; 5. the issuer of the securities has been in continuous operation for not less than three years with respect to securities that are part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public or purchased pursuant to a qualifying foreign or Rule 144A offering, or, with respect to municipal securities, the issuer meets certain rating requirements described in Rule 10f-3; 6. the amount of securities of any class of such issue purchased by the fund, or by two or more funds having the same investment adviser, does not exceed 25% of the principal amount of the offering of such class; and 7. the securities are purchased from a member of the syndicate other than the affiliated underwriter. A Portfolio Manager for each of MPAM Balanced Fund, MPAM Bond Fund and MPAM Intermediate Bond Fund has completed the attached reports and has informed us that the transactions comply with the Funds' Rule 10f-3 Procedures. The Procedures state that the Board must determine that any transactions engaged in by a Fund pursuant to Rule 10f-3 have been effected in compliance with the Procedures adopted by the Board with respect to such transactions. A copy of the Procedures previously adopted by the Board pursuant to Rule 10f-3 is contained in materials of the Board Meeting held on September 5, 2000. We will discuss these transactions at the upcoming Board meeting. 10f3boardmemo.September.doc REPORT OF PURCHASE OF SECURITIES IN COMPLIANCE WITH RULE 10F-3 This report must be completed on the date of purchase and must be provided promptly to the portfolio management department head and to the legal department. Any changes to the information provided herein must be reported immediately to each of these departments. 1. Name of Dreyfus/MPAM Fund: MPAM Balanced (the bond portion) 2. Total Net Assets of Fund: $420,000,000 (total) $198,000,000 (bond) 3. Type of Security: Bond 4. Description of Security Purchased: Wells Fargo Company 6.375% 8/1/2011 5. Purchased per Firm Commitment Underwriting? No 6. Security Rating: Moody's: Aa3 S & P: A 7. Name of Underwriting Syndicate Dealer Effecting Transaction: Salomon Smith Barney 8. Name of Affiliated Underwriter in Underwriting Syndicate: Mellon Bank Corp. 9. Issue Size: 750,000,000 10. Amount Purchased by Fund: 1,755,000 11. Percentage of Principal Amount of Offering Purchased by Fund (not to exceed 25% of offering with respect to all Dreyfus-managed funds): .24% 12. Amount Purchased as a Percentage of Fund Assets: .909% 13. Purchase Price of Securities (if at par, so state): $99.759 14. Commission/Spread Received by Principal Underwriters: .45% 15. Were the Securities purchased prior to the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of the Securities in that offering or any concurrent offering of the Securities (except, with respect to the purchase of any eligible foreign offering, for any rights to purchase that were required by law to be granted to existing security holders of the issuer)? yes. If the Securities were offered for subscription upon exercise of rights, were the Securities purchased on or before the fourth day preceding the day on which the rights offering terminated? n/a 16. If the Securities were part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public, or was purchased pursuant to an eligible foreign or Rule 144A offering, was the issuer of the Securities in continuous operation for not less than three years, including the operations of any predecessors? Yes 17. Was the commission, spread or profit received or to be received by the principal underwriters of the Securities reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time? yes 18. Did the Fund's purchase of the Securities benefit any underwriter affiliated with the Fund directly or indirectly or, with respect to any eligible municipal securities, was it designated as a "group sale" or otherwise allocated to the affiliated underwriter's account? No /s/ Lawrence R. Dunn Purchase Date: 7/24/01 Portfolio Manager REPORT OF PURCHASE OF SECURITIES IN COMPLIANCE WITH RULE 10F-3 This report must be completed on the date of purchase and must be provided promptly to the portfolio management department head and to the legal department. Any changes to the information provided herein must be reported immediately to each of these departments. 1. Name of Dreyfus/MPAM Fund: MPAM Bond Fund 2. Total Net Assets of Fund: $678,000,000 3. Type of Security: Bond 4. Description of Security Purchased: Wells Fargo Company 6.375% 8/1/2011 5. Purchased per Firm Commitment Underwriting? No 6. Security Rating: Moody's: Aa3 S & P: A 7. Name of Underwriting Syndicate Dealer Effecting Transaction: Salomon Smith Barney 8. Name of Affiliated Underwriter in Underwriting Syndicate: Mellon Bank Corp. 9. Issue Size: 750,000,000 10. Amount Purchased by Fund: 6,100,000 11. Percentage of Principal Amount of Offering Purchased by Fund (not to exceed 25% of offering with respect to all Dreyfus-managed funds): .81% 12. Amount Purchased as a Percentage of Fund Assets: .900% 13. Purchase Price of Securities (if at par, so state): $99.759 14. Commission/Spread Received by Principal Underwriters: .45% 15. Were the Securities purchased prior to the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of the Securities in that offering or any concurrent offering of the Securities (except, with respect to the purchase of any eligible foreign offering, for any rights to purchase that were required by law to be granted to existing security holders of the issuer)? yes. If the Securities were offered for subscription upon exercise of rights, were the Securities purchased on or before the fourth day preceding the day on which the rights offering terminated? n/a 16. If the Securities were part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public, or was purchased pursuant to an eligible foreign or Rule 144A offering, was the issuer of the Securities in continuous operation for not less than three years, including the operations of any predecessors? yes 17. Was the commission, spread or profit received or to be received by the principal underwriters of the Securities reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time? yes 18. Did the Fund's purchase of the Securities benefit any underwriter affiliated with the Fund directly or indirectly or, with respect to any eligible municipal securities, was it designated as a "group sale" or otherwise allocated to the affiliated underwriter's account? No /s/ Stephen P. Fiorella Purchase Date: 7/24/01 Portfolio Manager REPORT OF PURCHASE OF SECURITIES IN COMPLIANCE WITH RULE 10F-3 This report must be completed on the date of purchase and must be provided promptly to the portfolio management department head and to the legal department. Any changes to the information provided herein must be reported immediately to each of these departments. 1. Name of Dreyfus/MPAM Fund: MPAM Intermediate Bond Fund 2. Total Net Assets of Fund: $392,000,000 3. Type of Security: Bond 4. Description of Security Purchased: Wells Fargo Company 6.375% 8/1/2011 5. Purchased per Firm Commitment Underwriting? No 6. Security Rating: Moody's: Aa3 S & P: A 7. Name of Underwriting Syndicate Dealer Effecting Transaction: Salomon Smith Barney 8. Name of Affiliated Underwriter in Underwriting Syndicate: Mellon Bank Corp. 9. Issue Size: 750,000,000 10. Amount Purchased by Fund: 3,500,000 11. Percentage of Principal Amount of Offering Purchased by Fund (not to exceed 25% of offering with respect to all Dreyfus-managed funds): .47% 12. Amount Purchased as a Percentage of Fund Assets: .893% 13. Purchase Price of Securities (if at par, so state): $99.759 14. Commission/Spread Received by Principal Underwriters: .45% 15. Were the Securities purchased prior to the end of the first day on which any sales were made, at a price that was not more than the price paid by each other purchaser of the Securities in that offering or any concurrent offering of the Securities (except, with respect to the purchase of any eligible foreign offering, for any rights to purchase that were required by law to be granted to existing security holders of the issuer)? yes. If the Securities were offered for subscription upon exercise of rights, were the Securities purchased on or before the fourth day preceding the day on which the rights offering terminated? n/a 16. If the Securities were part of an issue registered under the Securities Act of 1933, as amended, that was offered to the public, or was purchased pursuant to an eligible foreign or Rule 144A offering, was the issuer of the Securities in continuous operation for not less than three years, including the operations of any predecessors? yes 17. Was the commission, spread or profit received or to be received by the principal underwriters of the Securities reasonable and fair compared to the commission, spread or profit received by others in connection with the underwriting of similar securities being sold during a comparable period of time? yes 18. Did the Fund's purchase of the Securities benefit any underwriter affiliated with the Fund directly or indirectly or, with respect to any eligible municipal securities, was it designated as a "group sale" or otherwise allocated to the affiliated underwriter's account? No /s/ Stephen P. Fiorella Purchase Date: 7/24/01 Portfolio Manager