485BPOS

Registration No. 333-115798

U.S. SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-14

REGISTRATION STATEMENT UNDER THE
SECURITIES ACT OF 1933
|_| Pre-Effective Amendment No. |X| Post-Effective Amendment No. 1

(Check appropriate box or boxes)

DREYFUS PREMIER CALIFORNIA TAX EXEMPT BOND FUND, INC.
(Exact Name of Registrant as Specified in Charter)
(212) 922-6000 (Area Code and Telephone Number)
c/o The Dreyfus Corporation
200 Park Avenue, New York, New York 10166 (Address of Principal Executive Offices: Number,
Street, City, State, Zip Code)

(Name and Address of Agent for Service)

Mark N. Jacobs, Esq.
c/o The Dreyfus Corporation
200 Park Avenue
New York, New York 10166

with a copy to:

David Stephens, Esq.
c/o Stroock & Stroock & Lavan LLP
180 Maiden Lane
New York, New York 10038

          An indefinite number of Registrant's shares of common stock, par value $0.001 per share, has been registered pursuant to Rule 24f-2 under the Investment Company Act of 1940. Accordingly, no filing fee is being paid at this time.

          This Post-Effective Amendment consists of the following:

          (1) Facing Sheet of the Registration Statement.

          (2) Part C to the Registration Statement (including signature page).

           Parts A and B are incorporated herein by reference from the Registration Statement on Form N-14 (File No. 333-115798), filed on May 24, 2004.

          This Post-Effective Amendment is being filed solely to file the final tax opinion as Exhibit No. 12 to this Registration Statement on Form N-14.

DREYFUS PREMIER CALIFORNIA TAX EXEMPT BOND FUND, INC.
PART C
OTHER INFORMATION

Item 15 Indemnification.

The response to this item is incorporated by reference to Item 25 of Part C of Post-Effective Amendment No. 25 to the Registrant’s Registration Statement on Form N-1A, filed September 28, 2000.

Item 16 Exhibits. All references are to Post-Effective Amendment No. 29 to the Registrant's Registration Statement on Form N-1A, filed on March 5, 2004 (File No. 2-84105) (the "Registration Statement") unless otherwise noted.

     (1) Registrant's Articles of Incorporation are incorporated by reference to Exhibit 1(a) of Post Effective Amendment No. 21 to the Registration Statement on Form N-1A, filed on September 3, 1996.

     (2) Registrant's By-Laws, as amended, are incorporated by reference to Exhibit (b) of Post-Effective Amendment No. 25 to the Registration Statement on Form N-1A, filed on September 28, 2000.

     (3) Not Applicable.

     (4) Agreement and Plan of Reorganization.*

     (5) Reference is made to Exhibits (1) and (2) hereof.

     (6)(a) Management Agreement is incorporated by reference to Exhibit (d) of Post-Effective Amendment No. 29 to the Registration Statement.

     (7) Distribution Agreement is incorporated by reference to Exhibit (e) of Post-Effective Amendment No. 29 to the Registration Statement.

     (8) Not Applicable.

     (9)(a) Amended and Restated Custody Agreement is incorporated by reference to Exhibit 8(a) of Post-Effective Amendment No. 21 to the Registration Statement on Form N-1A, filed on September 3, 1996.

     (9)(b) Amendment to Custody Agreement is incorporated by reference to Exhibit (g)(ii) of Post-Effective Amendment No. 26 to the Registration Statement on Form N-1A, filed on September 28, 2001.

     (9)(c) Foreign Custody Manager Agreement is incorporated by reference to Exhibit (g)(iii) of Post-Effective Amendment No. 26 to the Registration Statement on Form N-1A, filed on September 28, 2001.

     (10)(a) Shareholder Services Plan for Classes A, B and C shares is incorporated by reference to Exhibit (h)(i) of Post-Effective Amendment No. 29 to the Registration Statement.

     (10)(b) Shareholder Services Plan for Class Z shares is incorporated by reference to Exhibit (h)(ii) of Post-Effective Amendment No. 29 to the Registration Statement.

     (10)(c) Distribution Plan (Rule 12b-1 Plan) is incorporated by reference to Exhibit (m) of Post-Effective Amendment No. 29 to the Registration Statement.

     (10)(d) Rule 18f-3 Plan is incorporated by reference to Exhibit (n) of Post-Effective Amendment No. 29 to the Registration Statement.

     (11)(a) Opinion of Registrant's counsel is incorporated by reference to Exhibit (10) of Post-Effective Amendment No. 21 to the Registration Statement on Form N-1A, filed on September 3, 1996.

     (11)(b) Consent of Registrant's counsel.*

     (12) Opinion and consent of counsel regarding tax matters.**

     (13) Not Applicable.

     (14) Consent of Independent Auditors.*

     (15) Not Applicable.

     (16) Power of Attorney.*

     (17)(a) Form of Proxy.*

     (17)(b) The Prospectus and Statement of Additional Information of General California Municipal Bond Fund, Inc. dated February 1, 2004 are incorporated by reference to Post-Effective Amendment No. 18 to the Registration Statement on Form N-1A of General California Municipal Bond Fund, Inc., filed on January 27, 2004 (File No. 33-30703).

__________

*

** Previously filed.

Filed herein.

Item 17. Undertakings.

(1) The undersigned Registrant agrees that prior to any public reoffering of the securities registered through the use of a prospectus which is a part of this registration statement by any person or party who is deemed to be an underwriter within the meaning of Rule 145(c) of the Securities Act of 1933, the reoffering prospectus will contain the information called for by the applicable registration form for reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form.

(2) The undersigned Registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as a part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the Securities Act of 1933 each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them.

(3) The undersigned Registrant agrees to file by post-effective amendment the final opinion of counsel regarding tax matters within a reasonable period of time after receiving such opinion.

SIGNATURES

          As required by the Securities Act of 1933, this Registration Statement has been signed on behalf of the Registrant, in the City of New York, and State of New York on the 21st day of December, 2004.

DREYFUS PREMIER CALIFORNIA TAX EXEMPT
BOND FUND, INC.
(Registrant)

By: /s/ Stephen E. Canter
       Stephen E. Canter, President

          Pursuant to the requirements of the Securities Act of 1933, the following persons in the capacities and on the dates indicated have signed this Registration Statement below.

          Signatures           Title      Date

/s/ Stephen E. Canter
Stephen E. Canter President (Principal Executive
Officer) 12/21/04

/s/ James Windels
James Windels Treasurer (Principal Accounting
and Financial Officer) 12/21/04

/s/ Joseph S. DiMartino
Joseph S. DiMartino Chairman of the Board 12/21/04

/s/ David W. Burke
David W. Burke Board Member 12/21/04

/s/ Samuel Chase
Samuel Chase Board Member 12/21/04

/s/ Gordon J. Davis
Gordon J. Davis Board Member 12/21/04

/s/ Joni Evans
Joni Evans Board Member 12/21/04

/s/ Arnold S. Hiatt
Arnold S. Hiatt Board Member 12/21/04

/s/ Burton N. Wallack
Burton N. Wallack Board Member 12/21/04

Exhibit Index

(12) Opinion and consent of counsel regarding tax matters.

EX-12

October 26, 2004

General California Municipal Bond Fund, Inc.
200 Park Avenue
New York, New York 10166

Dreyfus Premier California Tax Exempt Bond Fund, Inc.
200 Park Avenue
New York, New York 10166

Re:     Agreement and Plan of Reorganization

Ladies and Gentlemen:

You have requested our opinion as to certain Federal income tax consequences of the reorganization contemplated by the Agreement and Plan of Reorganization between General California Municipal Bond Fund, Inc., a Maryland corporation (the "Fund"), and Dreyfus Premier California Tax Exempt Bond Fund, Inc., a Maryland corporation (the "Acquiring Fund"). A copy of the Agreement and Plan of Reorganization is included as Exhibit A to the Registration Statement on Form N-14 of the Acquiring Fund (Registration No. 333-115798) (the "Registration Statement"). You have advised us that each of the Acquiring Fund and the Fund have qualified as a "regulated investment company" within the meaning of Subchapter M of the United States Internal Revenue Code of 1986, as amended (the "Code"), for each of their fiscal years of operation ending on or before or including the Closing Date.

In rendering this opinion, we have examined the Agreement and Plan of Reorganization, the Registration Statement, and such other documents as we have deemed necessary or relevant for the purpose of this opinion. In issuing our opinion, we have relied upon statements and representations of the Fund and of the Acquiring Fund, made in the Registration Statement and to us for our use in rendering this opinion. As to various questions of fact material to this opinion, where relevant facts were not independently established by us, we have relied upon statements of, and written information provided by, representatives of the Fund and of the Acquiring Fund. We also have examined such matters of law as we have deemed necessary or appropriate for the purpose of this opinion. We note that our opinion is based on our examination of such law, our review of the documents described above, the statements and representations referred to above and in the Registration Statement and the Agreement and Plan of Reorganization, the provisions of the Code, the regulations, published rulings and announcements thereunder, and the judicial interpretations thereof currently in effect. Any change in applicable law or any of the facts and circumstances described in the Registration Statement, or inaccuracy of any statements or representations on which we have relied, may affect the continuing validity of our opinion.

Capitalized terms not defined herein have the respective meanings given such terms in the Agreement and Plan of Reorganization.

Based on the foregoing, it is our opinion that for Federal income tax purposes:

          (a) the transfer of all of the Fund's assets to the Acquiring Fund in exchange solely for the Acquiring Fund Shares and the assumption by the Acquiring Fund of certain identified liabilities of the Fund, followed by the distribution by the Fund of those Acquiring Fund Shares to Fund Shareholders in complete liquidation of the Fund, will qualify as a "reorganization" within the meaning of Section 368(a) of the Code and each of the Fund and the Acquiring Fund will be "a party to a reorganization";

          (b) no gain or loss will be recognized by the Acquiring Fund upon the receipt of the assets of the Fund in exchange solely for Acquiring Fund Shares and the assumption by the Acquiring Fund of certain identified liabilities of the Fund pursuant to the Reorganization;

          (c) no gain or loss will be recognized by the Fund upon the transfer of the Fund's assets to the Acquiring Fund in exchange solely for Acquiring Fund Shares and the assumption by the Acquiring Fund of certain identified liabilities of the Fund or upon the distribution (whether actual or constructive) of those Acquiring Fund Shares to Fund Shareholders constructively in exchange for their shares of the Fund in liquidation of the Fund pursuant to the Reorganization;

          (d) no gain or loss will be recognized by Fund Shareholders upon the exchange of their Fund shares for the Acquiring Fund Shares pursuant to the Reorganization;

          (e) the aggregate tax basis for the Acquiring Fund Shares received by each Fund Shareholder pursuant to the Reorganization will be the same as the aggregate tax basis of the Fund shares held by such Shareholder immediately prior to the Reorganization, and the holding period of those Acquiring Fund Shares received by each Fund Shareholder will include the period during which the Fund shares exchanged therefor were held by such Shareholder (provided the Fund shares were held as capital assets on the date of the Reorganization); and

          (f) the tax basis of each Fund asset acquired by the Acquiring Fund will be the same as the tax basis of such asset to the Fund immediately prior to the Reorganization, and the holding period of each asset of the Fund in the hands of the Acquiring Fund will include the period during which that asset was held by the Fund.

No opinion is expressed as to the effect of the Reorganization on (i) the Fund or the Acquiring Fund with respect to any asset as to which any unrealized gain or loss is required to be recognized for Federal income tax purposes at the end of a taxable year (or on the termination or transfer thereof) under a mark-to-market system of accounting, and (ii) any shareholder of the Fund that is required to recognize unrealized gains and losses for Federal income tax purposes under a mark-to-market system of accounting.

We hereby consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to us in the Prospectus/Proxy Statement included in the Registration Statement, and to the filing of this opinion as an exhibit to any application made by or on behalf of the Acquiring Fund or any distributor or dealer in connection with the qualification of the Acquiring Fund Shares under the securities laws of any state or jurisdiction. In giving such permission, we do not admit hereby that we come within the category of persons whose consent is required under Section 7 of the Securities Act of 1933, as amended, or the rules and regulations of the Securities and Exchange Commission thereunder.

Very truly yours,



STROOCK & STROOCK & LAVAN LLP