N-CSRS 1 lp1-085.htm SEMI-ANNUAL REPORT lp1-085.htm - Generated by SEC Publisher for SEC Filing

 

 

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

811-3940

 

 

 

Strategic Funds, Inc

 

 

(Exact name of Registrant as specified in charter)

 

 

 

 

 

 

c/o The Dreyfus Corporation

200 Park Avenue

New York, New York 10166

 

 

(Address of principal executive offices) (Zip code)

 

 

 

 

 

John Pak, 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:

 

11/30

 

Date of reporting period:

5/31/14

 

             

 

The following N-CSR relates only to the Registrant’s series listed below and does not affect the other series of the Registrant, which have different fiscal year ends and, therefore, different N-CSR reporting requirements.  Separate N-CSR Forms will be filed for these series, as appropriate.

 

Dreyfus Select Managers Small Cap Value Fund

Dreyfus U.S. Equity Fund

Global Stock Fund

International Stock Fund

 

 


 

 

 

FORM N-CSR

Item 1.       Reports to Stockholders.

 


 

Dreyfus

Select Managers

Small Cap Value Fund

SEMIANNUAL REPORT May 31, 2014



 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.dreyfus.com and sign up for Dreyfus eCommunications. It’s simple and only takes a few minutes.

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


 

 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

23     

Statement of Assets and Liabilities

24     

Statement of Operations

25     

Statement of Changes in Net Assets

27     

Financial Highlights

31     

Notes to Financial Statements

 

FOR MORE INFORMATION

 

Back Cover


 

Dreyfus
Select Managers
Small Cap Value Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this semiannual report for Dreyfus Select Managers Small Cap Value Fund, covering the six-month period from December 1, 2013, through May 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The end of 2013 witnessed a firming U.S. labor market, further improvements housing data, and generally strong corporate earnings growth, but U.S. GDP growth over the opening months of 2014 generally stalled due to harsh winter weather, the expiration of extended unemployment benefits, and the deceleration of inventory accumulation by businesses. Although stocks encountered volatility under these mixed conditions, investors largely appeared to shrug off recent economic shortfalls as some broad measures of U.S. stock market performance either achieved or approached new all-time highs by the reporting period’s end.

We already have seen evidence that the economic recovery’s pause over the winter 2014 may prove temporary, and we currently expect to see accelerating growth over the next few years as past financial stresses continue to fade and fiscal drags abate the public sector. However, stocks generally have risen to higher valuations after the sustained market rally, and in our judgment, selectivity is likely to be key to successful equity investing in the months ahead. As always, we encourage you to discuss our observations and appropriate investment strategies with your financial advisor.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
June 16, 2014

2


 

DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2013, through May 31, 2014, as provided by Keith L. Stransky and Robert B. Mayerick, Portfolio Allocation Managers, EACM Advisors LLC

Fund and Market Performance Overview

For the six-month period ended May 31, 2014, Dreyfus Select Managers Small Cap Value Fund’s Class A shares produced a total return of 2.02%, Class C shares returned 1.60%, Class I shares returned 2.19%, and ClassY shares returned 2.19%.1 In comparison, the Russell 2000 Value Index (the “Index”), the fund’s benchmark, returned 1.67% for the same period.2

Although U.S. equities generally continued to rally over the reporting period, small-cap stocks lagged their larger counterparts. The fund outperformed its benchmark, primarily due to favorable results in the information technology and health care sectors.

During the reporting period, the fund eliminated its investment inVulcanValue Partners, LLC, and established a new relationship with Channing Capital Management, LLC.

The Fund’s Investment Approach

The fund seeks capital appreciation. To pursue its goal, the fund normally invests at least 80% of its net assets in the stocks of small-cap companies. The fund uses a “multi-manager” approach by selecting one or more sub-advisers to manage its assets. As the fund’s portfolio allocation managers, we seek sub-advisers that complement one another’s style of investing, consistent with the fund’s investment goal.We monitor and evaluate the performance of the sub-advisers and will make corresponding recommendations to Dreyfus and the fund’s Board based on our evaluations.

The fund’s assets are currently under the day-to-day portfolio management of seven sub-advisers, each acting independently of one another and using their own methodology to select portfolio investments.As of the end of the reporting period, 17% of the fund’s assets are under the management of Thompson, Siegel, and Walmsley, LLC, which employs a combination of quantitative and qualitative security selection methods based on a four-factor valuation model. Approximately 22% of the fund’s assets are under the management of Walthausen & Co., LLC, which uses a proprietary valuation model to identify companies that are trading at a discount to their intrinsic

The Fund 3


 

DISCUSSION OF FUND PERFORMANCE (continued)

values.Approximately 17% of the fund’s assets are under the management of Neuberger Berman Management LLC, which uses fundamental analysis and a bottom-up stock selection process to identify publicly traded small-cap companies selling at a material discount to their intrinsic value.Approximately 16% of the fund’s assets are under the management of Lombardia Capital Partners, which uses fundamental analysis and a bottom-up value-oriented approach in seeking stocks trading below their intrinsic values. Approximately 12% of the fund’s assets are under the management of Iridian Asset Management LLC, which employs bottom-up stock selection and a disciplined valuation process to identify and invest in corporate change.Approximately 11% of the fund’s assets are under the management of Kayne Anderson Rudnick Investment Management, LLC, which employs a fundamental, bottom-up, research-driven investment process in seeking to identify high-quality companies whose securities are trading at attractive valuations. Approximately 5% of the fund’s assets are under the management of Channing Capital Management, LLC, which employs intensive, fundamental, bottom-up research to identify high-quality companies with strong balance sheets and management teams. These percentages can change over time, within ranges described in the prospectus.

Market Environment—Late Period Rotation

Stocks across most capitalization ranges continued to climb at the start of the reporting period during a sustained U.S. economic recovery fueled by falling unemployment, rebounding housing markets, and historically low short-term interest rates. The rally stalled in January 2014 amid concerns regarding economic and political instability in the emerging markets, but stocks generally rebounded when investors’ worst fears did not materialize.

However, market sentiment during the renewed rally shifted away from smaller, more speculative companies toward large-cap stocks. Consequently, some measures of large-cap stock market performance achieved record highs by the reporting period’s end, while small-cap stocks produced mostly flat returns.

Stock Selections Buoyed Fund Results

The fund’s underlying investment managers generally added value during the reporting period. In the aggregate, they achieved especially robust results through overweighted exposure to and successful stock selections within the information technology sector. For example, sapphire equipment maker GT AdvancedTechnologies

4


 

encountered strong demand for components used in consumer electronics products, and printing devices producer ZebraTechnologies achieved record 2013 sales. Strong stock selections in the health care sector included Furiex Pharmaceuticals, which moved closer to regulatory approval of a new product. Drug delivery platform specialist Flamel Technologies reported higher sales of a key product.

Disappointments included overweighted exposure to real estate investment trusts, which rallied when long-term bond yields fell.Among consumer staples companies, Nu Skin Enterprises was hurt by an investigation by Chinese regulators into its sales practices, and Elizabeth Arden posted an unexpected quarterly loss.

Finding Attractive Values Among Small-Cap Companies

We remain constructive regarding small-cap value stocks.Attractively valued small-cap companies may be poised for gains due to their focus on domestic revenue sources at a time when the U.S. economy is recovering more robustly than most overseas markets. Moreover, we expect heightened mergers-and-acquisitions activity as larger companies seek to fuel future growth. Indeed, in our view, recent relative weakness among small-cap stocks has created a firmer foundation for future gains.

June 16, 2014

Please note, the position in any security highlighted with italicized typeface was sold during the reporting period. Equity funds are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

The prices of small company stocks tend to be more volatile than the prices of large company stocks, mainly because these companies have less established and more volatile earnings histories.They also tend to be less liquid than larger company stocks.

1     

Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Return figures provided reflect the absorption of certain fund expenses by The Dreyfus Corporation pursuant to an undertaking in effect through April 1, 2015, at which time it may be extended, terminated, or modified. Had these expenses not been absorbed, the fund’s returns would have been lower for Class A, C, andY shares.

2     

SOURCE: LIPPER INC. — Reflects the reinvestment of dividends and, where applicable, capital gain distributions.The Russell 2000 Value Index is an unmanaged index, which measures the performance of those Russell 2000 companies with lower price-to-book ratios and lower forecasted growth values. Investors cannot invest directly in any index.

The Fund 5


 

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 redemption 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 Dreyfus Select Managers Small CapValue Fund from December 1, 2013 to May 31, 2014. 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 May 31, 2014         
    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 6.55  $ 10.30  $ 4.79  $ 5.29 
Ending value (after expenses)  $ 1,020.20  $ 1,016.00  $ 1,021.90  $ 1,021.90 

 

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 May 31, 2014   
    Class A    Class C      Class I      Class Y 
Expenses paid per $1,000  $ 6.54  $ 10.30    $ 4.78    $ 5.29 
Ending value (after expenses)  $ 1,018.45  $ 1,014.71  $ 1,020.19  $ 1,019.70 
 
† Expenses are equal to the fund’s annualized expense ratio of 1.30% for Class A, 2.05% for Class C, .95% for 
Class I and 1.05% for ClassY, multiplied by the average account value over the period, multiplied by 182/365 (to 
reflect the one-half year period).                     

 


 

STATEMENT OF INVESTMENTS

May 31, 2014 (Unaudited)

Common Stocks—96.4%  Shares   Value ($) 
Automobiles & Components—1.7%       
Cooper Tire & Rubber  104,180   2,899,329 
Dana Holding  65,030   1,439,764 
Gentherm  35,500 a  1,460,115 
Modine Manufacturing  82,990 a  1,267,257 
Motorcar Parts of America  61,600 a  1,467,312 
Remy International  12,170   289,524 
Superior Industries International  45,750   910,425 
Thor Industries  42,925   2,575,500 
      12,309,226 
Banks—10.8%       
Atlantic Coast Financial Corporation  222,150 a  950,802 
Bancorp  70,700 a  1,109,990 
Bank of Hawaii  33,620   1,874,651 
Bank of the Ozarks  12,440   734,458 
BankUnited  86,760   2,823,171 
BBCN Bancorp  92,075   1,404,144 
BofI Holding  14,900 a  1,144,767 
Bryn Mawr Bank  50,990   1,448,626 
Centerstate Banks  114,570   1,216,733 
City Holding  23,570 b  1,018,460 
City National  13,850   984,596 
Columbia Banking System  82,442   2,042,088 
Comerica  30,107   1,444,233 
Community Bank System  44,345   1,574,691 
Customers Bancorp  82,890 a  1,574,910 
CVB Financial  115,870   1,689,385 
Dime Community Bancshares  76,510   1,156,831 
Eagle Bancorp  59,820 a  1,912,445 
East West Bancorp  57,982   1,941,237 
F.N.B  97,846   1,197,635 
First Commonwealth Financial  138,000   1,186,800 
First Financial Bankshares  39,480 b  2,348,270 
First Merchants  49,737   986,782 
First Midwest Bancorp  75,358   1,205,728 
First Niagara Financial Group  354,176   3,049,456 
FirstMerit  92,089   1,719,302 

 

The Fund 7


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Banks (continued)       
Great Southern Bancorp  11,800   345,622 
Hancock Holding  90,263   3,049,084 
Heritage Financial  75,368   1,187,046 
Heritage Financial Group  65,289   1,194,789 
Home Loan Servicing Solutions  83,800   1,868,740 
Huntington Bancshares  230,580   2,137,477 
IBERIABANK  43,459   2,714,449 
Independent Bank  36,607   1,325,173 
Investors bancorp  108,278   1,169,402 
MB Financial  28,745   771,516 
MGIC Investment  52,290 a  443,419 
National Bank Holdings, Cl. A  39,039   763,993 
PacWest Bancorp  51,124   2,066,432 
Park Sterling  176,309   1,137,193 
Popular  51,000 a  1,539,180 
Sterling Bancorp  98,440   1,115,325 
TCF Financial  100,850   1,602,507 
Texas Capital Bancshares  54,470 a  2,788,864 
Trustmark  41,642   964,012 
Umpqua Holdings  83,650   1,386,081 
Union Bankshares  44,804   1,118,756 
United Financial Bancorp  94,195   1,268,807 
Westamerica Bancorporation  38,800 b  1,900,036 
Wilshire Bancorp  58,380   589,054 
Wintrust Financial  35,200   1,534,016 
      75,721,164 
Capital Goods—11.4%       
A.O. Smith  16,841   831,609 
AAON  46,660   1,455,792 
Aegion  18,386 a  440,712 
Aerovironment  12,750 a  409,530 
Albany International, Cl. A  50,950   1,897,887 
Blount International  160,560 a  1,955,621 
CLARCOR  41,500   2,428,995 
Columbus McKinnon  47,610   1,340,698 
DigitalGlobe  28,700 a  871,332 

 

8


 

Common Stocks (continued)  Shares   Value ($) 
Capital Goods (continued)       
DXP Enterprises  13,900 a  967,023 
Dycom Industries  25,810 a  767,847 
EnerSys  24,150   1,667,316 
ESCO Technologies  17,144   576,381 
Franklin Electric  15,866   607,668 
FreightCar America  71,812   1,846,287 
GenCorp  36,000 a,b  669,960 
Generac Holdings  25,700   1,251,076 
General Cable  49,730   1,268,115 
Gibraltar Industries  67,786 a  1,075,086 
Global Brass & Copper Holdings  63,310   1,020,557 
Graco  45,300   3,305,994 
GrafTech International  92,525 a,b  966,886 
Granite Construction  33,240   1,180,685 
Greenbrier Cos.  21,900 a  1,215,450 
H&E Equipment Services  41,200 a  1,427,580 
Harsco  42,400   1,143,952 
Hexcel  81,272 a  3,336,216 
Hyster-Yale Materials Handling  14,120   1,187,210 
ITT  28,230   1,233,086 
John Bean Technologies  38,010   1,087,086 
KBR  73,940   1,796,003 
KEYW Holding  37,230 a,b  394,638 
Lawson Products  34,950 a  573,180 
Lindsay  12,608 b  1,062,728 
LSI Industries  80,505   639,210 
Lydall  35,311 a  974,230 
Manitowoc  46,150   1,248,358 
Meritor  80,910 a  1,117,367 
Miller Industries  39,470   801,636 
Mueller Industries  26,610   766,900 
Mueller Water Products, Cl. A  349,750   2,948,393 
National Presto Industries  13,350 b  939,707 
NCI Building Systems  99,020 a  1,658,585 
Orion Marine Group  96,023 a  1,086,020 
Owens Corning  14,200   582,342 

 

The Fund 9


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares      Value ($) 
Capital Goods (continued)         
Quanex Building Products  37,980      676,044 
Regal-Beloit  21,464      1,638,347 
Spirit Aerosystems Holdings, Cl. A  69,110  a  2,242,620 
Standex International  35,640      2,631,658 
Sun Hydraulics  25,000      923,000 
Teledyne Technologies  20,640  a  1,956,053 
Textron  62,000      2,431,640 
Titan International  47,470  b   750,501 
TriMas  98,319  a  3,451,980 
Triumph Group  17,147      1,188,287 
Tutor Perini  38,600  a  1,182,318 
Twin Disc  36,880      1,196,756 
Valmont Industries  4,530      701,924 
Wabash National  72,400  a   991,156 
Woodward  45,684      2,042,075 
        80,027,293 
Commercial & Professional Services—4.4%         
ABM Industries  73,459      2,003,227 
Acacia Research  61,250  b  988,575 
ACCO Brands  130,123  a  783,340 
Barrett Business Services  22,600      1,065,816 
Brady, Cl. A  1,558      42,268 
CBIZ  143,682  a  1,225,607 
CDI  104,648      1,457,746 
Clean Harbors  28,500  a   1,741,635 
Corporate Executive Board  47,400      3,231,258 
Covanta Holding  104,740      1,999,487 
Deluxe  86,172      4,833,388 
Ennis  34,224      518,494 
FTI Consulting  80,316  a  2,591,798 
Korn/Ferry International  56,905  a 1,728,205 
MSA Safety  14,988      819,244 
Multi-Color  12,200      428,586 
Steelcase, Cl. A  209,316      3,430,690 
Tetra Tech  68,805      1,830,901 
        30,720,265 

 

10


 

Common Stocks (continued)  Shares   Value ($) 
Consumer Durables & Apparel—3.1%       
Crocs  70,622 a  1,054,386 
CSS Industries  37,240   897,112 
Deckers Outdoor  26,700 a  2,063,643 
Ethan Allen Interiors  23,586   552,856 
Harman International Industries  4,002   420,330 
Iconix Brand Group  61,604 a  2,583,672 
JAKKS Pacific  134,691 b  1,189,322 
LeapFrog Enterprises  131,241 a,b  909,500 
M.D.C. Holdings  56,230   1,608,740 
M/I Homes  130,260 a  2,971,231 
Skullcandy  154,300 a  1,143,363 
Smith & Wesson Holding  71,400 a,b  1,133,832 
UCP, Cl. A  66,933   886,193 
Unifi  70,260 a  1,635,653 
Universal Electronics  29,800 a  1,355,304 
Wolverine World Wide  55,000   1,422,850 
      21,827,987 
Consumer Services—1.6%       
American Public Education  36,300 a  1,282,842 
Bob Evans Farms  22,380   999,715 
Capella Education  31,690   1,813,936 
DeVry Education Group  17,140   723,822 
Hillenbrand  26,281   796,051 
Ignite Restaurant Group  48,572 a,b  745,580 
International Game Technology  29,635   371,919 
Interval Leisure Group  107,400   2,200,626 
LifeLock  91,900 a  1,031,118 
Ruth’s Hospitality Group  69,022   845,520 
Wendy’s  94,500   774,900 
      11,586,029 
Diversified Financials—3.9%       
Ares Capital  125,628   2,165,827 
Asta Funding  28,000 a  234,640 
Eaton Vance  70,732   2,627,694 
Encore Capital Group  62,264 a,b  2,695,409 
Evercore Partners, Cl. A  16,084   885,263 

 

The Fund 11


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares      Value ($) 
Diversified Financials (continued)         
Fifth Street Finance  60,048  b  557,846 
First Cash Financial Services  74,300  a  3,902,236 
Gain Capital Holdings  50,591      399,163 
Janus Capital Group  125,002      1,460,023 
New Mountain Finance  48,923      695,685 
PHH  135,677  a  3,455,693 
PICO Holdings  48,287  a  1,119,776 
Stifel Financial  83,687  a  3,782,653 
Voya Financial  38,580      1,381,164 
Walter Investment Management  8,953  a,b 258,831 
World Acceptance  23,763  a,b  1,877,039 
        27,498,942 
Energy—6.0%         
Atwood Oceanics  29,915  a  1,476,305 
Bill Barrett  80,200  a  2,005,000 
Cal Dive International  842,960  a,b   1,087,418 
CARBO Ceramics  26,800      3,686,876 
Clayton Williams Energy  19,950  a   2,485,570 
Delek US Holdings  47,800      1,485,146 
Emerald Oil  221,340  a,b  1,438,710 
Energy XXI  53,300  b  1,143,285 
ERA Group  59,440  a  1,736,837 
Goodrich Petroleum  79,520  a,b  2,306,080 
GulfMark Offshore, Cl. A  21,960      1,019,164 
Helix Energy Solutions Group  62,400  a  1,458,912
ION Geophysical  213,270  a  889,336 
Kodiak Oil & Gas  86,948  a  1,106,848 
McDermott International  290,970  a,b  2,112,442 
Newpark Resources  90,600  a,b 1,020,156 
PBF Energy, Cl. A  24,000      765,840 
PDC Energy  33,020  a  2,119,554 
PetroQuest Energy  58,974  a  360,921 
Rosetta Resources  9,331  a  439,770 
Sanchez Energy  19,340  a  665,876 

 

12


 

Common Stocks (continued)  Shares      Value ($) 
Energy (continued)         
Stone Energy  39,200  a  1,740,088 
Synergy Resources  143,260  a  1,681,872 
Tesco  41,159      876,687 
TETRA Technologies  164,390  a   1,895,417 
Tidewater  33,012      1,720,585 
Triangle Petroleum  97,292  a,b   977,785 
Ultra Petroleum  24,630  a  665,503 
Warren Resources  198,265  a  908,054 
WPX Energy  32,970  a  698,305 
41,974,342 
Exchange-Traded Funds—.3%         
iShares Russell 2000 ETF  10,771  b  1,215,615 
iShares Russell 2000 Value ETF  12,400  b  1,225,988 
        2,441,603 
Food & Staples Retailing—.3%         
Andersons  19,050      970,407 
SpartanNash  40,294      978,338 
Village Super Market, Cl. A  22,000      539,880 
        2,488,625 
Food, Beverage & Tobacco—1.8%         
Crimson Wine Group  117,740  a  1,041,999 
Darling Ingredients  163,570  a  3,269,764 
Dean Foods  104,150      1,810,127 
Hillshire Brands  30,460      1,622,909 
Lancaster Colony  9,075      810,307 
National Beverage  118,300  a  2,190,916 
TreeHouse Foods  29,000  a  2,173,550 
12,919,572 
Health Care Equipment & Services—4.4%         
Accuray  56,090  a,b  494,714 
Air Methods  24,500  a  1,180,900 
Allscripts Healthcare Solutions  186,870  a  2,754,463 
AmSurg  22,894  a  1,036,640 
AngioDynamics  52,339  a  750,018 

 

The Fund 13


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Health Care Equipment & Services (continued)       
Anika Therapeutics  10,000 a  468,300 
Antares Pharma  357,440 a,b  1,054,448 
Chemed  10,580 b  931,886 
Cynosure, Cl. A  74,000 a  1,611,720 
Derma Sciences  2,340   23,821 
Gentiva Health Services  175,540 a  2,392,610 
HealthSouth  20,510   720,311 
Hill-Rom Holdings  46,006   1,825,978 
Invacare  43,914   724,581 
Kindred Healthcare  80,803   2,005,530 
MedAssets  36,211 a  848,062 
Merit Medical Systems  62,621 a  878,573 
Owens & Minor  65,100   2,257,668 
Patterson  56,000   2,192,960 
Providence Service  38,800 a  1,559,760 
Symmetry Medical  139,873 a  1,233,680 
Syneron Medical  98,920 a  1,083,174 
Team Health Holdings  25,100 a  1,274,327 
WellCare Health Plans  17,546 a  1,358,938 
      30,663,062 
Household & Personal Products—.8%       
Elizabeth Arden  20,560 a  557,793 
Nu Skin Enterprises, Cl. A  27,912   2,061,022 
WD-40  46,000   3,319,820 
      5,938,635 
Insurance—5.0%       
American Equity Investment Life Holding  130,903   2,947,936 
American Financial Group  10,630   620,579 
American National Insurance  9,950   1,139,275 
Argo Group International Holdings  15,794   765,219 
Assurant  10,420   706,580 
Endurance Specialty Holdings  38,000   1,965,360 
FBL Financial Group, Cl. A  8,214   359,034 
Fidelity National Financial, Cl. A  37,370   1,245,916 

 

14


 

Common Stocks (continued)  Shares   Value ($) 
Insurance (continued)       
First American Financial  35,994   1,008,552 
HCC Insurance Holdings  29,905   1,404,937 
Horace Mann Educators  145,510   4,250,347 
Infinity Property & Casualty  16,500   1,056,165 
Kemper  61,230   2,139,989 
Maiden Holdings  130,000   1,591,200 
Primerica  85,460   3,849,118 
RLI  74,000   3,300,400 
Stewart Information Services  80,335   2,577,147 
Symetra Financial  32,440   676,374 
The Hanover Insurance Group  33,529   2,013,416 
Validus Holdings  35,882   1,339,475 
      34,957,019 
Materials—6.4%       
American Vanguard  151,290 b  2,302,634 
AptarGroup  11,700   779,103 
Avery Dennison  64,380   3,264,066 
Balchem  25,000   1,378,500 
Chemtura  90,440 a  2,259,191 
Cliffs Natural Resources  41,030 b  643,350 
Crown Holdings  58,410 a  2,853,328 
Cytec Industries  24,466   2,430,698 
FutureFuel  68,100   1,169,958 
Greif, Cl. A  24,529   1,339,774 
Haynes International  22,130   1,175,103 
Headwaters  125,100 a  1,617,543 
Intrepid Potash  131,230 a,b  2,127,238 
Kaiser Aluminum  52,001   3,560,509 
Koppers Holdings  21,890   795,483 
Kraton Performance Polymers  98,040 a  2,438,255 
LSB Industries  47,600 a  1,816,416 
Materion  47,190   1,608,707 
Mercer International  150,505 a  1,330,464 
Olympic Steel  38,740   916,588 

 

The Fund 15


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Materials (continued)       
PH Glatfelter  46,973   1,236,329 
PolyOne  82,615   3,315,340 
RPM International  12,995   559,695 
Sealed Air  42,700   1,406,111 
Sonoco Products  23,493   992,344 
Stillwater Mining  43,860 a  737,287 
Worthington Industries  21,530   867,659 
      44,921,673 
Media—1.6%       
CBS Outdoor Americas  22,750 b  738,692 
Cinemark Holdings  77,000   2,427,040 
E.W. Scripps, Cl. A  64,400 a  1,257,088 
LIN Media, Cl. A  52,000 a  1,307,280 
Media General  82,700 a,b  1,466,271 
Meredith  17,778   799,299 
New Media Investment Group  82,641 a  1,154,495 
Starz, Cl. A  35,460 a  1,085,076 
World Wrestling Entertainment, Cl. A  83,100 b  937,368 
      11,172,609 
Pharmaceuticals, Biotech &       
     Life Sciences—2.3%       
Affymetrix  114,970 a,b  949,652 
Cambrex  193,380 a  4,155,736 
Charles River Laboratories International  64,398 a  3,450,445 
Flamel Technologies, ADR  305,279 a  3,413,019 
Furiex Pharmaceuticals  5,900 a  609,824 
Impax Laboratories  78,120 a  2,168,611 
Mallinckrodt  4,860 a,b  377,914 
Sagent Pharmaceuticals  47,699 a  1,068,935 
      16,194,136 
Real Estate—2.6%       
Altisource Portfolio Solutions  18,500 a,b  2,038,885 
AV Homes  72,550 a  1,203,604 
Capstead Mortgage  74,900 b,c  986,433 
Corporate Office Properties Trust  33,150 c  913,282 

 

16


 

Common Stocks (continued)  Shares   Value ($) 
Real Estate (continued)       
First Potomac Realty Trust  73,866 c  966,167 
Hersha Hospitality Trust  385,316 c  2,439,050 
iStar Financial  66,715 a,c  963,365 
LaSalle Hotel Properties  58,683 c  1,935,952 
Lexington Realty Trust  161,800 c  1,836,430 
Medical Properties Trust  105,325 c  1,423,994 
Newcastle Investment  380,100 c  1,832,082 
Omega Healthcare Investors  31,411 b,c  1,158,752 
Ramco-Gershenson Properties Trust  45,049 c  747,813 
      18,445,809 
Retailing—3.6%       
ANN  21,922 a  852,108 
Ascena Retail Group  113,190 a  1,889,707 
Big 5 Sporting Goods  40,190   466,606 
Big Lots  76,260 a  3,236,474 
Children’s Place Retail Stores  33,200   1,606,216 
CST Brands  52,950   1,751,056 
Express  49,670 a  626,339 
Finish Line, Cl. A  31,769   910,817 
Genesco  19,268 a  1,442,981 
GNC Holdings, Cl. A  20,190   745,415 
Lithia Motors, Cl. A  12,169   954,415 
New York & Co.  69,880 a  276,725 
Office Depot  302,288 a  1,547,715 
Rent-A-Center  93,880   2,624,885 
Select Comfort  126,025 a  2,336,504 
Sonic Automotive, Cl. A  72,975   1,920,702 
Stage Stores  62,200   1,142,614 
TravelCenters of America  96,500 a  821,215 
      25,152,494 
Semiconductors & Semiconductor       
     Equipment—4.9%       
Amkor Technology  297,200 a  3,004,692 
ANADIGICS  748,676 a  808,570 
Axcelis Technologies  845,305 a  1,589,173 

 

The Fund 17


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Semiconductors & Semiconductor       
     Equipment (continued)       
Brooks Automation  82,900   804,959 
Cabot Microelectronics  125,830 a  5,414,465 
Ceva  35,730 a  559,174 
ChipMOS TECHNOLOGIES  60,800   1,484,128 
Cirrus Logic  48,300 a,b  1,068,879 
FormFactor  127,950 a  928,917 
Freescale Semiconductor  70,120 a  1,555,963 
GT Advanced Technologies  244,740 a,b  4,126,316 
Integrated Silicon Solution  47,954 a  673,274 
Magnachip Semiconductor  57,740 a  717,131 
Mellanox Technologies  27,990 a,b  883,924 
Microsemi  37,795 a  919,552 
Rambus  171,580 a  2,076,118 
Silicon Image  195,200 a  1,020,896 
Spansion, Cl. A  85,360 a  1,626,108 
Teradyne  115,752 b  2,060,386 
Ultratech  59,290 a  1,504,780 
Veeco Instruments  12,700 a  423,164 
Xcerra  132,137 a  1,275,122 
      34,525,691 
Software & Services—7.7%       
American Software, Cl. A  157,931   1,517,717 
AVG Technologies  75,100 a  1,453,936 
Bankrate  54,130 a  820,069 
Booz Allen Hamilton Holdings  38,314   847,889 
Broadridge Financial Solutions  17,990   737,950 
CACI International, Cl. A  19,184 a  1,369,738 
Cadence Design Systems  77,910 a  1,300,318 
Cass Information Systems  59,268   2,988,293 
Computer Services  38,643   1,342,844 
Comverse  91,423 a  2,262,719 
Convergys  135,700   2,960,974 
Conversant  107,460 a,b  2,533,907 
CoreLogic  81,530 a  2,326,051 

 

18


 

Common Stocks (continued)  Shares   Value ($) 
Software & Services (continued)       
Covisint  52,500 b  265,650 
Digital River  118,680 a  1,868,023 
DST Systems  28,090   2,560,404 
ExlService Holdings  66,380 a  1,881,209 
FalconStor Software  799,739 a  1,239,595 
Gigamon  35,200 b  598,752 
Jack Henry & Associates  53,700   3,114,063 
MoneyGram International  74,560 a  982,701 
Monotype Imaging Holdings  32,000   824,000 
NeuStar, Cl. A  36,200 a,b  1,014,324 
Nuance Communications  56,650 a  916,880 
Rovi  127,690 a  3,086,267 
SeaChange International  118,320 a  1,133,506 
SS&C Technologies Holdings  43,700 a  1,863,805 
Stamps.com  10,900 a  352,288 
Syntel  34,000 a  2,750,600 
TIBCO Software  54,530 a  1,172,940 
Unwired Planet  740,415 a  1,599,296 
VeriFone Systems  34,160 a  1,120,790 
Verint Systems  67,268 a  3,116,533 
      53,924,031 
Technology Hardware & Equipment—7.2%       
Anixter International  18,939   1,950,717 
ARRIS Group  87,880 a  2,909,707 
Aviat Networks  1,003,708 a  1,063,930 
Badger Meter  45,825   2,269,712 
Bel Fuse, Cl. B  37,990   1,042,446 
Belden  13,774   991,590 
Black Box  41,610   1,014,036 
Brocade Communications Systems  118,680   1,082,362 
Ceragon Networks  79,940 a  185,461 
Ciena  81,530 a  1,581,682 
Cognex  42,000 a  1,512,000 
CTS  40,305   705,740 
Diebold  10,131   380,216 

 

The Fund 19


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Technology Hardware & Equipment (continued)       
Dolby Laboratories, Cl. A  24,610 a,b  1,022,299 
Electronics For Imaging  31,595 a  1,285,601 
Emulex  190,420 a  1,020,651 
GSI Group  67,750 a  821,130 
II-VI  61,430 a  826,848 
Infinera  170,120 a  1,548,092 
Ingram Micro, Cl. A  45,702 a  1,269,145 
InvenSense  57,100 a,b  1,102,030 
Itron  24,830 a  954,714 
Jabil Circuit  72,640   1,367,085 
Lexmark International, Cl. A  57,480   2,505,553 
Littelfuse  9,456   828,913 
Maxwell Technologies  17,820 a  309,355 
Mercury Systems  64,590 a  756,995 
Methode Electronics  44,700   1,392,405 
Oplink Communications  67,154 a  1,132,216 
OSI Systems  9,610 a  547,290 
Park Electrochemical  38,668   1,038,622 
Plantronics  10,949   496,428 
Plexus  12,119 a  506,089 
QLogic  40,178 a  399,369 
Quantum  715,879 a  816,102 
Sanmina  101,050 a  2,056,368 
ScanSource  32,337 a  1,199,703 
Sierra Wireless  57,180 a  1,073,840 
Sonus Networks  359,440 a  1,319,145 
SYNNEX  30,890 a  2,042,138 
Vishay Intertechnology  268,659 b  4,008,392 
Vishay Precision Group  45,220 a  731,207 
      51,067,324 

 

20


 

Common Stocks (continued)  Shares   Value ($) 
Telecommunication       
     Services—.4%       
FairPoint Communications  91,000 a,b  1,283,100 
Telephone & Data Systems  23,640   655,064 
US Cellular  15,440   663,148 
      2,601,312 
Transportation—1.8%       
Air Transport Services Group  107,065 a  972,150 
ArcBest  20,585   880,420 
Celadon Group  29,400   686,784 
Danaos  120,101 a,b  714,601 
JetBlue Airways  221,100 a  2,135,826 
Landstar System  57,300   3,720,489 
Ryder System  24,970   2,167,146 
SkyWest  35,878   410,444 
Werner Enterprises  32,111   847,730 
      12,535,590 
Utilities—2.4%       
ALLETE  16,915   840,168 
Dynegy  59,120 a  1,992,344 
Hawaiian Electric Industries  81,705 b  1,965,005 
New Jersey Resources  14,258   784,333 
NorthWestern  37,700   1,809,600 
NRG Energy  36,991   1,318,359 
Ormat Technologies  46,150   1,374,347 
PNM Resources  52,800   1,502,688 
Portland General Electric  76,432   2,527,606 
Questar  108,000   2,599,560 
      16,714,010 
Total Common Stocks       
     (cost $558,607,698)      678,328,443 

 

The Fund 21


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Investment of Cash Collateral         
for Securities Loaned—7.2%  Shares   Value ($)  
Registered Investment Company;         
Dreyfus Institutional Cash Advantage Fund         
(cost $50,941,122)  50,941,122 d  50,941,122  
Total Investments (cost $609,548,820)  103.6 %  729,269,565  
Liabilities, Less Cash and Receivables  (3.6 %)  (25,386,380 ) 
Net Assets  100.0 %  703,883,185  

 

ADR—American Depository Receipts
ETF—Exchange-Traded Funds

a     

Non-income producing security.

b     

Security, or portion thereof, on loan.At May 31, 2014, the value of the fund’s securities on loan was $49,924,448

          and the value of the collateral held by the fund was $51,981,039, consisting of cash collateral of $50,941,122 and
         U. S. Government & Agency securities valued at $1,039,917.
c     

Investment in real estate investment trust.

d     

Investment in affiliated money market mutual fund.

   
 Portfolio Summary (Unaudited) 
  Value (%)    Value (%) 
Capital Goods  11.4       Real Estate  2.6 
Banks  10.8       Utilities  2.4 
Software & Services  7.7       Pharmaceuticals,   
Money Market Investment  7.2       Biotech & Life Sciences  2.3 
Technology Hardware & Equipment  7.2       Food, Beverage & Tobacco  1.8 
Materials  6.4       Transportation  1.8 
Energy  6.0       Automobiles & Components  1.7 
Insurance  5.0       Consumer Services  1.6 
Semiconductors &         Media  1.6 
Semiconductor Equipment  4.9       Household & Personal Products  .8 
Commercial & Professional Services  4.4       Telecommunication Services  .4 
Health Care Equipment & Services  4.4       Exchange-Traded Funds  .3 
Diversified Financials  3.9       Food & Staples Retailing  .3 
Retailing  3.6     
Consumer Durables & Apparel  3.1    103.6 
 
† Based on net assets.       
See notes to financial statements.       

 

22


 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2014 (Unaudited)

      Cost  Value 
Assets ($):         
Investments in securities—See Statement of Investments (including     
       securities on loan, valued at $49,924,448)—Note 1(b):       
Unaffiliated issuers      558,607,698  678,328,443 
Affiliated issuers      50,941,122  50,941,122 
Cash        24,308,871 
Receivable for investment securities sold        5,479,370 
Dividends and securities lending income receivable      505,307 
Receivable for shares of Common Stock subscribed      454,726 
Prepaid expenses        36,018 
        760,053,857 
Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)      557,554 
Liability for securities on loan—Note 1(b)        50,941,122 
Payable for investment securities purchased      4,543,064 
Payable for shares of Common Stock redeemed      74,489 
Accrued expenses        54,443 
        56,170,672 
Net Assets ($)      703,883,185 
Composition of Net Assets ($):         
Paid-in capital        525,878,805 
Accumulated undistributed investment income—net      515,833 
Accumulated net realized gain (loss) on investments      57,767,802 
Accumulated net unrealized appreciation         
       (depreciation) on investments        119,720,745 
Net Assets ($)      703,883,185 
 
 
Net Asset Value Per Share         
  Class A  Class C  Class I  Class Y 
Net Assets ($)  1,862,044  237,006  699,973,266  1,810,869 
Shares Outstanding  75,777  10,097  28,170,675  72,918 
Net Asset Value Per Share ($)  24.57  23.47  24.85  24.83 
 
See notes to financial statements.         

 

The Fund 23


 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2014 (Unaudited)

Investment Income ($):     
Income:     
Cash dividends (net of $4,434 foreign taxes withheld at source)  3,958,966  
Income from securities lending—Note 1(b)  304,282  
Total Income  4,263,248  
Expenses:     
Management fee—Note 3(a)  3,117,039  
Custodian fees—Note 3(c)  48,395  
Professional fees  37,411  
Registration fees  37,011  
Directors’ fees and expenses—Note 3(d)  27,458  
Prospectus and shareholders’ reports  9,798  
Shareholder servicing costs—Note 3(c)  6,667  
Loan commitment fees—Note 2  2,270  
Distribution fees—Note 3(b)  885  
Miscellaneous  16,719  
Total Expenses  3,303,653  
Less—reduction in expenses due to undertaking—Note 3(a)  (512 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (6 ) 
Net Expenses  3,303,135  
Investment Income—Net  960,113  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments and foreign currency transactions  61,740,180  
Net unrealized appreciation (depreciation) on     
investments and foreign currency transactions  (46,802,029 ) 
Net Realized and Unrealized Gain (Loss) on Investments  14,938,151  
Net Increase in Net Assets Resulting from Operations  15,898,264  
 
See notes to financial statements.     

 

24


 

STATEMENT OF CHANGES IN NET ASSETS

     
Six Months Ended
  May 31, 2014   Year Ended  
(Unaudited) November 30, 2013a
Operations ($):         
Investment income—net  960,113   3,406,946  
Net realized gain (loss) on investments  61,740,180   57,242,086  
Net unrealized appreciation         
(depreciation) on investments  (46,802,029 )  133,980,280  
Net Increase (Decrease) in Net Assets         
     Resulting from Operations  15,898,264   194,629,312  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (5,087 )  (8 ) 
Class I  (3,895,063 )  (1,841,668 ) 
Class Y  (6 )   
Net realized gain on investments:         
Class A  (138,419 )  (41,592 ) 
Class C  (19,582 )  (6,501 ) 
Class I  (56,713,713 )  (21,618,710 ) 
Class Y  (94 )   
Total Dividends  (60,771,964 )  (23,508,479 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  677,388   474,459  
Class C  12,505   76,163  
Class I  59,353,877   161,203,345  
Class Y  1,787,752   1,000  
Dividends reinvested:         
Class A  141,899   41,600  
Class C  19,582   6,501  
Class I  30,393,174   11,970,795  
Cost of shares redeemed:         
Class A  (362,664 )  (250,905 ) 
Class C  (10,475 )  (67,468 ) 
Class I  (51,605,751 )  (67,007,781 ) 
Class Y  (5,086 )   
Increase (Decrease) in Net Assets         
     from Capital Stock Transactions  40,402,201   106,447,709  
Total Increase (Decrease) in Net Assets  (4,471,499 )  277,568,542  
Net Assets ($):         
Beginning of Period  708,354,684   430,786,142  
End of Period  703,883,185   708,354,684  
Undistributed investment income—net  515,833   3,455,876  

 

The Fund 25


 

STATEMENT OF CHANGES IN NET ASSETS (continued)

  Six Months Ended      
  May 31, 2014   Year Ended  
  (Unaudited)   November 30, 2013a  
Capital Share Transactions:         
Class Ab         
Shares sold  27,318   21,746  
Shares issued for dividends reinvested  5,770   2,155  
Shares redeemed  (15,054 )  (11,476 ) 
Net Increase (Decrease) in Shares Outstanding  18,034   12,425  
Class Cb         
Shares sold  532   3,519  
Shares issued for dividends reinvested  831   349  
Shares redeemed  (445 )  (3,372 ) 
Net Increase (Decrease) in Shares Outstanding  918   496  
Class I         
Shares sold  2,401,730   7,324,503  
Shares issued for dividends reinvested  1,223,987   614,943  
Shares redeemed  (2,072,076 )  (2,977,564 ) 
Net Increase (Decrease) in Shares Outstanding  1,553,641   4,961,882  
Class Y         
Shares sold  73,076   43.94  
Shares redeemed  (202 )   
Net Increase (Decrease) in Shares Outstanding  72,874   43.94  

 

a     

Effective July 1, 2013, the fund commenced offering ClassY shares.

b     

During the period ended November 30, 2013, 1,060 Class C shares representing $22,840 were exchanged for 1,021 Class A shares.

See notes to financial statements.

26


 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated.All information (except portfolio turnover rate) 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.

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class A Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  26.25   19.62   18.66   19.63   15.24   12.50  
Investment Operations:                         
Investment income (loss)—netb  (.01 )  .06   .02   (.04 )  (.05 )  (.00 )c 
Net realized and unrealized                         
gain (loss) on investments  .54   7.57   2.56   .23   4.47   2.74  
Total from Investment Operations  .53   7.63   2.58   .19   4.42   2.74  
Distributions:                         
Dividends from                         
investment income—net  (.08 )  (.00 )c         
Dividends from net realized                         
gain on investments  (2.13 )  (1.00 )  (1.62 )  (1.16 )  (.03 )   
Total Distributions  (2.21 )  (1.00 )  (1.62 )  (1.16 )  (.03 )   
Net asset value, end of period  24.57   26.25   19.62   18.66   19.63   15.24  
Total Return (%)d  2.02 e  40.73   15.04   .62   29.05   21.92 e 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  1.32 f  1.33   1.40   1.29   1.34   2.94 f 
Ratio of net expenses                         
to average net assets  1.30 f  1.30   1.36   1.27   1.32   1.40 f 
Ratio of net investment income                         
(loss) to average net assets  (.08 )f  .25   .12   (.18 )  (.27 )  (.02 )f 
Portfolio Turnover Rate  64.41 e  68.30   74.74   67.49   56.03   48.43 e 
Net Assets, end of period                         
($ x 1,000)  1,862   1,516   889   1,071   7,308   6,289  

 

a     

From December 17, 2008 (commencement of operations) to November 30, 2009.

b     

Based on average shares outstanding at each month end.

c     

Amount represents less than $.01 per share.

d     

Exclusive of sales charge.

e     

Not annualized.

f     

Annualized.

See notes to financial statements.

The Fund 27


 

FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class C Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  25.19   19.00   18.25   19.34   15.13   12.50  
Investment Operations:                         
Investment (loss)—netb  (.10 )  (.10 )  (.12 )  (.18 )  (.18 )  (.10 ) 
Net realized and unrealized                         
gain (loss) on investments  .51   7.29   2.49   .25   4.42   2.73  
Total from Investment Operations  .41   7.19   2.37   .07   4.24   2.63  
Distributions:                         
Dividends from net realized                         
gain on investments  (2.13 )  (1.00 )  (1.62 )  (1.16 )  (.03 )   
Net asset value, end of period  23.47   25.19   19.00   18.25   19.34   15.13  
Total Return (%)c  1.60 d  39.69   14.16   (.03 )  28.07   21.04 d 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  2.19 e  2.16   2.15   2.03   2.10   3.70 e 
Ratio of net expenses                         
to average net assets  2.05 e  2.06   2.12   2.02   2.08   2.15 e 
Ratio of net investment (loss)                         
to average net assets  (.83 )e  (.48 )  (.64 )  (.92 )  (1.02 )  (.77 )e 
Portfolio Turnover Rate  64.41 d  68.30   74.74   67.49   56.03   48.43 d 
Net Assets, end of period                         
($ x 1,000)  237   231   165   164   916   617  

 

a     

From December 17, 2008 (commencement of operations) to November 30, 2009.

b     

Based on average shares outstanding at each month end.

c     

Exclusive of sales charge.

d     

Not annualized.

e     

Annualized.

See notes to financial statements.

28


 

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  26.55   19.84   18.83   19.72   15.28   12.50  
Investment Operations:                         
Investment income—netb  .03   .14   .10   .04   .00 c  .03  
Net realized and unrealized                         
gain (loss) on investments  .55   7.65   2.57   .23   4.47   2.75  
Total from Investment Operations  .58   7.79   2.67   .27   4.47   2.78  
Distributions:                         
Dividends from                         
investment income—net  (.15 )  (.08 )  (.04 )    (.00 )c   
Dividends from net realized                         
gain on investments  (2.13 )  (1.00 )  (1.62 )  (1.16 )  (.03 )   
Total Distributions  (2.28 )  (1.08 )  (1.66 )  (1.16 )  (.03 )   
Net asset value, end of period  24.85   26.55   19.84   18.83   19.72   15.28  
Total Return (%)  2.19 d  41.27   15.45   1.04   29.32   22.24 d 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  .95 e  .95   .99   .99   1.07   1.91 e 
Ratio of net expenses                         
to average net assets  .95 e  .95   .99   .99   1.06   1.15 e 
Ratio of net investment income                         
to average net assets  .28 e  .60   .52   .20   .02   .26 e 
Portfolio Turnover Rate  64.41 d  68.30   74.74   67.49   56.03   48.43 d 
Net Assets, end of period                         
($ x 1,000)  699,973   706,606   429,732   297,086   243,304   63,379  

 

a     

From December 17, 2008 (commencement of operations) to November 30, 2009.

b     

Based on average shares outstanding at each month end.

c     

Amount represents less than $.01 per share.

d     

Not annualized.

e     

Annualized.

See notes to financial statements.

The Fund 29


 

FINANCIAL HIGHLIGHTS (continued)

  Six Months Ended    
  May 31, 2014   Period Ended 
Class Y Shares  (Unaudited)   November 30, 2013a 
Per Share Data ($):       
Net asset value, beginning of period  26.54   22.76 
Investment Operations:       
Investment income—netb  .02   .02 
Net realized and unrealized       
     gain (loss) on investments  .55   3.76 
Total from Investment Operations  .57   3.78 
Distributions:       
Dividends from investment income—net  (.15 )   
Dividends from net realized gain on investments  (2.13 )   
Total Distributions  (2.28 )   
Net asset value, end of period  24.83   26.54 
Total Return (%)c  2.19   16.61 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assetsd  1.25   1.01 
Ratio of net expenses to average net assetsd  1.05   .99 
Ratio of net investment income       
to average net assetsd  .24   .07 
Portfolio Turnover Rate  64.41 c  68.30 
Net Assets, end of period ($ x 1,000)  1,811   1 

 

a     

From July 1, 2013 (commencement of initial offering) to November 30, 2013.

b     

Based on average shares outstanding at each month end.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

30


 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus Select Managers Small CapValue Fund (the “fund”) is a separate non-diversified series of Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering nine series, including the fund.The fund’s investment objective is to seek capital appreciation. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of NewYork Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. EACM Advisors LLC (“EACM”), a subsidiary of BNY Mellon and an affiliate of Dreyfus, serves as the fund’s portfolio allocation manager. Thompson, Siegel and Walmsley, LLC (“TS&W”),Walthausen & Co., LLC (“Walthausen”), Neuberger Berman Management LLC (“Neuberger Berman”), Lombardia Capital Partners, LLC (“Lombardia”), Iridian Asset Management LLC (“Iridian”), Kayne Anderson Rudnick Investment Management, LLC (“Kayne”) and Channing Capital Management, LLC (“Channing”) serve as the fund’s sub-investment advisers, each managing an allocated portion of the fund’s portfolio. At a December 26, 2013 meeting, the Company’s Board of Directors (the “Board”) voted to terminate the fund’s sub-investment advisory agreement with Vulcan Value Partners, LLC effective March 26, 2014. At a May 5, 2014 meeting, the Board approved a new sub-investment advisory agreement with Channing, which became effective on May 16, 2014.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C, Class I and Class Y. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I and Class Y shares are sold at net asset value per share generally to institutional investors.

The Fund 31


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Other differences between the classes include the services offered 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 May 31, 2014, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding Class Y shares of the fund.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions.Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown.The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

32


 

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements.These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

The Fund 33


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and financial futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2014 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic         
Common Stocks  663,091,611      663,091,611 
Equity Securities—         
Foreign         
Common Stocks  12,795,229      12,795,229 

 

34


 

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($) (continued)         
Investments in         
Securities (continued):       
Exchange-Traded         
Funds  2,441,603      2,441,603 
Mutual Funds  50,941,122      50,941,122 
 
† See Statement of Investments for additional detailed categorizations.   

 

At May 31, 2014, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

(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. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by Dreyfus or U.S. Government and Agency securities.The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is sub-

The Fund 35


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

rogated to the fund’s rights against the borrower and the collateral. During the period ended May 31, 2014, The Bank of New York Mellon earned $85,996 from lending portfolio securities, pursuant to the securities lending agreement.

(d) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended May 31, 2014 were as follows:

Affiliated     
Investment  Value  Value  Net 
Company  11/30/2013 ($)  Purchases ($)  Sales ($)   5/31/2014 ($)  Assets (%) 
Dreyfus     
Institutional     
Cash     
Advantage     
Fund  54,693,360  138,488,364  142,240,602  50,941,122  7.2 

 

(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the 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 the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

As of and during the period ended May 31, 2014, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax

36


 

expense in the Statement of Operations. During the period ended May 31, 2014, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2013 was as follows: ordinary income $11,546,395 and long-term capital gains $11,962,084.The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2014, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with Dreyfus, the management fee is computed at the annual rate of .90% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has contractually agreed, from December 1, 2013 through April 1, 2015, to waive receipt of its fees and/or assume the expenses of the fund so that the direct expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest

The Fund 37


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.05% of the value of the fund’s average daily net assets.The reduction in expenses, pursuant to the undertaking, amounted to $512 during the period ended May 31, 2014.

Pursuant to a Portfolio Allocation Agreement between Dreyfus and EACM, Dreyfus pays EACM a monthly fee at an annual percentage of the value of the fund’s average daily net assets.

Pursuant to separate Sub-Investment Advisory Agreements between Dreyfus and TS&W, Walthausen, Neuberger Berman, Lombardia, Iridian, Kayne and Channing, each serves as the fundís sub-adviser responsible for the day-toñday management of a portion of the fundís portfolio. Dreyfus has obtained an exemptive order from the SEC, upon which the fund may rely, to use a manager of managers approach that permits Dreyfus, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more sub-advisers who are either unaffiliated with Dreyfus or are wholly-owned subsidiaries (as defined under the Act) of Dreyfusí ultimate parent company, BNY Mellon, without obtaining shareholder approval. The order also relieves the fund from disclosing the sub-investment advisory fee paid by Dreyfus to an unaffiliated sub-adviser in documents filed with the SEC and provided to shareholders. In addition, pursuant to the order, it is not necessary to disclose the sub-investment advisory fee payable by Dreyfus separately to a sub-adviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to Dreyfus. Dreyfus has ultimate responsibility (subject to oversight by the Board) to supervise any sub-adviser and recommend the hiring, termination, and replacement of any sub-adviser to the Board.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2014, Class C shares were charged $885 pursuant to the Distribution Plan.

38


 

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2014, Class A and Class C shares were charged $2,165 and $295, respectively, pursuant to the Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits as an expense offset in the Statement of Operations.

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2014, the fund was charged $1,645 for transfer agency services and $62 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $6.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2014, the fund was charged $48,395 pursuant to the custody agreement.

The Fund 39


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

During the period ended May 31, 2014, the fund was charged $4,622 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $528,970, Distribution Plan fees $155, Shareholder Services Plan fees $435, custodian fees $25,930, Chief Compliance Officer fees $1,472 and transfer agency fees $869, which are offset against an expense reimbursement currently in effect in the amount of $277.

(d) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2014, amounted to $434,429,408 and $447,163,378, respectively.

At May 31, 2014, accumulated net unrealized appreciation on investments was $119,720,745, consisting of $136,055,979 gross unrealized appreciation and $16,335,234 gross unrealized depreciation.

At May 31, 2014, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

40


 

NOTES


 

For More Information


Telephone Call your financial representative or 1-800-DREYFUS

Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

The fund files its complete schedule of portfolio holdings with the Securities and Exchange
Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The
fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be
reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on
the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the fund uses to determine
how to vote proxies relating to portfolio securities, and information regarding
how the fund voted these proxies for the most recent 12-month period ended
June 30 is available at http://www.dreyfus.com and on the SEC’s website
at http://www.sec.gov. The description of the policies and procedures
is also available without charge, upon request, by calling 1-800-DREYFUS.



 
 

Dreyfus

U.S. Equity Fund

SEMIANNUAL REPORT May 31, 2014



 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.dreyfus.com and sign up for Dreyfus eCommunications. It’s simple and only takes a few minutes.

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


 

 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

10     

Statement of Assets and Liabilities

11     

Statement of Operations

12     

Statement of Changes in Net Assets

14     

Financial Highlights

18     

Notes to Financial Statements

 

FOR MORE INFORMATION

 

Back Cover


 

Dreyfus
U.S. Equity Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this semiannual report for Dreyfus U.S. Equity Fund covering the six-month period from December 1, 2013, through May 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The end of 2013 witnessed a firming U.S. labor market, further improvements in housing data, and generally strong corporate earnings growth, but U.S. GDP growth over the opening months of 2014 generally stalled due to harsh winter weather, the expiration of extended unemployment benefits, and the deceleration of inventory accumulation by businesses. Although stocks encountered volatility under these mixed conditions, investors largely appeared to shrug off recent economic shortfalls as some broad measures of U.S. stock market performance either achieved or approached new all-time highs by the reporting period’s end.

We already have seen evidence that the economic recovery’s pause over the winter of 2014 may prove temporary, and we currently expect to see accelerating growth over the next few years as past financial stresses continue to fade and fiscal drags abate in the public sector. However, stocks generally have risen to higher valuations after the sustained market rally, and in our judgment, selectivity is likely to be key to successful equity investing in the months ahead. As always, we encourage you to discuss our observations and appropriate investment strategies with your financial advisor.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
June 16, 2014

2


 

DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2013, through May 31, 2014, as provided by Charlie Macquaker and Roy Leckie of Walter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the six-month period ended May 31, 2014, Dreyfus U.S. Equity Fund’s Class A shares achieved a return of 2.03%, Class C shares returned 1.64%, Class I shares returned 2.18%, and Class Y shares returned 2.24%.1 In comparison, the fund’s benchmark, the Morgan Stanley Capital International USA Index (“MSCI USA Index”), achieved a 7.40% return over the same period.2

Despite the adverse impact of harsh winter weather on U.S. economic growth during the reporting period, improving employment data helped support moderate stock market gains.The fund underperformed its benchmark, mainly due to the disappointing performance of a number of stocks in the consumer discretionary sector.

The Fund’s Investment Approach

The fund seeks long-term real returns by investing in stocks of companies that are located in the United States. When selecting stocks, Walter Scott seeks companies with fundamental strengths that indicate the potential for sustainable growth. The firm focuses on individual stock selection through extensive fundamental research. Candidates are initially selected for research if they meet certain broad absolute and trend criteria. Financial statements are analyzed in an effort to identify the nature of their cash generation and to understand the variables that add value to their businesses. Companies meeting the financial criteria are subjected to a detailed investigation of their products, costs and pricing, competition, industry position, and outlook.

Stocks Advanced Amid Economic Uncertainty

Although the market encountered occasional bouts of heightened volatility over the reporting period, stocks generally continued to climb during an uneven economic recovery fueled by falling unemployment and low short-term interest rates. These factors proved especially supportive of stock prices toward the end of 2013, when the market rally was led by smaller, more speculative growth companies that tend to be more sensitive to changes in economic conditions.

The Fund 3


 

DISCUSSION OF FUND PERFORMANCE (continued)

Market sentiment appeared to change in January 2014, when U.S. equities gave back some of their previous gains due to concerns about economic slowdowns and geopolitical turmoil in the emerging markets. Later, the U.S. Department of Commerce estimated that U.S. GDP contracted at a 1.0% annualized rate over the first quarter of 2014 due to the dampening effects of severe winter weather on consumer spending and housing market activity, as well as by reduced export activity and slowing inventory accumulation by businesses.

Nonetheless, stocks rebounded during the spring when some of these worries proved to be overblown.The spring rally generally was led by larger, value-oriented companies with track records of consistent earnings across a variety of economic climates, and more speculative growth-oriented companies typically lagged. On average, U.S. stocks posted solid gains for the reporting period overall. In fact, some broad measures of large-cap stock market performance either established or approached new record highs by the reporting period’s end.

Conservative Posture Limited Participation in Market Gains

The fund is designed to hold up better than market averages during periods of market weakness, and it tends to lag during rallies.The reporting period was no exception.The fund’s conservative investment posture, and quality bias, prevented it from participating more fully in the upward market moves which were particularly evident among lower quality stocks.

In addition, the fund’s relative results were hurt by its exposure to, and the disappointing performance of a number of stocks in the consumer discretionary sector. Fashion accessories maker Coach fell sharply due to intensifying competitive pressures and declining market share. Discount retailer Family Dollar Stores reported lower-than-expected sales and profit margins as its management team has failed to improve operational performance in an increasingly competitive category.Apparel seller Urban Outfitters saw a lackluster consumer response to recent designs. In the health care sector, diagnostic equipment producer Meridian Bioscience announced disappointing sales of a key product, and a relatively uneventful flu season hurt vaccine sales.

The fund achieved better relative results with energy exploration-and-production company EOG Resources and oil services provider Schlumberger, which benefited from greater drilling activity in the midst of a domestic shale oil-and-gas boom. Industrial products distributor MSC Industrial Direct, Cl.A saw good results from its

4


 

initiative to sell products through vending machines. In the information technology sector, enterprise software developer Oracle achieved higher licensing revenues from cloud computing, and hardware maker Cisco Systems achieved better-than-expected sales and margins partly due to the success of new switching/routing products.

Maintaining a Consistently Prudent Investment Process

We have maintained a cautious outlook in light of richer equity valuations and aggressively accommodative policies from central banks worldwide.

Guessing what Ms.Yellen and her colleagues at the Federal Reserve are likely to do in the year ahead is not something that should preoccupy us here atWalter Scott. It is true that U.S. stocks have risen strongly in recent years and have in many cases touched all-time highs. However, from our perspective valuations do not appear overly expensive provided that the anticipated growth is delivered.As stocks become more fully valued, the market may well become more discerning. In that environment, we believe that the patient, cautious, stock picker should benefit.

The research team at Walter Scott remains focused on building a fund that aims to deliver on our target of enhancing the after inflation purchasing power of our clients’ assets. Through careful financial analysis and in-depth research of both the companies and their end markets we remain confident that the fund, and any new investment ideas, should enable us to meet that objective.

June 16, 2014

Please note, the position in any security highlighted with italicized typeface was sold during the reporting period. Equity funds are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

1     

Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost. Return figures for Class A and Class C provided reflect the absorption of certain fund expenses by The Dreyfus Corporation pursuant to an undertaking in effect through April 1, 2015, at which time it may be extended, terminated or modified. Had these expenses not been absorbed, Class A and Class C returns would have been lower.

2     

SOURCE: LIPPER INC. – Reflects reinvestment of net dividends and, where applicable, capital gain distributions. The Morgan Stanley Capital International USA (MSCI USA) Index is an unmanaged, market capitalization weighted index that is designed to measure the performance of publicly traded stocks issued by companies in the United States. Investors cannot invest directly in any index.

The Fund 5


 

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 redemption 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 Dreyfus U.S. Equity Fund from December 1, 2013 to May 31, 2014. 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 May 31, 2014         
    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 5.74  $ 9.35  $ 3.98  $ 3.58 
Ending value (after expenses)  $ 1,020.30  $ 1,016.40  $ 1,021.80  $ 1,022.40 

 

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 May 31, 2014   
    Class A      Class C      Class I      Class Y 
Expenses paid per $1,000  $ 5.74    $ 9.35    $ 3.98    $ 3.58 
Ending value (after expenses)  $ 1,019.25  $ 1,015.66  $ 1,020.99  $ 1,021.39 
 
† Expenses are equal to the fund’s annualized expense ratio of 1.14% for Class A, 1.86% for Class C, .79% for 
Class I and .71% for ClassY, multiplied by the average account value over the period, multiplied by 182/365 (to 
reflect the one-half year period).                       

 


 

STATEMENT OF INVESTMENTS

May 31, 2014 (Unaudited)

Common Stocks—98.8%  Shares   Value ($) 
Capital Goods—18.6%       
Boeing  130,600   17,663,650 
Donaldson  404,100   16,458,993 
Emerson Electric  242,700   16,195,371 
Fastenal  370,500   18,061,875 
Flowserve  203,800   15,028,212 
MSC Industrial Direct, Cl. A  208,200   19,148,154 
Precision Castparts  67,860   17,167,223 
Rockwell Collins  224,700   17,760,288 
W.W. Grainger  64,100   16,561,517 
      154,045,283 
Consumer Durables & Apparel—5.0%       
Coach  277,000   11,276,670 
DSW, Cl. A  492,700   12,342,135 
NIKE, Cl. B  235,700   18,127,687 
      41,746,492 
Consumer Services—4.6%       
McDonald’s  170,600   17,303,958 
Panera Bread, Cl. A  43,300 a  6,651,313 
Starbucks  192,200   14,076,728 
      38,031,999 
Energy—9.1%       
Apache  182,500   17,012,650 
EOG Resources  202,920   21,468,936 
Occidental Petroleum  165,500   16,498,695 
Schlumberger  197,750   20,573,910 
      75,554,191 
Food & Staples Retailing—1.8%       
Wal-Mart Stores  188,900   14,501,853 
Food, Beverage & Tobacco—2.1%       
Coca-Cola  417,800   17,092,198 
Health Care Equipment & Services—11.5%       
C.R. Bard  124,650   18,436,981 
Intuitive Surgical  20,200 a  7,468,748 
Meridian Bioscience  636,600   12,993,006 
ResMed  356,800 b  17,861,408 
Stryker  218,100   18,427,269 

 

The Fund 7


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Health Care Equipment & Services (continued)       
Varian Medical Systems  241,900 a  19,944,655 
      95,132,067 
Household & Personal Products—2.0%       
Colgate-Palmolive  247,200   16,908,480 
Materials—8.3%       
FMC  220,500   16,881,480 
Monsanto  139,100   16,949,335 
Praxair  131,600   17,402,784 
Sigma-Aldrich  174,000   17,144,220 
      68,377,819 
Pharmaceuticals,       
Biotech & Life Sciences—4.0%       
Celgene  109,800 a  16,802,694 
Johnson & Johnson  160,500   16,284,330 
      33,087,024 
Retailing—4.8%       
The TJX Companies  315,300   17,168,085 
Tractor Supply  120,200   7,815,404 
Urban Outfitters  431,600 a  14,467,232 
      39,450,721 
Software & Services—16.2%       
Adobe Systems  236,000 a  15,231,440 
Automatic Data Processing  222,200   17,704,896 
Google, Cl. A  16,960 a  9,695,184 
Google, Cl. C  16,960 a  9,514,221 
MasterCard, Cl. A  283,700   21,688,865 
Microsoft  433,100   17,731,114 
Oracle  408,400   17,160,968 
Paychex  372,000   15,292,920 
Teradata  241,600 a  10,144,784 
      134,164,392 
Technology Hardware & Equipment—6.7%       
Amphenol, Cl. A  191,800   18,374,440 
Cisco Systems  776,000   19,105,120 
QUALCOMM  218,500   17,578,325 
      55,057,885 

 

8


 

Common Stocks (continued)  Shares   Value ($)  
Transportation—4.1%         
C.H. Robinson Worldwide  299,300   17,916,098  
Expeditors International of Washington  354,000   16,110,540  
      34,026,638  
Total Common Stocks         
(cost $583,360,002)      817,177,042  
 
Other Investment—1.1%         
Registered Investment Company;         
Dreyfus Institutional Preferred         
Plus Money Market Fund         
(cost $9,309,000)  9,309,000 c  9,309,000  
 
Investment of Cash Collateral         
for Securities Loaned—2.2%         
Registered Investment Company;         
Dreyfus Institutional Cash Advantage Fund         
(cost $17,847,744)  17,847,744 c  17,847,744  
Total Investments (cost $610,516,746)  102.1 %  844,333,786  
Liabilities, Less Cash and Receivables  (2.1 %)  (16,968,684 ) 
Net Assets  100.0 %  827,365,102  

 

a     

Non-income producing security.

b     

Security, or portion thereof, on loan.At May 31, 2014, the value of the fund’s securities on loan was $17,682,794

  and the value of the collateral held by the fund was $18,104,417, consisting of cash collateral of $17,847,744 and
  U. S. Government and Agency securities valued at $256,673.
c     

Investment in affiliated money market mutual fund.

   
 Portfolio Summary (Unaudited) 
  Value (%)  Value (%) 
Capital Goods  18.6           Consumer Services  4.6 
Software & Services  16.2           Transportation  4.1 
Health Care Equipment & Services  11.5           Pharmaceuticals, Biotech & Life Sciences  4.0 
Energy  9.1           Money Market Investments  3.3 
Materials  8.3           Food, Beverage & Tobacco  2.1 
Technology Hardware & Equipment  6.7           Household & Personal Products  2.0 
Consumer Durables & Apparel  5.0           Food & Staples Retailing  1.8 
Retailing  4.8    102.1 
 
† Based on net assets.       
See notes to financial statements.       

The Fund 9


 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2014 (Unaudited)

      Cost  Value 
Assets ($):         
Investments in securities—See Statement of Investments (including 
       securities on loan, valued at $17,682,794)—Note 1(b): 
       Unaffiliated issuers  583,360,002  817,177,042 
       Affiliated issuers     27,156,744   27,156,744 
Cash        166,580 
Dividends and securities lending income receivable      1,204,142 
Receivable for shares of Common Stock subscribed      371,473 
Prepaid expenses        45,616 
        846,121,597 
Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)      546,737 
Liability for securities on loan—Note 1(b)        17,847,744 
Payable for shares of Common Stock redeemed      323,430 
Accrued expenses        38,584 
        18,756,495 
Net Assets ($)        827,365,102 
Composition of Net Assets ($):         
Paid-in capital        582,778,949 
Accumulated undistributed investment income—net      2,652,727 
Accumulated net realized gain (loss) on investments      8,116,386 
Accumulated net unrealized appreciation         
       (depreciation) on investments        233,817,040 
Net Assets ($)        827,365,102 
 
Net Asset Value Per Share   Class A  Class C  Class I  Class Y
Net Assets ($)  2,538,832  930,417  823,894,704  1,149 
Shares Outstanding  127,447  48,314  41,196,691  57.44 
Net Asset Value Per Share ($)  19.92  19.26  20.00  20.00 
 
See notes to financial statements.         

 

10


 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2014 (Unaudited)

Investment Income ($):     
Income:     
Cash dividends:     
Unaffiliated issuers  6,182,287  
Affiliated issuers  5,132  
Income from securities lending—Note 1(b)  163,883  
Total Income  6,351,302  
Expenses:     
Management fee—Note 3(a)  3,085,084  
Professional fees  33,039  
Registration fees  32,264  
Custodian fees—Note 3(c)  31,039  
Directors’ fees and expenses—Note 3(d)  24,455  
Shareholder servicing costs—Note 3(c)  9,201  
Prospectus and shareholders’ reports  5,383  
Distribution fees—Note 3(b)  3,640  
Loan commitment fees—Note 2  2,148  
Miscellaneous  15,390  
Total Expenses  3,241,643  
Less—reduction in expenses due to undertaking—Note 3(a)  (551 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (5 ) 
Net Expenses  3,241,087  
Investment Income—Net  3,110,215  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  8,126,513  
Net unrealized appreciation (depreciation) on investments  6,431,821  
Net Realized and Unrealized Gain (Loss) on Investments  14,558,334  
Net Increase in Net Assets Resulting from Operations  17,668,549  
 
See notes to financial statements.     

 

The Fund 11


 

STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  May 31, 2014   Year Ended  
  (Unaudited)   November 30, 2013a  
Operations ($):         
Investment income—net  3,110,215   5,469,390  
Net realized gain (loss) on investments  8,126,513   6,813,165  
Net unrealized appreciation         
(depreciation) on investments  6,431,821   157,019,159  
Net Increase (Decrease) in Net Assets         
     Resulting from Operations  17,668,549   169,301,714  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (8,495 )  (11,577 ) 
Class C  (610 )   
Class I  (5,059,950 )  (5,289,594 ) 
Class Y  (7 )   
Net realized gain on investments:         
Class A  (10,199 )   
Class C  (4,325 )   
Class I  (3,404,196 )   
Class Y  (5 )   
Total Dividends  (8,487,787 )  (5,301,171 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  209,948   1,448,507  
Class C  5,426   680,433  
Class I  98,907,576   223,234,167  
Class Y    1,000  
Dividends reinvested:         
Class A  17,062   10,342  
Class C  2,404    
Class I  3,833,304   1,722,258  
Cost of shares redeemed:         
Class A  (165,737 )  (1,281,984 ) 
Class C  (104,369 )  (55,422 ) 
Class I  (105,851,985 )  (105,535,449 ) 
Increase (Decrease) in Net Assets         
     from Capital Stock Transactions  (3,146,371 )  120,223,852  
Total Increase (Decrease) in Net Assets  6,034,391   284,224,395  
Net Assets ($):         
Beginning of Period  821,330,711   537,106,316  
End of Period  827,365,102   821,330,711  
Undistributed investment income—net  2,652,727   4,611,574  

 

12


 

  Six Months Ended      
  May 31, 2014   Year Ended  
  (Unaudited)   November 30, 2013a  
Capital Share Transactions:         
Class A         
Shares sold  10,724   81,245  
Shares issued for dividends reinvested  859   675  
Shares redeemed  (8,464 )  (74,757 ) 
Net Increase (Decrease) in Shares Outstanding  3,119   7,163  
Class C         
Shares sold  285   38,087  
Shares issued for dividends reinvested  125    
Shares redeemed  (5,497 )  (3,229 ) 
Net Increase (Decrease) in Shares Outstanding  (5,087 )  34,858  
Class I         
Shares sold  5,043,161   12,849,116  
Shares issued for dividends reinvested  192,435   112,272  
Shares redeemed  (5,416,001 )  (6,076,012 ) 
Net Increase (Decrease) in Shares Outstanding  (180,405 )  6,885,376  
Class Y         
Shares sold    57.44  
 
a    Effective July 1, 2013, the fund commenced offering ClassY shares.      
See notes to financial statements.         

 

The Fund 13


 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) 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.

Six Months Ended                    
May 31, 2014       Year Ended November 30,      
Class A Shares  (Unaudited)   2013   2012  2011   2010   2009  
Per Share Data ($):                       
Net asset value,                       
beginning of period  19.67   15.45   14.20  12.83   11.68   9.14  
Investment Operations:                       
Investment income—neta  .04   .08   .08  .04   .01   .04  
Net realized and unrealized                       
gain (loss) on investments  .36   4.25   1.17  1.39   1.16   2.53  
Total from Investment Operations  .40   4.33   1.25  1.43   1.17   2.57  
Distributions:                       
Dividends from                       
investment income—net  (.07 )  (.11 )      (.02 )  (.03 ) 
Dividends from net realized                       
gain on investments  (.08 )      (.06 )     
Total Distributions  (.15 )  (.11 )    (.06 )  (.02 )  (.03 ) 
Net asset value, end of period  19.92   19.67   15.45  14.20   12.83   11.68  
Total Return (%)b  2.03 c  28.20   8.80  11.17   10.01   28.19  
Ratios/Supplemental Data (%):                       
Ratio of total expenses                       
to average net assets  1.15 d  1.15   1.22  1.15   1.76   4.65  
Ratio of net expenses                       
to average net assets  1.14 d  1.14   1.22  1.15   1.40   1.40  
Ratio of net investment income                       
to average net assets  .40 d  .48   .57  .29   .04   .42  
Portfolio Turnover Rate  3.99 c  7.13   5.73  10.61   13.62   31.79  
Net Assets, end of period                       
($ x 1,000)  2,539   2,446   1,810  988   2,424   3,884  

 

a     

Based on average shares outstanding at each month end.

b     

Exclusive of sales charge.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

14


 

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class C Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  19.04   14.97   13.88   12.65   11.58   9.11  
Investment Operations:                         
Investment (loss)—neta  (.03 )  (.06 )  (.05 )  (.06 )  (.09 )  (.03 ) 
Net realized and unrealized                         
gain (loss) on investments  .34   4.13   1.14   1.35   1.16   2.50  
Total from Investment Operations  .31   4.07   1.09   1.29   1.07   2.47  
Distributions:                         
Dividends from                         
investment income—net  (.01 )           
Dividends from net realized                         
gain on investments  (.08 )      (.06 )     
Total Distributions  (.09 )      (.06 )     
Net asset value, end of period  19.26   19.04   14.97   13.88   12.65   11.58  
Total Return (%)b  1.64 c  27.19   7.85   10.22   9.24   27.11  
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  1.95 d  2.02   2.08   1.94   2.52   5.83  
Ratio of net expenses                         
to average net assets  1.86 d  1.93   2.08   1.94   2.15   2.15  
Ratio of net investment (loss)                         
to average net assets  (.32 )d  (.34 )  (.33 )  (.47 )  (.71 )  (.27 ) 
Portfolio Turnover Rate  3.99 c  7.13   5.73   10.61   13.62   31.79  
Net Assets, end of period                         
($ x 1,000)  930   1,016   278   214   312   497  

 

a     

Based on average shares outstanding at each month end.

b     

Exclusive of sales charge.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

The Fund 15


 

FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  19.77   15.51   14.27   12.88   11.70   9.16  
Investment Operations:                         
Investment income—neta  .07   .14   .14   .09   .07   .05  
Net realized and unrealized                         
gain (loss) on investments  .36   4.27   1.17   1.38   1.15   2.54  
Total from Investment Operations  .43   4.41   1.31   1.47   1.22   2.59  
Distributions:                         
Dividends from                         
investment income—net  (.12 )  (.15 )  (.07 )  (.02 )  (.04 )  (.05 ) 
Dividends from net realized                         
gain on investments  (.08 )      (.06 )     
Total Distributions  (.20 )  (.15 )  (.07 )  (.08 )  (.04 )  (.05 ) 
Net asset value, end of period  20.00   19.77   15.51   14.27   12.88   11.70  
Total Return (%)  2.18 b  28.75   9.23   11.46   10.47   28.36  
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  .79 c  .79   .80   .82   .94   3.77  
Ratio of net expenses                         
to average net assets  .79 c  .79   .80   .82   .94   1.15  
Ratio of net investment income                         
to average net assets  .76 c  .81   .95   .67   .56   .54  
Portfolio Turnover Rate  3.99 b  7.13   5.73   10.61   13.62   31.79  
Net Assets, end of period                         
($ x 1,000)  823,895   817,867   535,019   376,490   144,771   1,870  

 

a     

Based on average shares outstanding at each month end.

b     

Not annualized.

c     

Annualized.

See notes to financial statements.

16


 

  Six Months Ended    
  May 31, 2014   Period Ended 
Class Y Shares  (Unaudited)   November 30, 2013a 
Per Share Data ($):       
Net asset value, beginning of period  19.76   17.41 
Investment Operations:       
Investment income—netb  .08   .06 
Net realized and unrealized       
     gain (loss) on investments  .36   2.29 
Total from Investment Operations  .44   2.35 
Distributions:       
Dividends from investment income—net  (.12 )   
Dividends from net realized       
     gain on investments  (.08 )   
Total Distributions  (.20 )   
Net asset value, end of period  20.00   19.76 
Total Return (%)c  2.24   13.50 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assetsd  .71   .76 
Ratio of net expenses to average net assetsd  .71   .76 
Ratio of net investment income       
     to average net assetsd  .81   .78 
Portfolio Turnover Rate  3.99 c  7.13 
Net Assets, end of period ($ x 1,000)  1   1 

 

a     

From July 1, 2013 (commencement of initial offering) to November 30, 2013.

b     

Based on average shares outstanding at each month end.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

The Fund 17


 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus U.S. Equity Fund (the “fund”) is a separate diversified series of Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering nine series, including the fund.The fund’s investment objective is to seek long-term total return. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.Walter Scott & Partners Limited (“Walter Scott”), a subsidiary of BNY Mellon and an affiliate of Dreyfus, serves as the fund’s sub-investment adviser. Effective March 31, 2014, the fund is closed to new investors.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C, Class I and ClassY. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered 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 May 31, 2014, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding ClassY shares of the fund.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are

18


 

charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions.Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown.The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

The Fund 19


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements.These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant American Depository Receipts and financial futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

20


 

When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Company’s Board of Directors (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and are generally categorized within Level 3 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2014 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic         
Common Stocks  817,177,042      817,177,042 
Mutual Funds  27,156,744      27,156,744 
 
† See Statement of Investments for additional detailed categorizations.   

 

At May 31, 2014, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

The Fund 21


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(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. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency secu-rities.The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner,The Bank of NewYork Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended May 31, 2014,The Bank of NewYork Mellon earned $47,827 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended May 31, 2014 were as follows:

Affiliated           
Investment  Value      Value  Net 
Company  11/30/2013 ($)  Purchases ($)  Sales ($)  5/31/2014 ($)  Assets (%) 
Dreyfus           
   Institutional           
   Preferred           
   Plus Money           
   Market           
   Fund  24,553,000  56,625,000  71,869,000  9,309,000  1.1 

 

22


 

    Affiliated   
Investment  Value Value Net 
Company  11/30/2013 ($) Purchases ($) Sales ($)   5/31/2014 ($) Assets (%)
Dreyfus   
Institutional   
Cash   
Advantage   
Fund  37,652,600 128,461,584 148,266,440 17,847,744  2.2 
Total  62,205,600 185,086,584 220,135,440 27,156,744  3.3 

 

(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the 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 the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

As of and during the period ended May 31, 2014, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2014, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2013 was as follows: ordinary income $5,301,171. The tax character of current year distributions will be determined at the end of the current fiscal year.

The Fund 23


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2014, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with Dreyfus, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has contractually agreed, from December 1, 2013 through April 1, 2015, to waive receipt of its fees and/or assume the direct expenses of the fund, so that the expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .90% of the value of the fund’s average daily net assets. The reduction in expenses, pursuant to the undertaking, amounted to $551 during the period ended May 31, 2014.

Pursuant to a sub-investment advisory agreement between Dreyfus and Walter Scott, Dreyfus pays Walter Scott a monthly fee at an annual percentage of the fund’s average daily net assets.

During the period ended May 31, 2014, the Distributor retained $125 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at

24


 

an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2014, Class C shares were charged $3,640 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2014, Class A and Class C shares were charged $3,117 and $1,213, respectively, pursuant to the Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits as an expense offset in the Statement of Operations.

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2014, the fund was charged $2,526 for transfer agency services and $54 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $5.

The Fund 25


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2014, the fund was charged $31,039 pursuant to the custody agreement.

During the period ended May 31, 2014, the fund was charged $4,622 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $523,384, Distribution Plan fees $588, Shareholder Services Plan fees $732, custodian fees $19,600, Chief Compliance Officer fees $1,472 and transfer agency fees $961.

(d) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2014, amounted to $39,129,122 and $32,343,258, respectively.

At May 31, 2014, accumulated net unrealized appreciation on investments was $233,817,040, consisting of $247,840,723 gross unrealized appreciation and $14,023,683 gross unrealized depreciation.

At May 31, 2014, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

26


 

NOTES


 

NOTES


 

NOTES


 

For More Information


Telephone Call your financial representative or 1-800-DREYFUS

Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

The fund files its complete schedule of portfolio holdings with the Securities and Exchange
Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The
fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be
reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on
the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the fund uses to determine how to vote
proxies relating to portfolio securities, and information regarding how the fund voted
these proxies for the most recent 12-month period ended June 30 is available at
http://www.dreyfus.com and on the SEC’s website at http://www.sec.gov. The
description of the policies and procedures is also available without charge,
upon request, by calling 1-800-DREYFUS.



 
 

Global Stock Fund

SEMIANNUAL REPORT May 31, 2014



 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.dreyfus.com and sign up for Dreyfus eCommunications. It’s simple and only takes a few minutes.

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


 

 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

10     

Statement of Assets and Liabilities

11     

Statement of Operations

12     

Statement of Changes in Net Assets

14     

Financial Highlights

18     

Notes to Financial Statements

 

FOR MORE INFORMATION

 

Back Cover


 

Global Stock Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this semiannual report for Global Stock Fund, covering the six-month period from December 1, 2013, through May 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The mild gains produced by most broad measures of international equity performance over the reporting period masked what appeared to be a major change in market leadership. Over the final month of 2013, relatively speculative, growth-oriented companies gained value in response to reports of accelerating economic growth in the United States and Europe. However, more disappointing economic data, several geopolitical crises, and persistent weakness in the world’s emerging markets weighed on investor sentiment over the first five months of 2014, causing growth-oriented stocks to fall out of favor. Instead, investors preferred the stocks of value-oriented companies that tend to fare relatively well under a variety of economic climates.

We believe that the global economic recovery is likely to persist, led by the more developed markets. However, we may see stark differences in the investment prospects of individual countries, industry groups, and companies depending on their underlying fundamentals. In our judgment, extensive and professional research into individual companies may be the best way to identify suitable stocks for investment.As always, we encourage you to discuss our observations and appropriate investment strategies with your financial advisor.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
June 16, 2014

2


 

DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2013, through May 31, 2014, as provided by Charlie Macquaker and Roy Leckie of Walter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the six-month period ended May 31, 2014, Global Stock Fund’s Class A shares produced a total return of 3.14%, Class C shares returned 2.67%, Class I shares returned 3.26%, and Class Y shares returned 3.22%.1 In comparison, the fund’s benchmark, the Morgan Stanley Capital International World Index (the “MSCI World Index”), achieved a 6.52% return over the same period.2

Improving economic data in Europe and the United States helped support moderate gains in global stock markets for the reporting period.The fund underperformed its benchmark, mainly due to weakness in some energy and consumer-oriented holdings.

The Fund’s Investment Approach

The fund seeks long-term real returns by investing in high-quality companies that we believe are capable of sustainable growth and wealth creation over a long time horizon. The firm focuses on individual stock selection through extensive fundamental research. Candidates are initially selected for research if they meet certain broad absolute and trend criteria. Financial statements are analyzed in an effort to identify the nature of the cash generation that is looked for in any investment and to understand the variables that demonstrate robust financial health and define long-term competitive advantage. Companies meeting the financial criteria are then subjected to a detailed investigation of products, costs and pricing, competition, industry position, and outlook.

Recovering European Economy Fueled Markets’ Gains

Investors generally responded positively to mild improvements in global economic data over the reporting period.After several years of economic weakness in Europe, growth picked up in core countries, such as Germany, France, and Switzerland. Moreover, signs of recovery emerged in some of Europe’s previously hard hit, peripheral economies, including Spain and Italy. In the United Kingdom, investor sentiment improved and stocks rallied when employment and economic trends appeared to strengthen. Meanwhile, U.S. equities continued to rally as employment data improved despite the dampening effects of harsh winter weather.

However, the Japanese stock market pulled back during the reporting period as it digested earlier gains and investors responded cautiously to the potentially dampening

The Fund 3


 

DISCUSSION OF FUND PERFORMANCE (continued)

effects of an increase in the nation’s value added tax.With some exceptions, the world’s emerging markets generally continued to struggle with sluggish growth trends, rising geopolitical tensions, and weakening currency values.

In this environment, the MSCI World Index advanced moderately over the reporting period despite experiencing a sharp selloff in January 2014.The rally was paced by U.K. and European stocks, with markets in the Pacific Rim generally rising. Smaller and lower quality stocks outperformed market averages in the first half of the reporting period but lagged over the second half when market leadership shifted from economically sensitive growth stocks toward large, high-quality, globally dominant companies with consistent earnings under a variety of economic conditions.

Conservative Posture Limited Participation in Market Gains

The fund is designed to hold up better than market averages during periods of market weakness, and it tends to lag during rallies.The reporting period was no exception.The fund’s conservative investment posture, and quality bias, prevented it from participating more fully in upward market moves which were particularly evident among lower quality stocks.

In addition, the fund’s relative results were hurt by positions in the emerging markets, which generally trailed their more developed counterparts. Chinese energy producers CNOOC and China Shenhua Energy struggled with oil production shortfalls and falling coal prices, respectively. In Brazil, energy giant Petroleo Brasileiro was hurt by pricing pressures stemming from government intervention. In Japan, carmaker Honda Motor encountered lower sales related to harsh winter weather in the United States. U.K. supermarket chain Tesco experienced intensifying competitive pressures from lower cost rivals. Petroleo Brasileiro and Tesco were subsequently sold from the fund.

The fund achieved better relative results with U.S. energy exploration-and-production company EOG Resources and oil services giant Schlumberger, which benefited from a domestic shale oil-and-gas boom. Danish pharmaceutical developer Novo Nordisk was rewarded as competitive pressures dissipated and investors recognized the strength of its new product pipeline.Taiwan Semiconductor Manufacturing Company, ADR achieved dominant market shares with new technologies and products. U.S. technology leader Oracle received strong results from its hardware, software, and licensing businesses.

During the reporting period, we eliminated three positions that either reached fuller/richer valuations or failed to fulfill their investment theses, and we replaced them with two companies that we believe are better positioned for long-term gains.

4


 

Maintaining a Consistently Prudent Investment Process

The direction of travel of most developed markets has remained unchanged. Since the global financial crisis, now neatly referenced and almost consigned to a footnote in history, many markets have been on a strongly upward track. Central bankers and monetary authorities may have set that path but, as quantitative easing in the US winds down, will markets continue on that rising path? If markets, over time, reflect the strength of the underlying assets, then equity markets must rely on earnings growth. That growth is now evident and P/Es have subsequently stabilized. From our perspective, equities across most developed markets can now be reasonably described as fairly valued and the outlook for corporate earnings is encouraging. There is reason for optimism.

Where there is optimism, there is always cause for caution. The list of geopolitical concerns around the world seems to grow longer, and more serious, by the day.Yet markets are largely unmoved, capitalist antennae perhaps only alert to what might impact financial markets - the cost of oil, so far unmoved.

An eye must of course remain on the spiraling situation in the Middle East and, if Mario Draghi lives up to his promise that the European bank stress tests will this time be meaningful, the cloak of mystery that surrounds the balance sheets of many European banks may be lifted with serious consequences.

For now, sentiment remains positive. With the wind-down of quantitative easing, the baton has been taken by global corporates, and they are running with it. M&A activity and current IPO pipelines all reflect growing confidence.

June 16, 2014

Equity funds are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity.These risks generally are greater with emerging market countries than with more economically and politically established foreign countries.

1     

Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2     

SOURCE: LIPPER INC. — Reflects reinvestment of net dividends and, where applicable, capital gain distributions.The Morgan Stanley Capital International (MSCI) World Index is an unmanaged index of global stock market performance, including the United States, Canada, Europe,Australia, New Zealand, and the Far East.

 

Investors cannot invest directly in any index.

The Fund 5


 

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 redemption 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 Global Stock Fund from December 1, 2013 to May 31, 2014. 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 May 31, 2014         
    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 6.23  $ 10.16  $ 4.61  $ 4.76 
Ending value (after expenses)  $ 1,031.40  $ 1,026.70  $ 1,032.60  $ 1,032.20 

 

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 May 31, 2014 
    Class A    Class C    Class I  Class Y 
Expenses paid per $1,000  $ 6.19  $ 10.10  $ 4.58  $ 4.73 
Ending value (after expenses)  $ 1,018.80  $ 1,014.91  $ 1,020.39  $ 1,020.24 
 
† Expenses are equal to the fund’s annualized expense ratio of 1.23% for Class A, 2.01% for Class C, .91% for 
Class I and .94% for ClassY, multiplied by the average account value over the period, multiplied by 182/365 (to 
reflect the one-half year period).             

 


 

STATEMENT OF INVESTMENTS

May 31, 2014 (Unaudited)

Common Stocks—98.8%  Shares  Value ($) 
Australia—3.6%     
CSL  559,000  36,723,197 
Woodside Petroleum  790,000  31,003,890 
    67,727,087 
Canada—1.6%     
Suncor Energy  789,500  30,384,428 
China—3.1%     
China Shenhua Energy, Cl. H  6,460,500  17,707,534 
CNOOC  23,952,000  41,089,082 
    58,796,616 
Denmark—2.2%     
Novo Nordisk, Cl. B  992,000  41,997,279 
France—4.7%     
Essilor International  275,200  28,908,398 
L’Oreal  227,100  39,625,404 
LVMH Moet Hennessy Louis Vuitton  100,700  20,034,576 
    88,568,378 
Hong Kong—6.0%     
AIA Group  7,866,200  39,417,495 
China Mobile  2,855,500  27,936,421 
CLP Holdings  1,301,000  10,706,093 
Hong Kong & China Gas  14,047,434  33,954,677 
    112,014,686 
Japan—9.9%     
Chugai Pharmaceutical  371,100  9,922,733 
Denso  512,700  23,484,480 
FANUC  215,100  36,596,582 
Honda Motor  825,400  28,889,000 
Keyence  46,457  18,046,582 
Komatsu  1,357,500  29,563,630 
Shin-Etsu Chemical  656,700  39,021,398 
    185,524,405 
Singapore—2.1%     
DBS Group Holdings  2,857,369  38,499,192 
Spain—1.8%     
Inditex  226,000  32,809,880 

 

The Fund 7


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Sweden—2.0%       
Hennes & Mauritz, Cl. B  861,000   36,385,356 
Switzerland—9.0%       
Nestle  453,700   35,591,764 
Novartis  230,000   20,624,232 
Roche Holding  128,700   37,869,849 
SGS  7,800   19,554,439 
Swatch Group-BR  30,300   17,882,245 
Syngenta  97,700   37,585,315 
      169,107,844 
Taiwan—2.1%       
Taiwan Semiconductor Manufacturing, ADR  1,932,800   39,738,368 
United Kingdom—8.4%       
BG Group  1,932,000   39,540,924 
HSBC Holdings  3,700,885   39,031,778 
Reckitt Benckiser Group  435,700   37,246,182 
Standard Chartered  1,865,425   41,977,456 
      157,796,340 
United States—42.3%       
Adobe Systems  604,400 a  39,007,976 
Amphenol, Cl. A  202,800   19,428,240 
Automatic Data Processing  459,800   36,636,864 
C.R. Bard  125,200   18,518,332 
Cisco Systems  1,553,400   38,244,708 
Colgate-Palmolive  565,100   38,652,840 
EOG Resources  401,000   42,425,800 
Fastenal  381,900   18,617,625 
Google, Cl. A  35,400 a  20,236,410 
Google, Cl. C  35,400 a  19,858,692 
Intuitive Surgical  42,600 a  15,750,924 
Johnson & Johnson  381,700   38,727,282 
MasterCard, Cl. A  492,000   37,613,400 
Microsoft  967,600   39,613,544 
NIKE, Cl. B  490,600   37,732,046 
Oracle  950,200   39,927,404 
Praxair  279,400   36,947,856 
Precision Castparts  153,300   38,781,834 

 

8


 

Common Stocks (continued)  Shares   Value ($) 
United States (continued)       
QUALCOMM  458,600   36,894,370 
Schlumberger  379,500   39,483,180 
Sigma-Aldrich  202,600   19,962,178 
Stryker  448,300   37,876,867 
The TJX Companies  611,100   33,274,395 
W.W. Grainger  68,100   17,594,997 
Wal-Mart Stores  417,800   32,074,506 
      793,882,270 
Total Common Stocks       
     (cost $1,436,129,362)      1,853,232,129 
 
Other Investment—1.0%       
Registered Investment Company;       
Dreyfus Institutional Preferred       
Plus Money Market Fund       
     (cost $19,035,000)  19,035,000 b  19,035,000 
Total Investments (cost $1,455,164,362)  99.8 %  1,872,267,129 
Cash and Receivables (Net)  .2 %  3,775,949 
Net Assets  100.0 %  1,876,043,078 

 

ADR—American Depository Receipts
BR—Bearer Certificate

a     

Non-income producing security.

b     

Investment in affiliated money market mutual fund.

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Information Technology  20.5            Industrial  8.5 
Health Care  15.3            Materials  7.1 
Energy  12.9            Utilities  2.4 
Consumer Discretionary  12.3            Telecommunications  1.5 
Consumer Staples  9.8            Money Market Investment  1.0 
Financial  8.5    99.8 
 
† Based on net assets.       
See notes to financial statements.       

 

The Fund 9


 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2014 (Unaudited)

      Cost  Value  
Assets ($):           
Investments in securities—See Statement of Investments:       
    Unaffiliated issuers  1,436,129,362  1,853,232,129
Affiliated issuers      19,035,000  19,035,000  
Cash        127,964  
Cash denominated in foreign currencies    1,405,377  1,407,564  
Dividends receivable        5,433,715  
Receivable for shares of Common Stock subscribed      211,666  
Prepaid expenses        74,332  
      1,879,522,370  
Liabilities ($):           
Due to The Dreyfus Corporation and affiliates—Note 3(c)    1,507,202  
Payable for shares of Common Stock redeemed      1,843,890  
Accrued expenses        128,200  
        3,479,292  
Net Assets ($)      1,876,043,078  
Composition of Net Assets ($):           
Paid-in capital      1,458,612,876  
Accumulated undistributed investment income—net      11,339,515  
Accumulated net realized gain (loss) on investments      (10,996,056 ) 
Accumulated net unrealized appreciation (depreciation)       
on investments and foreign currency transactions      417,086,743  
Net Assets ($)      1,876,043,078  
 
 
Net Asset Value Per Share           
  Class A  Class C  Class I  Class Y  
Net Assets ($)  86,596,808  23,142,158  1,727,475,688  38,828,424  
Shares Outstanding  4,687,175  1,279,770  92,268,679  2,076,062  
Net Asset Value Per Share ($)  18.48  18.08  18.72  18.70  
 
See notes to financial statements.           

 

10


 

STATEMENT OF OPERATIONS

Six Months Ended May 31, 2014 (Unaudited)

Investment Income ($):     
Income:     
Cash dividends (net of $1,449,442 foreign taxes withheld at source):     
Unaffiliated issuers  19,650,896  
Affiliated issuers  16,374  
Total Income  19,667,270  
Expenses:     
Management fee—Note 3(a)  7,476,899  
Shareholder servicing costs—Note 3(c)  261,968  
Custodian fees—Note 3(c)  211,520  
Distribution fees—Note 3(b)  86,905  
Directors’ fees and expenses—Note 3(d)  72,534  
Professional fees  70,768  
Registration fees  62,701  
Prospectus and shareholders’ reports  20,767  
Loan commitment fees—Note 2  7,581  
Miscellaneous  36,896  
Total Expenses  8,308,539  
Less—reduction in fees due to earnings credits—Note 3(c)  (26 ) 
Net Expenses  8,308,513  
Investment Income—Net  11,358,757  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments and foreign currency transactions  (8,836,629 ) 
Net realized gain (loss) on forward foreign currency exchange contracts  69,096  
Net Realized Gain (Loss)  (8,767,533 ) 
Net unrealized appreciation (depreciation) on     
investments and foreign currency transactions  58,422,646  
Net Realized and Unrealized Gain (Loss) on Investments  49,655,113  
Net Increase in Net Assets Resulting from Operations  61,013,870  
 
See notes to financial statements.     

 

The Fund 11


 

STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  May 31, 2014   Year Ended  
  (Unaudited)   November 30, 2013a  
Operations ($):         
Investment income—net  11,358,757   14,132,930  
Net realized gain (loss) on investments  (8,767,533 )  2,889,168  
Net unrealized appreciation         
(depreciation) on investments  58,422,646   226,811,107  
Net Increase (Decrease) in Net Assets         
   Resulting from Operations  61,013,870   243,833,205  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (512,902 )  (320,140 ) 
Class I  (13,098,083 )  (6,883,220 ) 
Class Y  (142,507 )   
Total Dividends  (13,753,492 )  (7,203,360 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  8,807,081   35,004,750  
Class C  1,114,638   6,888,808  
Class I  218,479,457   818,048,770  
Class Y  16,112,728   23,098,999  
Dividends reinvested:         
Class A  486,350   309,658  
Class I  10,562,290   4,696,246  
Class Y  142,498    
Cost of shares redeemed:         
Class A  (13,798,341 )  (21,347,106 ) 
Class C  (2,129,241 )  (2,640,193 ) 
Class I  (112,819,273 )  (143,116,756 ) 
Class Y  (1,500,000 )   
Increase (Decrease) in Net Assets         
   from Capital Stock Transactions  125,458,187   720,943,176  
Total Increase (Decrease) in Net Assets  172,718,565   957,573,021  
Net Assets ($):         
Beginning of Period  1,703,324,513   745,751,492  
End of Period  1,876,043,078   1,703,324,513  
Undistributed investment income—net  11,339,515   13,734,250  

 

12


 

  Six Months Ended      
  May 31, 2014   Year Ended  
  (Unaudited)   November 30, 2013a  
Capital Share Transactions:         
Class Ab         
Shares sold  491,989   2,125,139  
Shares issued for dividends reinvested  26,870   20,095  
Shares redeemed  (771,321 )  (1,319,501 ) 
Net Increase (Decrease) in Shares Outstanding  (252,462 )  825,733  
Class Cb         
Shares sold  64,023   421,400  
Shares redeemed  (121,382 )  (163,680 ) 
Net Increase (Decrease) in Shares Outstanding  (57,359 )  257,720  
Class I         
Shares sold  12,168,542   50,129,888  
Shares issued for dividends reinvested  576,544   301,235  
Shares redeemed  (6,228,331 )  (8,528,852 ) 
Net Increase (Decrease) in Shares Outstanding  6,516,755   41,902,271  
Class Y         
Shares sold  886,949   1,267,093  
Shares issued for dividends reinvested  7,783    
Shares redeemed  (85,763 )   
Net Increase (Decrease) in Shares Outstanding  808,969   1,267,093  

 

a     

Effective July 1, 2013, the fund commenced offering ClassY shares.

b     

During the period ended November 30, 2013, 10,068 Class C shares representing $168,940 were exchanged for 9,874 Class A shares.

See notes to financial statements.

The Fund 13


 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) 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.

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class A Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  18.02   15.02   13.51   12.99   12.23   8.91  
Investment Operations:                         
Investment income—neta  .09   .13   .11   .11   .07   .06  
Net realized and unrealized                         
gain (loss) on investments  .47   2.95   1.62   .52   .75   3.28  
Total from Investment Operations  .56   3.08   1.73   .63   .82   3.34  
Distributions:                         
Dividends from                         
investment income—net  (.10 )  (.08 )  (.10 )  (.07 )  (.06 )  (.02 ) 
Dividends from net realized                         
gain on investments      (.12 )  (.04 )     
Total Distributions  (.10 )  (.08 )  (.22 )  (.11 )  (.06 )  (.02 ) 
Net asset value, end of period  18.48   18.02   15.02   13.51   12.99   12.23  
Total Return (%)b  3.14 c  20.60   13.08   4.86   6.70   37.57  
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  1.23 d  1.24   1.28   1.27   1.32   1.38  
Ratio of net expenses                         
to average net assets  1.23 d  1.24   1.28   1.27   1.32   1.38  
Ratio of net investment income                         
to average net assets  .96 d  .76   .80   .80   .56   .53  
Portfolio Turnover Rate  3.73 c  6.39   6.05   8.54   7.50   12.75  
Net Assets, end of period                         
($ x 1,000)  86,597   89,024   61,806   48,872   37,152   8,212  

 

a     

Based on average shares outstanding at each month end.

b     

Exclusive of sales charge.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

14


 

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class C Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  17.61   14.71   13.24   12.78   12.07   8.83  
Investment Operations:                         
Investment income (loss)—neta  .02   .00 b  .01   .01   (.02 )  (.01 ) 
Net realized and unrealized                         
gain (loss) on investments  .45   2.90   1.59   .50   .73   3.25  
Total from Investment Operations  .47   2.90   1.60   .51   .71   3.24  
Distributions:                         
Dividends from                         
investment income—net      (.01 )  (.01 )  (.00 )b   
Dividends from net realized                         
gain on investments      (.12 )  (.04 )     
Total Distributions      (.13 )  (.05 )  (.00 )b   
Net asset value, end of period  18.08   17.61   14.71   13.24   12.78   12.07  
Total Return (%)c  2.67 d  19.72   12.21   4.01   5.90   36.69  
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  2.01 e  2.01   2.05   2.03   2.09   2.12  
Ratio of net expenses                         
to average net assets  2.01 e  2.01   2.05   2.03   2.09   2.09  
Ratio of net investment income                         
(loss) to average net assets  .19 e  .00 f  .05   .05   (.17 )  (.11 ) 
Portfolio Turnover Rate  3.73 d  6.39   6.05   8.54   7.50   12.75  
Net Assets, end of period                         
($ x 1,000)  23,142   23,543   15,883   13,872   10,243   1,873  

 

a     

Based on average shares outstanding at each month end.

b     

Amount represents less than $.01 per share.

c     

Exclusive of sales charge.

d     

Not annualized.

e     

Annualized.

f     

Amount represents less than .01%.

See notes to financial statements.

The Fund 15


 

FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                      
  May 31, 2014       Year Ended November 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  18.28   15.24   13.70   13.15   12.36   8.99  
Investment Operations:                         
Investment income—neta  .12   .19   .16   .16   .12   .11  
Net realized and unrealized                         
gain (loss) on investments  .47   2.98   1.64   .53   .76   3.31  
Total from                         
Investment Operations  .59   3.17   1.80   .69   .88   3.42  
Distributions:                         
Dividends from                         
investment income—net  (.15 )  (.13 )  (.14 )  (.10 )  (.09 )  (.05 ) 
Dividends from net realized                         
gain on investments      (.12 )  (.04 )     
Total Distributions  (.15 )  (.13 )  (.26 )  (.14 )  (.09 )  (.05 ) 
Net asset value, end of period  18.72   18.28   15.24   13.70   13.15   12.36  
Total Return (%)  3.26 b  20.93   13.49   5.23   7.12   38.22  
Ratios/Supplemental Data (%):                      
Ratio of total expenses                         
to average net assets  .91 c  .91   .93   .93   .96   .99  
Ratio of net expenses                         
to average net assets  .91 c  .91   .93   .93   .96   .99  
Ratio of net investment income                      
to average net assets  1.32 c  1.12   1.14   1.13   .94   1.05  
Portfolio Turnover Rate  3.73 b  6.39   6.05   8.54   7.50   12.75  
Net Assets, end of period                         
($ x 1,000)  1,727,476   1,567,608   668,063   472,646   364,688   263,694  

 

a     

Based on average shares outstanding at each month end.

b     

Not annualized.

c     

Annualized.

See notes to financial statements.

16


 

  Six Months Ended    
  May 31, 2014   Period Ended 
Class Y Shares  (Unaudited)   November 30, 2013a 
Per Share Data ($):       
Net asset value, beginning of period  18.27   16.40 
Investment Operations:       
Investment income—netb  .13   .01 
Net realized and unrealized       
gain (loss) on investments  .45   1.86 
Total from Investment Operations  .58   1.87 
Distributions:       
Dividends from investment income—net  (.15 )   
Net asset value, end of period  18.70   18.27 
Total Return (%)c  3.22   11.40 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assetsd  .94   .90 
Ratio of net expenses to average net assetsd  .94   .90 
Ratio of net investment income       
to average net assetsd  1.42   .83 
Portfolio Turnover Rate  3.73 c  6.39 
Net Assets, end of period ($ x 1,000)  38,828   23,149 

 

a     

From July 1, 2013 (commencement of initial offering) to November 30, 2013.

b     

Based on average shares outstanding at each month end.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

The Fund 17


 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Global Stock Fund (the “fund”) is a separate diversified series of Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering nine series, including the fund.The fund’s investment objective is to seek long-term total return. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (“Walter Scott”), a subsidiary of BNY Mellon and an affiliate of Dreyfus, serves as the fund’s sub-investment adviser. Effective March 31, 2014, the fund was closed to new investors.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 500 million shares of $.001 par value Common Stock.The fund currently offers four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (200 million shares authorized) and Class Y (100 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) on Class C shares redeemed within one year of purchase. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered 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.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are

18


 

charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions.Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown.The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

The Fund 19


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements.These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy.Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and financial futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

20


 

When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Company’s Board of Directors (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers.These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

Forward foreign currency exchange contracts (“forward contracts”) are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy.

The following is a summary of the inputs used as of May 31, 2014 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic         
Common         
Stocks  793,882,270      793,882,270 

 

The Fund 21


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities       
(continued):         
Equity Securities—         
Foreign         
Common         
Stocks  1,059,349,859      1,059,349,859 
Mutual Funds  19,035,000      19,035,000 

 

† See Statement of Investments for additional detailed categorizations.

At May 31, 2014, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

(c) 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. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

22


 

(d) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended May 31, 2014 were as follows:

Affiliated   
Investment  Value  Value  Net 
Company  11/30/2013 ($)  Purchases ($)  Sales ($)   5/31/2014 ($)  Assets (%) 
Dreyfus   
Institutional   
Preferred   
Plus Money   
Market   
Fund  38,300,000  224,760,000  244,025,000  19,035,000  1.0 

 

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S.These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S.

(f) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the 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 the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify 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.

The Fund 23


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

As of and during the period ended May 31, 2014, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2014, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

Under the Regulated Investment Company Modernization Act of 2010 (the “2010 Act”), the fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 (“post-enactment losses”) for an unlimited period. Furthermore, post-enactment capital loss carryovers retain their character as either short-term or long-term capital losses rather than short-term as they were under previous statute.

The fund has an unused capital loss of $2,035,266 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to November 30, 2013. These post-enactment long-term capital losses can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2013 was as follows: ordinary income $7,203,360. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of commit-

24


 

ment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2014, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with Dreyfus, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-investment advisory agreement between Dreyfus and Walter Scott, Dreyfus pays Walter Scott a monthly fee at an annual percentage of the value of the fund’s average daily net assets.

During the period ended May 31, 2014, the Distributor retained $2,570 from CDSCs on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2014, Class C shares were charged $86,905, pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2014, Class A and Class C shares were charged $107,880 and $28,968, respectively, pursuant to the Shareholder Services Plan.

The Fund 25


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits as an expense offset in the Statement of Operations.

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2014, the fund was charged $5,846 for transfer agency services and $282 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $26.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended May 31, 2014, the fund was charged $211,520 pursuant to the custody agreement.

During the period ended May 31, 2014, the fund was charged $4,622 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $1,344,076, Distribution Plan fees $14,688, Shareholder Services Plan fees $23,346, custodian fees $120,910, Chief Compliance Officer fees $1,472 and transfer agency fees $2,710.

(d) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

26


 

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and forward contracts, during the period ended May 31, 2014, amounted to $206,525,409 and $64,633,913, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Each type of derivative instrument that was held by the fund during the period ended May 31, 2014 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments.The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. At May 31, 2104, there were no forward contracts outstanding.

The Fund 27


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The following summarizes the average market value of derivatives outstanding during the period ended May 31, 2014:

  Average Market Value ($) 
Forward contracts  6,275,271 

 

At May 31, 2014, accumulated net unrealized appreciation on investments was $417,102,767, consisting of $427,719,501 gross unrealized appreciation and $10,616,734 gross unrealized depreciation.

At May 31, 2014, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

28


 

NOTES


 

For More Information


Telephone Call your financial representative or 1-800-DREYFUS

Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

The fund files its complete schedule of portfolio holdings with the Securities and Exchange
Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The
fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be
reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on
the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the fund uses to determine how to vote
proxies relating to portfolio securities, and information regarding how the fund voted
these proxies for the most recent 12-month period ended June 30 is available at
http://www.dreyfus.com and on the SEC’s website at http://www.sec.gov. The
description of the policies and procedures is also available without charge,
upon request, by calling 1-800-DREYFUS.



 
 

International

Stock Fund

SEMIANNUAL REPORT May 31, 2014



 

Save time. Save paper. View your next shareholder report online as soon as it’s available. Log into www.dreyfus.com and sign up for Dreyfus eCommunications. It’s simple and only takes a few minutes.

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


 

 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

10     

Statement of Assets and Liabilities

11     

Statement of Operations

12     

Statement of Changes in Net Assets

14     

Financial Highlights

18     

Notes to Financial Statements

 

FOR MORE INFORMATION

 

Back Cover


 

International
Stock Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this semiannual report for International Stock Fund, covering the six-month period from December 1, 2013, through May 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The mild gains produced by most broad measures of international equity performance over the reporting period masked what appeared to be a major change in market leadership. Over the final month of 2013, relatively speculative, growth-oriented companies gained value in response to reports of accelerating economic growth in the United States and Europe. However, more disappointing economic data, several geopolitical crises, and persistent weakness in the world’s emerging markets weighed on investor sentiment over the first five months of 2014, causing growth-oriented stocks to fall out of favor. Instead, investors preferred the stocks of value-oriented companies that tend to fare relatively well under a variety of economic climates.

We believe that the global economic recovery is likely to persist, led by the more developed markets. However, we may see stark differences in the investment prospects of individual countries, industry groups, and companies depending on their underlying fundamentals. In our judgment, extensive and professional research into individual companies may be the best way to identify suitable stocks for investment. As always, we encourage you to discuss our observations and appropriate investment strategies with your financial advisor.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
June 16, 2014

2


 

DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2013, through May 31, 2014, as provided by Charlie Macquaker and Roy Leckie of Walter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the six-month period ended May 31, 2014, International Stock Fund’s Class A shares achieved a return of 1.75%, Class C shares returned 1.41%, Class I shares returned 1.92%, and Class Y shares returned 1.03%.1 In comparison, the fund’s benchmark index, the Morgan Stanley Capital International Europe,Australasia, Far East Index (the “MSCI EAFE Index”), achieved a 5.33% return over the same period.2 Improving economic data in Europe helped support moderate gains in international stock markets for the reporting period. The fund underperformed its benchmark, mainly due to weakness in some energy and consumer-oriented holdings.

The Fund’s Investment Approach

The fund seeks long-term real return by investing in high-quality companies believed to be capable of sustainable growth and wealth creation over a long time horizon.The fund invests in stocks of foreign companies that are predominantly located in the world’s developed markets outside of the United States.When selecting stocks,Walter Scott seeks companies with fundamental strengths that indicate the potential for sustainable growth.The firm focuses on individual stock selection through extensive fundamental research. Candidates are initially selected for research if they meet certain broad absolute and trend criteria. Financial statements are analyzed in an effort to identify the nature of their cash generation and to understand the variables that could add value to their businesses. Companies meeting the financial criteria are subjected to a detailed investigation of products, costs and pricing, competition, industry position, and outlook.

Recovering European Economy Fueled Markets’ Gains

After several years of economic weakness in Europe, growth picked up in core countries, such as Germany, France, and Switzerland. Moreover, signs of recovery emerged in some of Europe’s previously hard hit, peripheral economies, including Spain and Italy. In the United Kingdom, investor sentiment improved and stocks rallied when employment and economic trends appeared to strengthen. However, the Japanese stock market pulled back during the reporting period as it digested earlier gains and investors responded cautiously to the potentially dampening effects of an increase in the nation’s value added tax. With some exceptions, the world’s

The Fund 3


 

DISCUSSION OF FUND PERFORMANCE (continued)

emerging markets generally continued to struggle with sluggish growth trends, rising geopolitical tensions, and weakening currency values.

In this environment, the MSCI EAFE Index advanced moderately over the reporting period despite experiencing a sharp selloff in January 2014. The rally was paced by U.K. and European stocks, with markets in the Pacific Rim generally rising. Smaller and lower quality stocks outperformed market averages in the first half of the reporting period but lagged over the second half when market leadership shifted from smaller, economically sensitive growth stocks toward large, high-quality, globally dominant companies with consistent earnings under a variety of economic conditions.

Conservative Posture Limited Participation in Market Gains

The fund is designed to hold up better than market averages during periods of market weakness, and it tends to lag during rallies.The reporting period was no exception.The fund’s conservative investment posture, and quality bias, prevented it from participating more fully in the upward market moves, which were particularly evident among lower quality stocks.

In addition, the fund’s relative results were hurt by positions in the emerging markets, which generally trailed their more developed counterparts. Chinese energy producers CNOOC and China Shenhua Energy, Cl. H struggled with oil production shortfalls and falling coal prices, respectively. In Brazil, energy giant Petroleo Brasileiro,ADR was hurt by pricing pressures stemming from government intervention (the holding was subsequently sold from the fund). Australian beverage bottler Coca-Cola Amatil struggled with rising competitive pressures, weakness in some Asian markets, and the need to cut costs. In developed markets, Japanese carmaker Honda Motor encountered weak U.S. sales due to unusually harsh winter weather.

The fund achieved better relative results with U.K. medical technology provider Smith & Nephew, which gained value amid takeover speculation in a consolidating industry. Japanese energy producer INPEX rose in anticipation of higher production volumes from a new project. Danish pharmaceutical developer Novo Nordisk, Cl. B was rewarded as competitive pressures dissipated and investors recognized the strength of its new product pipeline.Taiwan Semiconductor Manufacturing Company, ADR achieved dominant market shares with new technologies and products. Australian energy company Woodside Petroleum advanced as investors looked forward to the announcement of a special dividend.

During the reporting period, we eliminated three positions that either reached fuller/richer valuations or failed to fulfill their investment theses, and we replaced them with two companies that we believe are better positioned for long-term gains.

4


 

Maintaining a Consistently Prudent Investment Process

The direction of travel of most developed markets has remained unchanged. Since the global financial crisis, now neatly referenced and almost consigned to a footnote in history, many markets have been on a strongly upward track. Central bankers and monetary authorities may have set that path but, as quantitative easing in the US winds down, will markets continue on that rising path? If markets, over time, reflect the strength of the underlying assets, then equity markets must rely on earnings growth. That growth is now evident and P/Es have subsequently stabilized. From our perspective, equities across most developed markets can now be reasonably described as fairly valued and the outlook for corporate earnings is encouraging. There is reason for optimism.

Where there is optimism, there is always cause for caution. The list of geopolitical concerns around the world seems to grow longer, and more serious, by the day.Yet markets are largely unmoved, capitalist antennae perhaps only alert to what might impact financial markets - the cost of oil, so far unmoved.

An eye must of course remain on the spiraling situation in the Middle East and, if Mario Draghi lives up to his promise that the European bank stress tests will this time be meaningful, the cloak of mystery that surrounds the balance sheets of many European banks may be lifted with serious consequences.

For now, sentiment remains positive.With the wind-down of quantitative easing, the baton has been taken by global corporates, and they are running with it. M&A activity and current IPO pipelines all reflect growing confidence.

June 16, 2014

Please note, the position in any security highlighted with italicized typeface was sold during the reporting period. Equity funds are subject generally to market, market sector, market liquidity, issuer, and investment style risks, among other factors, to varying degrees, all of which are more fully described in the fund’s prospectus.

Investing internationally involves special risks, including changes in currency exchange rates, political, economic, and social instability, a lack of comprehensive company information, differing auditing and legal standards, and less market liquidity.

1     

Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.

2     

SOURCE: LIPPER INC. – Reflects reinvestment of net dividends and, where applicable, capital gain distributions. The Morgan Stanley Capital International Europe,Australasia, Far East (MSCI EAFE) Index is an unmanaged index composed of a sample of companies representative of the market structure of European and Pacific Basin countries. Returns are calculated on a month-end basis. Investors cannot invest directly in any index.

The Fund 5


 

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 redemption 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 International Stock Fund from December 1, 2013 to May 31, 2014. 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 May 31, 2014         
    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 6.44  $ 10.19  $ 4.68  $ 4.66 
Ending value (after expenses)  $ 1,017.50  $ 1,014.10  $ 1,019.20  $ 1,010.30 

 

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 May 31, 2014   
    Class A    Class C      Class I      Class Y 
Expenses paid per $1,000  $ 6.44  $ 10.20  $ 4.68    $ 4.68 
Ending value (after expenses)  $ 1,018.55  $ 1,014.81  $ 1,020.29  $ 1,020.29 
 
† Expenses are equal to the fund’s annualized expense ratio of 1.28% for Class A, 2.03% for Class C, .93% for 
Class I and .93% for ClassY, multiplied by the average account value over the period, multiplied by 182/365 (to 
reflect the one-half year period).                     

 


 

STATEMENT OF INVESTMENTS

May 31, 2014 (Unaudited)

Common Stocks—98.6%  Shares  Value ($) 
Australia—8.7%     
Coca-Cola Amatil  5,950,000  52,383,390 
Cochlear  356,600  19,869,004 
CSL  1,163,000  76,402,645 
Woodside Petroleum  1,890,000  74,173,863 
Woolworths  2,180,100  76,144,839 
    298,973,741 
Belgium—1.4%     
Colruyt  849,000  47,571,729 
Canada—2.2%     
Suncor Energy  1,982,200  76,286,273 
China—3.3%     
China Shenhua Energy, Cl. H  13,469,000  36,917,077 
CNOOC  43,963,000  75,417,473 
    112,334,550 
Denmark—2.3%     
Novo Nordisk, Cl. B  1,840,000  77,898,178 
Finland—2.0%     
Kone, Cl. B  1,651,000  67,967,393 
France—8.7%     
Air Liquide  483,000  70,350,672 
Danone  943,000  70,224,635 
Essilor International  507,576  53,318,347 
L’Oreal  396,500  69,183,058 
LVMH Moet Hennessy Louis Vuitton  176,800  35,174,907 
    298,251,619 
Germany—3.8%     
Adidas  603,300  64,755,302 
SAP  850,000  65,071,770 
    129,827,072 
Hong Kong—9.3%     
AIA Group  15,860,600  79,477,400 
China Mobile  5,678,500  55,554,882 
CLP Holdings  6,249,000  51,423,806 
Hang Lung Properties  17,457,000  55,390,813 
Hong Kong & China Gas  32,891,026  79,502,361 
    321,349,262 

 

The Fund 7


 

STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares  Value ($) 
Italy—.5%     
Tenaris, ADR  388,800  17,437,680 
Japan—18.8%     
AEON Mall  953,590  23,961,525 
Chugai Pharmaceutical  628,000  16,791,906 
Daito Trust Construction  644,500  69,799,730 
Denso  1,270,300  58,186,728 
FANUC  409,400  69,654,303 
Honda Motor  1,597,100  55,898,500 
INPEX  5,600,000  80,754,420 
Keyence  140,020  54,391,856 
Komatsu  3,423,300  74,552,614 
Shimamura  204,300  19,727,593 
Shin-Etsu Chemical  1,132,900  67,317,408 
Tokio Marine Holdings  1,759,700  55,591,308 
    646,627,891 
Singapore—1.9%     
DBS Group Holdings  2,401,226  32,353,280 
Oversea-Chinese Banking  4,445,061  34,552,615 
    66,905,895 
Spain—2.0%     
Inditex  477,000  69,249,171 
Sweden—2.1%     
Hennes & Mauritz, Cl. B  1,718,000  72,601,674 
Switzerland—10.0%     
Nestle  879,000  68,955,611 
Novartis  839,000  75,233,613 
Roche Holding  238,400  70,148,967 
SGS  11,090  27,802,401 
Swatch Group-BR  52,100  30,748,018 
Syngenta  181,000  69,630,932 
    342,519,542 
Taiwan—2.2%     
Taiwan Semiconductor Manufacturing, ADR  3,648,400  75,011,104 
United Kingdom—19.4%     
BG Group  3,575,000  73,167,083 
Burberry Group  2,506,000  64,394,274 
Centrica  11,790,000  66,322,332 

 

8


 

Common Stocks (continued)    Shares   Value ($) 
United Kingdom (continued)         
Compass Group    4,369,900   72,918,343 
HSBC Holdings    6,329,895   66,758,912 
Intertek Group    678,100   33,166,761 
Reckitt Benckiser Group    895,900   76,586,768 
SABMiller    1,418,000   78,697,229 
Smith & Nephew    3,304,900   57,944,743 
Standard Chartered    3,488,706   78,505,972 
        668,462,417 
Total Common Stocks         
     (cost $2,808,109,746)        3,389,275,191 
 
Other Investment—.9%         
Registered Investment Company;         
Dreyfus Institutional Preferred         
   Plus Money Market Fund         
   (cost $31,200,000)    31,200,000 a  31,200,000 
Total Investments (cost $2,839,309,746)  99.5 %  3,420,475,191 
Cash and Receivables (Net)    .5 %  16,832,879 
Net Assets    100.0 %  3,437,308,070 
 
ADR—American Depository Receipts         
a Investment in affiliated money market mutual fund.       
 
 
Portfolio Summary (Unaudited)       
  Value (%)      Value (%) 
Consumer Discretionary  15.8             Materials   6.0 
Consumer Staples  15.7              Information Technology   5.7 
Financial  14.5              Utilities   5.7 
Health Care  13.0              Telecommunication Services   1.6 
Energy  12.6              Money Market Investment   .9 
Industrial  8.0      99.5 
 
† Based on net assets.         
See notes to financial statements.         

 

The Fund 9


 

STATEMENT OF ASSETS AND LIABILITIES

May 31, 2014 (Unaudited)

      Cost  Value 
Assets ($):         
Investments in securities—See Statement of Investments:       
     Unaffiliated issuers  2,808,109,746  3,389,275,191 
     Affiliated issuers  31,200,000  31,200,000 
Cash        1,023,548 
Cash denominated in foreign currencies  4,797,417  4,795,411 
 
Dividends receivable        16,309,091 
Receivable for shares of Common Stock subscribed      2,657,114 
Prepaid expenses        95,385 
        3,445,355,740 
Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)      2,826,394 
Payable for shares of Common Stock redeemed      4,963,918 
Accrued expenses        257,358 
        8,047,670 
Net Assets ($)        3,437,308,070 
Composition of Net Assets ($):         
Paid-in capital        2,927,706,524 
Accumulated undistributed investment income—net      23,622,434 
Accumulated net realized gain (loss) on investments      (95,115,512)
Accumulated net unrealized appreciation (depreciation)       
     on investments and foreign currency transactions      581,094,624 
Net Assets ($)        3,437,308,070 
 
 
Net Asset Value Per Share         
  Class A  Class C   Class I   Class Y 
Net Assets ($)  226,523,562  30,558,381  3,180,225,037  1,090 
Shares Outstanding  14,464,222  1,984,575  201,290,261  69.01 
Net Asset Value Per Share ($)  15.66  15.40   15.80  15.79 
 
See notes to financial statements.         

 

10


 

Investment Income ($):     
Income:     
Cash dividends (net of $4,777,665 foreign taxes withheld at source):     
Unaffiliated issuers  49,264,647  
Affiliated issuers  30,384  
Interest  383  
Total Income  49,295,414  
Expenses:     
Management fee—Note 3(a)  13,801,977  
Shareholder servicing costs—Note 3(c)  832,478  
Custodian fees—Note 3(c)  466,729  
Directors’ fees and expenses—Note 3(d)  130,246  
Distribution fees—Note 3(b)  121,745  
Registration fees  98,962  
Prospectus and shareholders’ reports  89,933  
Professional fees  81,350  
Loan commitment fees—Note 2  14,887  
Miscellaneous  70,032  
Total Expenses  15,708,339  
Less—reduction in fees due to earnings credits—Note 3(c)  (51 ) 
Net Expenses  15,708,288  
Investment Income—Net  33,587,126  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments and foreign currency transactions  (29,099,386 ) 
Net realized gain (loss) on forward foreign currency exchange contracts  163,200  
Net Realized Gain (Loss)  (28,936,186 ) 
Net unrealized appreciation (depreciation) on     
investments and foreign currency transactions  64,049,316  
Net Realized and Unrealized Gain (Loss) on Investments  35,113,130  
Net Increase in Net Assets Resulting from Operations  68,700,256  
 
See notes to financial statements.     

 

The Fund 11


 

STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  May 31, 2014   Year Ended  
  (Unaudited)   November 30, 2013a  
Operations ($):         
Investment income—net  33,587,126   42,401,039  
Net realized gain (loss) on investments  (28,936,186 )  (27,337 ) 
Net unrealized appreciation         
     (depreciation) on investments  64,049,316   260,328,361  
Net Increase (Decrease) in Net Assets         
     Resulting from Operations  68,700,256   302,702,063  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (3,239,116 )  (2,453,861 ) 
Class C  (172,199 )  (156,624 ) 
Class I  (43,347,767 )  (32,893,538 ) 
Class Y  (16 )   
Total Dividends  (46,759,098 )  (35,504,023 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  24,487,367   147,162,705  
Class C  762,401   13,865,416  
Class I  578,189,644   1,149,860,399  
Class Y    1,000  
Dividends reinvested:         
Class A  3,140,068   2,370,457  
Class C  120,295   110,933  
Class I  32,088,480   22,258,109  
Cost of shares redeemed:         
Class A  (85,242,996 )  (62,177,277 ) 
Class C  (6,310,785 )  (4,965,563 ) 
Class I  (382,516,957 )  (418,895,968 ) 
Increase (Decrease) in Net Assets         
     from Capital Stock Transactions  164,717,517   849,590,211  
Total Increase (Decrease) in Net Assets  186,658,675   1,116,788,251  
Net Assets ($):         
Beginning of Period  3,250,649,395   2,133,861,144  
End of Period  3,437,308,070   3,250,649,395  
Undistributed investment income—net  23,622,434   36,794,406  

 

12


 

  Six Months Ended      
  May 31, 2014   Year Ended  
  (Unaudited)   November 30, 2013a  
Capital Share Transactions:         
Class Ab         
Shares sold  1,622,537   9,880,843  
Shares issued for dividends reinvested  202,978   164,615  
Shares redeemed  (5,641,131 )  (4,140,282 ) 
Net Increase (Decrease) in Shares Outstanding  (3,815,616 )  5,905,176  
Class Cb         
Shares sold  51,292   951,707  
Shares issued for dividends reinvested  7,883   7,807  
Shares redeemed  (427,310 )  (336,282 ) 
Net Increase (Decrease) in Shares Outstanding  (368,135 )  623,232  
Class I         
Shares sold  38,086,076   77,060,413  
Shares issued for dividends reinvested  2,059,595   1,535,042  
Shares redeemed  (25,187,853 )  (27,918,325 ) 
Net Increase (Decrease) in Shares Outstanding  14,957,818   50,677,130  
Class Y         
Shares sold    69  

 

a     

Effective July 1, 2013, the fund commenced offering ClassY shares.

b     

During the period ended November 30, 2013, 6,275 Class C shares representing $95,883 were exchanged for 6,174 Class A shares.

See notes to financial statements.

The Fund 13


 

FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) 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.

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class A Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  15.57   14.13   12.58   12.83   11.97   8.43  
Investment Operations:                         
Investment income—neta  .12   .17   .21   .15   .09   .05  
Net realized and unrealized                         
gain (loss) on investments  .15   1.46   1.46   (.31 )  .86   3.58  
Total from Investment Operations  .27   1.63   1.67   (.16 )  .95   3.63  
Distributions:                         
Dividends from                         
investment income—net  (.18 )  (.19 )  (.12 )  (.09 )  (.09 )  (.09 ) 
Net asset value, end of period  15.66   15.57   14.13   12.58   12.83   11.97  
Total Return (%)b  1.75 c  11.65   13.40   (1.32 )  7.99   43.33  
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  1.28 d  1.30   1.31   1.27   1.34   1.43  
Ratio of net expenses                         
to average net assets  1.28 d  1.30   1.31   1.27   1.34   1.42  
Ratio of net investment income                         
to average net assets  1.58 d  1.14   1.62   1.08   .69   .50  
Portfolio Turnover Rate  4.31 c  2.58   5.47   5.07   5.91   21.67  
Net Assets, end of period                         
($ x 1,000)  226,524   284,575   174,825   192,351   124,347   18,059  

 

a     

Based on average shares outstanding at each month end.

b     

Exclusive of sales charge.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

14


 

Six Months Ended                      
May 31, 2014       Year Ended November 30,      
Class C Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  15.26   13.86   12.33   12.64   11.83   8.32  
Investment Operations:                         
Investment income (loss)—neta  .07   .06   .12   .04   (.02 )  (.01 ) 
Net realized and unrealized                         
gain (loss) on investments  .14   1.43   1.43   (.30 )  .87   3.53  
Total from Investment Operations  .21   1.49   1.55   (.26 )  .85   3.52  
Distributions:                         
Dividends from                         
investment income—net  (.07 )  (.09 )  (.02 )  (.05 )  (.04 )  (.01 ) 
Net asset value, end of period  15.40   15.26   13.86   12.33   12.64   11.83  
Total Return (%)b  1.41 c  10.78   12.58   (2.08 )  7.18   42.31  
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  2.03 d  2.04   2.06   2.05   2.13   2.25  
Ratio of net expenses                         
to average net assets  2.03 d  2.04   2.06   2.05   2.13   2.22  
Ratio of net investment income                         
(loss) to average net assets  .88 d  .42   .90   .33   (.12 )  (.13 ) 
Portfolio Turnover Rate  4.31 c  2.58   5.47   5.07   5.91   21.67  
Net Assets, end of period                         
($ x 1,000)  30,558   35,905   23,962   23,319   13,959   1,224  

 

a     

Based on average shares outstanding at each month end.

b     

Exclusive of sales charge.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

The Fund 15


 

FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                      
  May 31, 2014       Year Ended November 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  15.73   14.26   12.70   12.93   12.04   8.47  
Investment Operations:                         
Investment income—neta  .16   .23   .26   .19   .14   .12  
Net realized and unrealized                         
gain (loss) on investments  .14   1.48   1.46   (.31 )  .86   3.57  
Total from                         
Investment Operations  .30   1.71   1.72   (.12 )  1.00   3.69  
Distributions:                         
Dividends from                         
investment income—net  (.23 )  (.24 )  (.16 )  (.11 )  (.11 )  (.12 ) 
Net asset value, end of period 15.80   15.73   14.26   12.70   12.93   12.04  
Total Return (%)  1.92 b  12.13   13.74   (1.01 )  8.38   43.98  
Ratios/Supplemental                         
Data (%):                         
Ratio of total expenses                         
to average net assets  .93 c  .92   .93   .93   .97   1.01  
Ratio of net expenses                         
to average net assets  .93 c  .92   .93   .93   .97   1.01  
Ratio of net investment income                      
to average net assets  2.12 c  1.54   1.96   1.41   1.11   1.18  
Portfolio Turnover Rate  4.31 b  2.58   5.47   5.07   5.91   21.67  
Net Assets, end of period                         
($ x 1,000)  3,180,225   2,930,169   1,935,074   1,116,202   688,992   339,535  

 

a     

Based on average shares outstanding at each month end.

b     

Not annualized.

c     

Annualized.

See notes to financial statements.

16


 

  Six Months Ended    
  May 31, 2014   Period Ended 
Class Y Shares  (Unaudited)   November 30, 2013a 
Per Share Data ($):       
Net asset value, beginning of period  15.72   14.49 
Investment Operations:       
Investment income—netb  .16   .06 
Net realized and unrealized       
gain (loss) on investments  .14   1.17 
Total from Investment Operations  .30   1.23 
Distributions:       
Dividends from investment income—net  (.23 )   
Net asset value, end of period  15.79   15.72 
Total Return (%)c  1.03   8.49 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assetsd  .93   .91 
Ratio of net expenses to average net assetsd  .93   .91 
Ratio of net investment income       
to average net assetsd  2.08   .93 
Portfolio Turnover Rate  4.31 c  2.58 
Net Assets, end of period ($ x 1,000)  1   1 

 

a     

From July 1, 2013 (commencement of initial offering) to November 30, 2013.

b     

Based on average shares outstanding at each month end.

c     

Not annualized.

d     

Annualized.

See notes to financial statements.

The Fund 17


 

NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

International Stock Fund (the “fund”) is a separate diversified series of Strategic Funds, Inc. (the “Company”), which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering nine series, including the fund.The fund’s investment objective is to seek long-term total return. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of NewYork Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.Walter Scott & Partners Limited (“Walter Scott”), a subsidiary of BNY Mellon and an affiliate of Dreyfus, serves as the fund’s sub-investment adviser.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 600 million shares of $.001 par value Common Stock.The fund currently offers four classes of shares: Class A (100 million shares authorized), Class C (100 million shares authorized), Class I (300 million shares authorized) and Class Y (100 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) on Class C shares redeemed within one year of purchase. Class I and Class Y shares are sold at net asset value per share generally to institutional investors. Other differences between the classes include the services offered 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 May 31, 2014, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding Class Y shares of the fund.

18


 

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions.Actual results could differ from those estimates.

The Company enters into contracts that contain a variety of indemnifications. The fund’s maximum exposure under these arrangements is unknown.The fund does not anticipate recognizing any loss related to these arrangements.

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to measure fair value. This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

Additionally, GAAP provides guidance on determining whether the volume and activity in a market has decreased significantly and whether such a decrease in activity results in transactions that are not

The Fund 19


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

orderly. GAAP requires enhanced disclosures around valuation inputs and techniques used during annual and interim periods.

Various inputs are used in determining the value of the fund’s investments relating to fair value measurements.These inputs are summarized in the three broad levels listed below:

Level 1—unadjusted quoted prices in active markets for identical investments.

Level 2—other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.).

Level 3—significant unobservable inputs (including the fund’s own assumptions in determining the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

Changes in valuation techniques may result in transfers in or out of an assigned level within the disclosure hierarchy. Valuation techniques used to value the fund’s investments are as follows:

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value. All of the preceding securities are generally categorized within Level 1 of the fair value hierarchy.

20


 

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and financial futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Company’s Board of Directors (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers. These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

For restricted securities where observable inputs are limited, assumptions about market activity and risk are used and are generally categorized within Level 3 of the fair value hierarchy.

Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange.

Forward foreign currency exchange contracts (“forward contracts”) are valued at the forward rate and are generally categorized within Level 2 of the fair value hierarchy.

The Fund 21


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The following is a summary of the inputs used as of May 31, 2014 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Foreign         
Common         
Stocks  3,389,275,191      3,389,275,191 
Mutual Funds  31,200,000      31,200,000 
 
† See Statement of Investments for additional detailed categorizations.   

 

At May 31, 2014, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

(b) Foreign currency transactions: The fund does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

(c) 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.

22


 

Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

(d) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended May 31, 2014 were as follows:

Affiliated         
Investment  Value   Value  Net 
Company  11/30/2013 ($)  Purchases ($) Sales ($) 5/31/2014 ($)  Assets (%) 
Dreyfus         
Institutional         
Preferred         
Plus Money         
Market         
Fund  93,800,000   377,880,000 440,480,000 31,200,000  .9 

 

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S.These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S.

(f) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the 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 the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

The Fund 23


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(g) Federal income taxes: It is the policy of the fund to continue to qualify 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.

As of and during the period ended May 31, 2014, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period ended May 31, 2014, the fund did not incur any interest or penalties.

Each tax year in the three-year period ended November 30, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

Under the Regulated Investment Company Modernization Act of 2010 (the “2010 Act”), the fund is permitted to carry forward capital losses incurred in taxable years beginning after December 22, 2010 (“post-enactment losses”) for an unlimited period. Furthermore, post-enactment capital loss carryovers retain their character as either short-term or long-term capital losses rather than short-term as they were under previous statute.The 2010 Act requires post-enactment losses to be utilized before the utilization of losses incurred in taxable years prior to the effective date of the 2010 Act (“pre-enactment losses”).As a result of this ordering rule, pre-enactment losses may be more likely to expire unused.

The fund has an unused capital loss carryover of $63,676,108 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to November 30, 2013. If not applied, $598,805 of the carryover expires in fiscal year 2016, $15,114,500 expires in fiscal year 2017 and $16,297,830 expires in fiscal year 2019. The fund has $5,721,194 of post-enactment short-term capital losses and $25,943,779 of post-enactment long-term capital losses which can be carried forward for an unlimited period.

24


 

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2013 was as follows: ordinary income $35,504,023. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended May 31, 2014, the fund did not borrow under the Facilities.

NOTE 3—Management Fee, Sub-Investment Advisory Fee and Other Transactions with Affiliates:

(a) Pursuant to a management agreement with Dreyfus, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly.

Pursuant to a sub-investment advisory agreement between Dreyfus and Walter Scott, Dreyfus pays Walter Scott a monthly fee at an annual percentage of the value of the fund’s average daily net assets.

During the period ended May 31, 2014, the Distributor retained $7,365 from commissions earned on sales of the fund’s Class A shares and $6,430 from CDSCs on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at

The Fund 25


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

an annual rate of .75% of the value of its average daily net assets. During the period ended May 31, 2014, Class C shares were charged $121,745, pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2014, Class A and Class C shares were charged $309,948 and $40,581, respectively, pursuant to the Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits as an expense offset in the Statement of Operations.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency and cash management services for the fund.The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended May 31, 2014, the fund was charged $13,790 for transfer agency services and $538 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $51.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction

26


 

activity. During the period ended May 31, 2014, the fund was charged $466,729 pursuant to the custody agreement.

During the period ended May 31, 2014, the fund was charged $4,622 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $2,463,503, Distribution Plan fees $19,566, Shareholder Services Plan fees $54,942, custodian fees $280,035, Chief Compliance Officer fees $1,472 and transfer agency fees $6,876.

(d) Each Board member also serves as a Board member of other funds within the Dreyfus complex. Annual retainer fees and attendance fees are allocated to each fund based on net assets.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and forward contracts, during the period ended May 31, 2014, amounted to $342,075,044 and $137,533,924, respectively.

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Each type of derivative instrument that was held by the fund during the period ended May 31, 2014 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future.With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract decreases between those dates.With respect to pur-

The Fund 27


 

NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

chases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract increases between those dates.Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations.The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments.The fund is also exposed to credit risk associated with counterparty nonper-formance on these forward contracts, which is generally limited to the unrealized gain on each open contract.At May 31, 2104, there were no forward contracts outstanding.

The following summarizes the average market value of derivatives outstanding during the period ended May 31, 2014:

  Average Market Value ($) 
Forward contracts  13,433,864 

 

At May 31, 2014, accumulated net unrealized appreciation on investments was $581,165,445, consisting of $633,248,958 gross unrealized appreciation and $52,083,513 gross unrealized depreciation.

At May 31, 2014, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

28


 


NOTES


 

For More Information


Telephone Call your financial representative or 1-800-DREYFUS

Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144

The fund files its complete schedule of portfolio holdings with the Securities and Exchange
Commission (“SEC”) for the first and third quarters of each fiscal year on Form N-Q. The
fund’s Forms N-Q are available on the SEC’s website at http://www.sec.gov and may be
reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on
the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

A description of the policies and procedures that the fund uses to determine how to vote
proxies relating to portfolio securities, and information regarding how the fund voted
these proxies for the most recent 12-month period ended June 30 is available at
http://www.dreyfus.com and on the SEC’s website at http://www.sec.gov. The
description of the policies and procedures is also available without charge,
upon request, by calling 1-800-DREYFUS.



 

 

Item 2.       Code of Ethics.

                  Not applicable.

Item 3.       Audit Committee Financial Expert.

                  Not applicable.

Item 4.       Principal Accountant Fees and Services.

                  Not applicable.

Item 5.       Audit Committee of Listed Registrants.

                  Not applicable.

Item 6.       Investments.

(a)              Not applicable.

Item 7.       Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

                  Not applicable.

Item 8.       Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

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.

                  There have been no material changes to the procedures applicable to Item 10.

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)   Not applicable.

(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.

 


 

 

 

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.

Strategic Funds, Inc.

By:       /s/ Bradley J. Skapyak

            Bradley J. Skapyak,

            President

 

Date:    July 21, 2014

 

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/ Bradley J. Skapyak

Bradley J. Skapyak,

            President

 

Date:    July 21, 2014

 

By:       /s/ James Windels

            James Windels,

            Treasurer

 

Date:    July 21, 2014

 

 

 


 

 

EXHIBIT INDEX

(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)