N-CSR 1 formsncsrs085.htm SEMI-ANNUAL REPORT formsncsrs085
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.
(formerly, Dreyfus Premier New Leaders Fund, Inc.) 
(Exact name of Registrant as specified in charter) 
 
 
c/o The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
(Address of principal executive offices) (Zip code) 
 
Michael A. Rosenberg, Esq.
200 Park Avenue
New York, New York 10166
(Name and address of agent for service)

Registrant's telephone number, including area code: (212) 922-6000

Date of fiscal year end:    12/31 
Date of reporting period:    06/30/08 

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 Premier New Leaders Fund


FORM N-CSR

Item 1.    Reports to Stockholders. 


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 CEO 
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 
13    Statement of Assets and Liabilities 
14    Statement of Operations 
15    Statement of Changes in Net Assets 
18    Financial Highlights 
23    Notes to Financial Statements 
32    Information About the Review and Approval 
    of the Fund’s Management Agreement 
    FOR MORE INFORMATION 


    Back Cover 


The Fund

Dreyfus Premier
New Leaders Fund 

A LETTER FROM THE CEO

Dear Shareholder:

We are pleased to present this semiannual report for Dreyfus Premier New Leaders Fund, covering the six-month period from January 1, 2008, through June 30, 2008.

The U.S. equity markets remained turbulent over the first half of 2008 and ended with June posting one of the worst monthly performance slumps on record. A continuously weakening U.S. housing market, surging inflation, devaluation of the U.S. dollar and lingering credit concerns continued to dampen investor sentiment. Of the ten economic sectors represented by the S&P 500® Composite Stock Index, only two — energy and materials — posted positive absolute returns for the reporting period. The financials sector was the hardest-hit industry group, primarily due to massive sub-prime related losses among global financial institutions.

While the U.S and global economy clearly has slowed, the news is not all bad. We have seen signs of more orderly deleveraging among financial institutions, and it appears that most of the damage caused by last year’s sub-prime fiasco has been exposed and, to an extent, ameliorated. Moreover, the global upsurge in inflation should persist longer in fast-growing emerging markets than in more developed countries. These factors support our view that many areas of the stock market may have been punished too severely in the downturn, creating potential long-term opportunities for patient investors. As always, your financial advisor can help you identify suitable investments that may be right for you and your long-term investment goals.

For information about how the fund performed during the reporting period, as well as market perspectives, we have provided a Discussion of Fund Performance given by the fund’s Portfolio Managers.

Thank you for your continued confidence and support.

2


DISCUSSION OF FUND PERFORMANCE

For the period of January 1, 2008, through June 30, 2008, as provided by the Franklin Portfolio Associates Midcap Team

Market and Fund Performance Overview

For the six-month period ended June 30, 2008, Dreyfus Premier New Leaders Fund’s Class A shares produced a total return of –7.17, Class B shares returned –7.54%, Class C shares returned –7.53%, Class I shares returned –7.32% and Class T shares returned –7.30% .1 In comparison, the Russell Midcap Index (the “Index”), the fund’s benchmark, produced a total return of –7.57% for the same period.2

Slowing U.S. economic growth and the continuing impact of a credit crisis in fixed-income markets drove equities lower across all market capitalization ranges during the reporting period. However, midcap stocks generally produced milder declines than their large- and small-cap counterparts.The fund benefited from the relative strength in mid-cap stocks, and from several good individual stock selections, outperforming its benchmark by a small margin.

The Fund’s Investment Approach

The fund seeks capital appreciation by investing in the stocks of small and midsize companies. Often, these companies are “new leaders” in their industries, with new or innovative products, services or processes that have the potential to enhance earnings growth.We employ a proprietary quantitative model that considers more than 40 factors and ranks stocks based on fundamental momentum, relative value, future value, long-term growth and other factors.We then focus on “bottom-up” stock selection to construct a portfolio with exposure to industries and market capitalizations that are similar to the benchmark’s composition.We seek to overweight more attractive stocks and underweight or not hold stocks that have been ranked as less attractive.

The Market Rewarded Earnings Momentum

U.S. stocks generally produced disappointing results over the first half of 2008 amid an onslaught of negative economic news. As housing values

The Fund 3


DISCUSSION OF FUND PERFORMANCE (continued)

continued to plummet, mortgage defaults, delinquencies and foreclosures rose sharply. At the same time, the U.S. economy experienced six consecutive months of job losses,and escalating commodity prices burdened consumers with soaring gasoline and home heating expenditures and rising food costs. Meanwhile, a credit crisis that began in 2007 continued to batter commercial banks, investment banks and bond insurers.

Despite these challenges, on balance the factors that comprise the fund’s proprietary equity screening model generally proved effective in choosing strong performing stocks. Holdings with strong recent earnings and price momentum characteristics bolstered the fund’s relative performance, while stocks with the most favorable value characteristics had more mixed results, significantly enhancing returns in January 2008 but detracting from February through the remainder of the reporting period.

The performance of the fund’s consumer-related holdings illustrated the positive impact of good earnings momentum on investment returns. Concerns regarding waning consumer confidence drove most consumer stocks down sharply, particularly among middle-market companies. However, lower-end merchants benefited from increasingly cost-conscious consumer behavior, while purveyors of high-end goods saw continued spending by relatively wealthy consumers.As a result, the fund derived relatively strong returns from holdings such as budget restaurant chain Darden Restaurants and retail discounters Family Dollar Stores and Dollar Tree, all of which registered strong gains after delivering better-than-expected earnings reports. Another holding, high-end retailer Tiffany & Co., sustained milder losses than most consumer-related stocks.

Individual Stock Selections Drove Performance

Holdings in a wide range of other sectors also contributed positively to the fund’s relative returns.The fund outperformed its benchmark in the energy sector by emphasizing independent oil and gas producers, such as XTO Energy, which was sold during the reporting period, and Chesapeake Energy, both of which exhibited attractive earnings momentum characteristics due to rising commodity prices. Engineering and construction firm Fluor benefited from its exposure to the growing global power generation industry. Buyouts involving two other holdings,

4


biopharmaceutical developer Millennium Pharmaceuticals and property and casualty insurer Safeco, further bolstered relative returns.

On a more negative note, the fund held positions in several regional banks, including Huntington Bancshares, which was sold during the reporting period, Comerica and Marshall & Ilsley, which appeared attractively priced according to our value metrics, but that continued to decline due to their mortgage lending exposure and a weak regional business environment. Value-focused utilities holdings, such as Sierra Pacific Resources and Consolidated Edison, performed relatively poorly in a market that primarily rewarded earnings growth. Health care benefits solutions provider Humana was hurt by cuts in its earnings forecast due to rising costs. Finally, shares in glass container manufacturer Owens-Illinois experienced a correction in the wake of a sharp run-up during the prior reporting period.

Realigning the Fund with Its Benchmark

The Russell Midcap Index, the fund’s benchmark, underwent its regular periodic rebalancing on June 27, 2008, a few days before the end of the reporting period. Changes to the benchmark left the fund with slightly overweighted exposure to the energy and the engineering-and-construction areas.As of June 30, we were in the process of bringing the fund’s sector allocations more closely into line with the benchmark in accordance with our emphasis on individual stock selections as the primary driver of fund performance.

July 15, 2008

1    Total return includes reinvestment of dividends and any capital gains paid, and does not take into 
    consideration the maximum initial sales charges in the case of Class A and Class T shares or the 
    applicable contingent deferred sales charges imposed on redemptions in the case of Class B and 
    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 dividends and, where applicable, capital 
    gain distributions.The Russell Midcap Index is a widely accepted, unmanaged index of medium- 
    cap stock market performance. 
    Franklin Portfolio Associates is an independently managed, wholly-owned subsidiary of The Bank 
    of New York Mellon Corporation. Franklin Portfolio Associates has no affiliation to the Franklin 
    Templeton Group of Funds or Franklin Resources, Inc.The fund’s portfolio managers are dual 
    employees of Franklin Portfolio Associates and Dreyfus. 

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 Premier New Leaders Fund from January 1, 2008 to June 30, 2008. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment             
assuming actual returns for the six months ended June 30, 2008         
    Class A    Class B    Class C    Class I    Class T 






Expenses paid per $1,000     $ 5.66    $ 9.67    $ 9.48    $ 7.38    $ 6.95 
Ending value (after expenses)    $928.30    $924.60    $924.70    $926.80    $927.00 

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 June 30, 2008 
    Class A    Class B    Class C    Class I    Class T 






Expenses paid per $1,000     $ 5.92    $ 10.12    $ 9.92    $ 7.72    $ 7.27 
Ending value (after expenses)    $1,019.00    $1,014.82    $1,015.02    $1,017.21    $1,017.65 

Expenses are equal to the fund’s annualized expense ratio of 1.18% for Class A, 2.02% for Class B, 1.98% for Class C, 1.54% for Class I and 1.45% for Class T, multiplied by the average account value over the period, multiplied by 182/366 (to reflect the one-half year period).

6


STATEMENT OF INVESTMENTS
June 30, 2008 (Unaudited)
Common Stocks—99.5%    Shares    Value ($) 



Commercial & Professional Services—5.4%     
AmerisourceBergen    89,300    3,571,107 
Avnet    416,100 a    11,351,208 
Cintas    81,300    2,155,263 
Dun & Bradstreet    33,800    2,962,232 
Iron Mountain    99,200 a,b    2,633,760 
Manpower    214,900    12,515,776 
Patterson Cos.    231,800 a,b    6,812,602 
SEI Investments    162,800    3,829,056 
        45,831,004 
Communications—1.9%         
CenturyTel    111,000 b    3,950,490 
Embarq    57,500    2,718,025 
Telephone & Data Systems    69,000    3,261,630 
Windstream    517,700 b    6,388,418 
        16,318,563 
Consumer Durables—.5%         
Hasbro    74,400 b    2,657,568 
Mattel    99,500    1,703,440 
        4,361,008 
Consumer Non-Durables—4.9%         
Central European Distribution    72,300 a    5,361,045 
Coca-Cola Enterprises    203,000    3,511,900 
International Flavors & Fragrances    150,400    5,874,624 
Jones Apparel Group    194,700 b    2,677,125 
McCormick & Co.    93,600 b    3,337,776 
Molson Coors Brewing, Cl. B    98,500 b    5,351,505 
Pepsi Bottling Group    436,600    12,189,872 
Wm. Wrigley Jr    46,100    3,585,658 
        41,889,505 
Consumer Services—3.9%         
Brinker International    183,900 b    3,475,710 
Darden Restaurants    142,500 b    4,551,450 
DISH Network, Cl. A    44,800 a    1,311,744 
Expedia    218,200 a,b    4,010,516 
Gannett    42,400    918,808 
Liberty Media-Entertainment, Ser. A    271,200 a    6,571,176 

The Fund 7


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)    Shares        Value ($) 




Consumer Services (continued)             
Meredith    84,400b      2,387,676 
Panera Bread, Cl. A    58,400a,b      2,701,584 
Regal Entertainment Group, Cl. A    291,296b      4,451,003 
Royal Caribbean Cruises    68,500b      1,539,195 
Tim Hortons    47,000b      1,348,430 
            33,267,292 
Electronic Technology—9.5%             
ADC Telecommunications    175,800    a,b    2,596,566 
Goodrich    95,400        4,527,684 
Harris    143,200        7,230,168 
Intersil, Cl. A    485,700b      11,812,224 
Juniper Networks    279,800a,b      6,205,964 
Linear Technology    215,000b      7,002,550 
NCR    255,300a      6,433,560 
Precision Castparts    195,600        18,849,972 
Synopsys    177,500a      4,244,025 
Western Digital    268,400a,b      9,267,852 
Xerox    221,000        2,996,760 
            81,167,325 
Energy Minerals—6.8%             
Arch Coal    39,900        2,993,697 
Chesapeake Energy    146,700        9,676,332 
Cimarex Energy    66,600b      4,640,022 
Denbury Resources    115,500a      4,215,750 
Massey Energy    162,800        15,262,500 
Noble    86,700        5,632,032 
Southwestern Energy    126,800a      6,036,948 
W & T Offshore    171,800b      10,052,018 
            58,509,299 
Finance—14.8%             
Annaly Capital Management    131,600        2,041,116 
AON    168,100b      7,722,514 
Assurant    211,500        13,950,540 
Axis Capital Holdings    243,900        7,270,659 
Cincinnati Financial    182,100        4,625,340 

8

Common Stocks (continued)    Shares    Value ($) 



Finance (continued)         
Comerica    288,700 b    7,399,381 
Fifth Third Bancorp    133,000 b    1,353,940 
HCC Insurance Holdings    276,900    5,853,666 
Hospitality Properties Trust    262,700 b    6,425,642 
Host Hotels & Resorts    368,710 b    5,032,892 
IntercontinentalExchange    23,500 a    2,679,000 
Invesco    51,700    1,239,766 
iStar Financial    266,100 b    3,515,181 
Janus Capital Group    162,800 b    4,309,316 
Jones Lang LaSalle    63,100 b    3,797,989 
Marshall & Ilsley    268,198 b    4,111,475 
Nasdaq OMX Group    296,200 a,b    7,864,110 
Northern Trust    154,200    10,573,494 
ProLogis    259,400    14,098,390 
Safeco    20,600    1,383,496 
SL Green Realty    28,100 b    2,324,432 
StanCorp Financial Group    29,400    1,380,624 
Taubman Centers    28,400    1,381,660 
TD Ameritrade Holding    189,400 a    3,426,246 
Transatlantic Holdings    20,500    1,157,635 
Vornado Realty Trust    22,800    2,006,400 
        126,924,904 
Health Care Technology—3.4%         
Endo Pharmaceuticals Holdings    184,700 a,b    4,467,893 
Invitrogen    250,400 a,b    9,830,704 
St. Jude Medical    83,900 a    3,429,832 
Varian Medical Systems    122,300 a,b    6,341,255 
Watson Pharmaceuticals    175,900 a    4,779,203 
        28,848,887 
Industrial Services—13.7%         
Allied Waste Industries    1,102,300 a    13,911,026 
Cameron International    82,500 a    4,566,375 
Encore Acquisition    28,400 a    2,135,396 
ENSCO International    32,800 b    2,648,272 
Fluor    75,600    14,067,648 

The Fund 9


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)    Shares    Value ($) 



Industrial Services (continued)         
FMC Technologies    190,800 a    14,678,244 
Foster Wheeler    40,300 a    2,947,945 
Jacobs Engineering Group    110,400 a,b    8,909,280 
National Oilwell Varco    291,822 a    25,890,448 
URS    89,400 a    3,752,118 
Williams    587,600    23,686,156 
        117,192,908 
Non-Energy Minerals—1.1%         
AK Steel Holding    134,800    9,301,200 
Process Industries—5.4%         
Bunge    51,000 b    5,492,190 
Crown Holdings    250,800 a    6,518,292 
Greif, Cl. A    30,700    1,965,721 
Mosaic    131,600 a    19,042,520 
Owens-Illinois    251,400 a    10,480,866 
Sealed Air    132,700    2,522,627 
        46,022,216 
Producer Manufacturing—6.9%         
AGCO    47,000 a,b    2,463,270 
AMETEK    96,300    4,547,286 
Autoliv    71,200 b    3,319,344 
Cummins    138,400    9,067,968 
Hubbell, Cl. B    61,900 b    2,467,953 
Ingersoll-Rand, Cl. A    381,700    14,287,031 
Manitowoc    41,600 b    1,353,248 
Mettler-Toledo International    94,000 a    8,916,840 
Roper Industries    122,400 b    8,063,712 
SunPower, Cl. A    37,400 a,b    2,692,052 
Toro    57,400 b    1,909,698 
        59,088,402 
Retail Trade—7.0%         
CBS, Cl. B    116,200    2,264,738 
Dollar Tree    266,100 a    8,698,809 
Family Dollar Stores    397,600 b    7,928,144 

10

Common Stocks (continued)    Shares    Value ($) 



Retail Trade (continued)         
GameStop, Cl. A    191,900 a,b    7,752,760 
Gap    364,900    6,082,883 
Safeway    211,600    6,041,180 
Tiffany & Co.    278,700 b    11,357,025 
Urban Outfitters    312,700 a,b    9,753,113 
        59,878,652 
Technology Services—5.5%         
Autodesk    34,000 a    1,149,540 
CA    141,900 b    3,276,471 
CIGNA    303,800    10,751,482 
Computer Sciences    159,500 a    7,470,980 
Express Scripts    104,400 a    6,547,968 
Humana    196,900 a    7,830,713 
Sohu.com    37,400 a    2,634,456 
Teradata    326,800 a    7,562,152 
        47,223,762 
Transportation—1.8%         
CSX    172,900 b    10,859,849 
Frontline    70,200 b    4,898,556 
        15,758,405 
Utilities—7.0%         
Alliant Energy    200,100    6,855,426 
American Electric Power    163,400    6,573,582 
Consolidated Edison    249,900 b    9,768,591 
DTE Energy    123,500 b    5,241,340 
NRG Energy    206,200 a,b    8,845,980 
Pepco Holdings    123,100    3,157,515 
Reliant Energy    543,126 a    11,552,290 
Sierra Pacific Resources    507,000    6,443,970 
Southern Union    56,300    1,521,226 
        59,959,920 
Total Common Stocks         
(cost $844,486,878)        851,543,252 

The Fund 11


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Other Investment—1.0%    Shares    Value ($) 



Registered Investment Company;         
Dreyfus Institutional Preferred         
Plus Money Market Fund         
(cost $9,038,000)    9,038,000 c    9,038,000 



 
Investment of Cash Collateral         
for Securities Loaned—19.7%         



Registered Investment Company;         
Dreyfus Institutional Cash         
Advantage Fund         
(cost $168,334,197)    168,334,197 c    168,334,197 



 
Total Investments (cost $1,021,859,075)    120.2%    1,028,915,449 
Liabilities, Less Cash and Receivables    (20.2%)    (173,134,971) 
Net Assets    100.0%    855,780,478 

a Non-income producing security. 
b All or a portion of these securities are on loan. At June 30, 2008, the total market value of the fund’s securities on 
loan is $163,840,128 and the total market value of the collateral held by the fund is $171,666,918, consisting of 
cash collateral of $168,334,197 and U.S. Government and Agency securities valued at $3,332,721. 
c Investment in affiliated money market mutual fund. 

Portfolio Summary (Unaudited)          
 
    Value (%)        Value (%) 




Money Market Investments    20.7    Commercial &     
Finance    14.8    Professional Services    5.4 
Industrial Services    13.7    Consumer Non-Durables    4.9 
Electronic Technology    9.5    Consumer Services    3.9 
Retail Trade    7.0    Health Care Technology    3.4 
Utilities    7.0    Communications    1.9 
Producer Manufacturing    6.9    Transportation    1.8 
Energy Minerals    6.8    Non-Energy Minerals    1.1 
Technology Services    5.5    Consumer Durables    .5 
Process Industries    5.4        120.2 
 
Based on net assets.             
See notes to financial statements.             

  12

STATEMENT OF ASSETS AND LIABILITIES 
June 30, 2008 (Unaudited) 

    Cost    Value 



Assets ($):         
Investments in securities—See Statement         
of Investments (including securities on loan,     
valued at $163,840,128)—Note 1(b):         
Unaffiliated issuers    844,486,878    851,543,252 
Affiliated issuers    177,372,197    177,372,197 
Cash        260,024 
Dividends and interest receivable        1,128,956 
Receivable for shares of Common Stock subscribed    318,514 
Prepaid expenses        33,936 
        1,030,656,879 



Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)    870,426 
Liability for securities on loan—Note 1(b)        168,334,197 
Payable for shares of Common Stock redeemed    5,383,531 
Interest payable—Note 2        26,970 
Accrued expenses        261,277 
        174,876,401 



Net Assets ($)        855,780,478 



Composition of Net Assets ($):         
Paid-in capital        863,247,800 
Accumulated undistributed investment income—net    2,461,732 
Accumulated net realized gain (loss) on investments    (16,985,428) 
Accumulated net unrealized appreciation         
(depreciation) on investments        7,056,374 



Net Assets ($)        855,780,478 

Net Asset Value Per Share                 
    Class A    Class B    Class C    Class I    Class T 






Net Assets ($)    805,949,319    13,564,128    16,287,947    8,614,721    11,364,363 
Shares Outstanding    22,744,431    401,317    481,261    241,919    324,758 






Net Asset Value Per Share ($) 35.44    33.80    33.84    35.61    34.99 

See notes to financial statements.

The Fund 13


STATEMENT OF OPERATIONS 
Six Months Ended June 30, 2008 (Unaudited) 

Investment Income ($):     
Income:     
Cash dividends:     
Unaffiliated issuers    6,978,673 
Affiliated issuers    39,826 
Income from securities lending    565,385 
Total Income    7,583,884 
Expenses:     
Management fee—Note 3(a)    3,510,023 
Shareholder servicing costs—Note 3(c)    1,879,277 
Distribution fees—Note 3(b)    137,474 
Professional fees    41,134 
Custodian fees—Note 3(c)    35,798 
Prospectus and shareholders’ reports    34,081 
Directors’ fees and expenses—Note 3(d)    31,775 
Interest expense—Note 2    24,920 
Registration fees    18,900 
Loan commitment fees—Note 2    4,406 
Miscellaneous    18,922 
Total Expenses    5,736,710 
Less—reduction in fees due to earnings credits—Note 1(b)    (26,777) 
Net Expenses    5,709,933 
Investment Income—Net    1,873,951 


Realized and Unrealized Gain (Loss) on Investments—Note 4 ($): 
Net realized gain (loss) on investments    (16,961,352) 
Net unrealized appreciation (depreciation) on investments    (62,621,557) 
Net Realized and Unrealized Gain (Loss) on Investments    (79,582,909) 
Net (Decrease) in Net Assets Resulting from Operations    (77,708,958) 

See notes to financial statements.

14

STATEMENT OF CHANGES IN NET ASSETS

    Six Months Ended     
    June 30, 2008    Year Ended 
    (Unaudited)    December 31, 2007a 



Operations ($):         
Investment income—net    1,873,951    5,914,917 
Net realized gain (loss) on investments    (16,961,352)    163,878,189 
Net unrealized appreciation         
(depreciation) on investments    (62,621,557)    (227,707,476) 
Net Increase (Decrease) in Net Assets     
Resulting from Operations    (77,708,958)    (57,914,370) 



Dividends to Shareholders from ($):         
Investment income—net:         
Class A Shares    (1,503,832)    (4,143,705) 
Class I Shares    (17,784)    (124,743) 
Net realized gain on investments:         
Class A Shares    (98,608)    (168,390,973) 
Class B Shares    (1,716)    (3,010,455) 
Class C Shares    (2,096)    (3,814,717) 
Class I Shares    (1,293)    (3,344,553) 
Class T Shares    (1,376)    (2,401,221) 
Total Dividends    (1,626,705)    (185,230,367) 



Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A Shares    41,667,961    256,180,801 
Class B Shares    23,797    1,289,016 
Class C Shares    328,466    5,668,619 
Class I Shares    1,587,758    13,852,607 
Class T Shares    1,656,997    8,436,363 

The Fund 15


STATEMENT OF CHANGES IN NET ASSETS (continued)

    Six Months Ended     
    June 30, 2008    Year Ended 
    (Unaudited)    December 31, 2007a 



Capital Stock Transactions ($) (continued):     
Dividends reinvested:         
Class A Shares    1,513,832    163,345,666 
Class B Shares    1,633    2,844,224 
Class C Shares    1,827    3,288,601 
Class I Shares    18,324    3,335,591 
Class T Shares    1,329    2,321,370 
Cost of shares redeemed:         
Class A Shares    (185,296,779)    (304,055,790) 
Class B Shares    (2,603,325)    (5,102,370) 
Class C Shares    (3,696,255)    (9,002,300) 
Class I Shares    (12,112,323)    (6,664,940) 
Class T Shares    (3,380,059)    (13,777,849) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions    (160,286,817)    121,959,609 
Total Increase (Decrease) in Net Assets    (239,622,480)    (121,185,128) 



Net Assets ($):         
Beginning of Period    1,095,402,958    1,216,588,086 
End of Period    855,780,478    1,095,402,958 
Undistributed investment income—net    2,461,732    2,109,397 

16

    Six Months Ended     
    June 30, 2008    Year Ended 
    (Unaudited)    December 31, 2007a 



Capital Share Transactions:         
Class Ab         
Shares sold    1,164,556    5,256,530 
Shares issued for dividends reinvested    44,527    4,204,247 
Shares redeemed    (5,187,511)    (6,359,043) 
Net Increase (Decrease) in Shares Outstanding    (3,978,428)    3,101,734 



Class B b         
Shares sold    693    26,887 
Shares issued for dividends reinvested    50    76,355 
Shares redeemed    (76,250)    (109,610) 
Net Increase (Decrease) in Shares Outstanding    (75,507)    (6,368) 



Class C         
Shares sold    9,614    121,099 
Shares issued for dividends reinvested    56    88,239 
Shares redeemed    (108,406)    (198,926) 
Net Increase (Decrease) in Shares Outstanding    (98,736)    10,412 



Class I         
Shares sold    44,231    275,089 
Shares issued for dividends reinvested    535    85,975 
Shares redeemed    (340,470)    (141,116) 
Net Increase (Decrease) in Shares Outstanding    (295,704)    219,948 



Class T         
Shares sold    47,058    174,456 
Shares issued for dividends reinvested    39    60,125 
Shares redeemed    (96,348)    (293,848) 
Net Increase (Decrease) in Shares Outstanding    (49,251)    (59,267) 

a    Effective June 1, 2007, Class R shares were redesignated as Class I shares. 
b    During the period ended June 30, 2008, 10,714 Class B shares representing $373,787 were automatically 
    converted to 10,238 Class A shares and during the period ended December 31,2007, 21,550 Class B shares 
    representing $1,007,667 were automatically converted to 20,752 Class A shares. 
See notes to financial statements. 

The Fund 17


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 
    June 30, 2008        Year Ended December 31,     



Class A Shares    (Unaudited)    2007    2006    2005    2004    2003 







Per Share Data ($):                         
Net asset value,                         
beginning of period    38.24    47.92    47.02    44.42    41.91    34.94 
Investment Operations:                         
Investment income                         
(loss)—net a    .08    .24    .14    .13    (.05)    (.03) 
Net realized and unrealized                     
gain (loss) on investments (2.82)    (2.51)    6.16    6.03    6.34    10.95 
Total from Investment                         
Operations    (2.74)    (2.27)    6.30    6.16    6.29    10.92 
Distributions:                         
Dividends from investment                     
income—net    (.06)    (.18)    (.08)    (.09)        (.00)b 
Dividends from net realized                     
gain on investments    (.00)b    (7.23)    (5.32)    (3.47)    (3.78)    (3.95) 
Total Distributions    (.06)    (7.41)    (5.40)    (3.56)    (3.78)    (3.95) 
Net asset value,                         
end of period    35.44    38.24    47.92    47.02    44.42    41.91 







Total Return (%) c    (7.17)d    (4.76)    13.56    14.40    15.33    31.68 







Ratios/Supplemental Data (%):                     
Ratio of total expenses                         
to average net assets    1.19e    1.19    1.20    1.16    1.22    1.25 
Ratio of net expenses                         
to average net assets    1.18e    1.19f    1.20f    1.16    1.22f    1.25 
Ratio of net investment income                     
(loss) to average net assets .44e    .50    .29    .29    (.12)    (.08) 
Portfolio Turnover Rate    47.29d    88.97    40.30    37.93    99.93    121.01 







Net Assets, end of period                     
($ x 1,000)    805,949    1,021,924    1,131,962    1,041,238    874,359    728,634 

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    Expense waivers and/or reimbursements amounted to less than .01%. 
See notes to financial statements. 

18


    Six Months Ended
June 30, 2008
 
        Year Ended December 31,     



Class B Shares    (Unaudited)    2007    2006    2005    2004    2003 







Per Share Data ($):                         
Net asset value,                         
beginning of period    36.56    46.33    45.86    43.67    41.57    34.93 
Investment Operations:                         
Investment (loss)—net a    (.07)    (.14)    (.23)    (.24)    (.38)    (.32) 
Net realized and unrealized                         
gain (loss) on investments    (2.69)    (2.40)    6.02    5.90    6.26    10.91 
Total from Investment Operations    (2.76)    (2.54)    5.79    5.66    5.88    10.59 
Distributions:                         
Dividends from net realized                         
gain on investments    (.00)b    (7.23)    (5.32)    (3.47)    (3.78)    (3.95) 
Net asset value, end of period    33.80    36.56    46.33    45.86    43.67    41.57 







Total Return (%) c    (7.54)d    (5.51)    12.78    13.48    14.46    30.73 







Ratios/Supplemental Data (%):                     
Ratio of total expenses                         
to average net assets    2.03e    1.97    1.97    1.99    2.00    1.99 
Ratio of net expenses                         
to average net assets    2.02e    1.97f    1.97f    1.99    2.00f    1.99 
Ratio of net investment (loss)                         
to average net assets    (.40)e    (.30)    (.49)    (.54)    (.88)    (.82) 
Portfolio Turnover Rate    47.29d    88.97    40.30    37.93    99.93    121.01 







Net Assets, end of period                         
($ x 1,000)    13,564    17,435    22,388    20,938    15,285    9,036 

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    Expense waivers and/or reimbursements amounted to less than .01%. 
See notes to financial statements. 

The Fund 19


FINANCIAL HIGHLIGHTS (continued)

    Six Months Ended
June 30, 2008
 
        Year Ended December 31,     



Class C Shares    (Unaudited)    2007    2006    2005    2004    2003 







Per Share Data ($):                         
Net asset value,                         
beginning of period    36.60    46.36    45.90    43.70    41.58    34.93 
Investment Operations:                         
Investment (loss)—net a    (.06)    (.12)    (.20)    (.21)    (.35)    (.31) 
Net realized and unrealized                         
gain (loss) on investments    (2.70)    (2.41)    5.98    5.88    6.25    10.91 
Total from Investment Operations    (2.76)    (2.53)    5.78    5.67    5.90    10.60 
Distributions:                         
Dividends from net realized                         
gain on investments    (.00)b    (7.23)    (5.32)    (3.47)    (3.78)    (3.95) 
Net asset value, end of period    33.84    36.60    46.36    45.90    43.70    41.58 







Total Return (%) c    (7.53)d    (5.48)    12.75    13.49    14.49    30.72 







Ratios/Supplemental Data (%):                     
Ratio of total expenses                         
to average net assets    1.99e    1.94    1.93    1.93    1.97    1.95 
Ratio of net expenses                         
to average net assets    1.98e    1.94f    1.93f    1.93    1.97f    1.95 
Ratio of net investment (loss)                         
to average net assets    (.36)e    (.26)    (.43)    (.49)    (.82)    (.78) 
Portfolio Turnover Rate    47.29d    88.97    40.30    37.93    99.93    121.01 







Net Assets, end of period                         
($ x 1,000)    16,288    21,231    26,406    18,166    10,193    3,514 

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    Expense waivers and/or reimbursements amounted to less than .01%. 
See notes to financial statements. 

  20

    Six Months Ended
June 30, 2008
 
        Year Ended December 31,     



Class I Shares    (Unaudited)    2007a    2006    2005    2004    2003 







Per Share Data ($):                         
Net asset value,                         
beginning of period    38.49    48.25    47.37    44.72    42.04    34.96 
Investment Operations:                         
Investment income—net b    .01    .29    .16    .12    .15    .09 
Net realized and unrealized                         
gain (loss) on investments    (2.83)    (2.54)    6.19    6.12    6.31    10.94 
Total from Investment Operations    (2.82)    (2.25)    6.35    6.24    6.46    11.03 
Distributions:                         
Dividends from investment                         
income—net    (.06)    (.28)    (.15)    (.12)         
Dividends from net realized                         
gain on investments    (.00)c    (7.23)    (5.32)    (3.47)    (3.78)    (3.95) 
Total Distributions    (.06)    (7.51)    (5.47)    (3.59)    (3.78)    (3.95) 
Net asset value, end of period    35.61    38.49    48.25    47.37    44.72    42.04 







Total Return (%)    (7.32)d    (4.67)    13.56    14.48    15.69    31.97 







Ratios/Supplemental Data (%):                     
Ratio of total expenses                         
to average net assets    1.55e    1.09    1.18    1.11    .92    .93 
Ratio of net expenses                         
to average net assets    1.54e    1.09f    1.18f    1.11    .92f    .93 
Ratio of net investment income                         
to average net assets    .03e    .60    .32    .27    .38    .21 
Portfolio Turnover Rate    47.29d    88.97    40.30    37.93    99.93    121.01 







Net Assets, end of period                         
($ x 1,000)    8,615    20,696    15,328    10,312    3,583    390 

a    Effective June 1, 2007, Class R shares were redesignated as Class I shares. 
b    Based on average shares outstanding at each month end. 
c    Amount represents less than $.01 per share. 
d    Not annualized. 
e    Annualized. 
f    Expense waivers and/or reimbursements amounted to less than .01%. 
See notes to financial statements. 

The Fund 21


FINANCIAL HIGHLIGHTS (continued)

    Six Months Ended
June 30, 2008
 
        Year Ended December 31,     



Class T Shares    (Unaudited)    2007    2006    2005    2004    2003 







Per Share Data ($):                         
Net asset value,                         
beginning of period    37.75    47.32    46.54    44.13    41.76    34.94 
Investment Operations:                         
Investment income (loss)—net a    .03    .13    .08    (.02)    (.10)    (.12) 
Net realized and unrealized                         
gain (loss) on investments    (2.79)    (2.47)    6.09    6.01    6.25    10.89 
Total from Investment Operations    (2.76)    (2.34)    6.17    5.99    6.15    10.77 
Distributions:                         
Dividends from investment                         
income—net            (.07)    (.11)         
Dividends from net realized                         
gain on investments    (.00)b    (7.23)    (5.32)    (3.47)    (3.78)    (3.95) 
Total Distributions    (.00)b    (7.23)    (5.39)    (3.58)    (3.78)    (3.95) 
Net asset value, end of period    34.99    37.75    47.32    46.54    44.13    41.76 







Total Return (%) c    (7.30)d    (4.97)    13.39    14.12    15.04    31.24 







Ratios/Supplemental Data (%):                     
Ratio of total expenses                         
to average net assets    1.45e    1.41    1.33    1.38    1.46    1.56 
Ratio of net expenses                         
to average net assets    1.45e    1.41f    1.33f    1.38    1.46f    1.56 
Ratio of net investment income                         
(loss) to average net assets    .18e    .27    .17    (.05)    (.24)    (.33) 
Portfolio Turnover Rate    47.29d    88.97    40.30    37.93    99.93    121.01 







Net Assets, end of period                         
($ x 1,000)    11,364    14,117    20,504    15,651    1,302    122 

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    Expense waivers and/or reimbursements amounted to less than .01%. 
See notes to financial statements. 

22


NOTES TO FINANCIAL STATEMENTS ( U n a u d i t e d )

NOTE 1—Significant Accounting Policies:

Dreyfus Premier New Leaders 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 a diversified open-end management investment company and operates as a series company currently offering six series, including the fund.The fund’s investment objective is to maximize capital appreciation. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Melon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares. The fund is authorized to issue 100 million shares of $.001 par value Common Stock.The fund currently offers five classes of shares: Class A (35 million shares authorized), Class B (30 million shares authorized), Class C (15 million shares authorized), Class I (15 million shares authorized) and Class T (5 million shares authorized). Class A and Class T shares are subject to a sales charge imposed at the time of purchase. Class B shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class B share redemptions made within six years of purchase and automatically convert to Class A shares after six years.The fund does not offer Class B shares, except in connection with dividend reinvestment and permitted exchanges of Class B shares. Class C shares are subject to a CDSC on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only 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 Fund 23


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

The fund 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: 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 open-end investment companies that are not traded on an exchange are valued at their net asset value.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

24


of Directors. 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 futures contracts. For other securities that are fair valued by the Board of Directors, certain factors may be considered 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. Financial futures are valued at the last sales price.

The Financial Accounting Standards Board (“FASB”) released Statement of Financial Accounting Standards No. 157 “Fair Value Measurements” (“FAS 157”). FAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair-value measurements. The application of FAS 157 is required for fiscal years beginning after November 15, 2007 and interim periods within those fiscal years.

Various inputs are used in determining the value of the fund’s investments relating to FAS 157.

These inputs are summarized in the three broad levels listed below.

Level    1—quoted prices in active markets for identical securities. 
Level    2—other significant observable inputs (including quoted 
prices for similar securities, interest rates, prepayment speeds, 
credit    risk, etc.). 
Level    3—significant unobservable inputs (including 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.

The Fund 25


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The following is a summary of the inputs used as of June 30, 2008 in valuing the fund’s investments carried at fair value:

    Investments in    Other Financial 
Valuation Inputs    Securities ($)    Instruments ($)  



Level 1—Quoted Prices    1,028,915,449    0 
Level 2—Other Significant         
Observable Inputs    0    0 
Level 3—Significant         
Unobservable Inputs    0    0 
Total    1,028,915,449    0 

    Other financial instruments include derivative instruments, such as futures, forward currency 
    exchange contracts and swap contracts, which are valued at the unrealized appreciation 
    (depreciation) on the instrument. 

(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.

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

Pursuant to a securities lending agreement with Mellon Bank, N.A. (“Mellon Bank”), a subsidiary of BNY Mellon and a Dreyfus affiliate, 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, U.S. Government and Agency securities of Letters of Credit.The fund is entitled to receive all income

26


on securities loaned, in addition to income earned as a result of the lending transaction. Although each security loaned is fully collateralized, the fund bears the risk of delay in recovery of, or loss of rights in, the securities loaned should a borrower fail to return the securities in a timely manner. During the period ended June 30, 2008, Mellon Bank earned $242,308 pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by the Manager are defined as “affiliated” in the Act.

(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, 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 U.S. generally accepted accounting principles.

(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.

During the current year, the fund adopted FASB Interpretation No. 48 “Accounting for Uncertainty in Income Taxes” (“FIN 48”). FIN 48 provides guidance for how uncertain tax positions should be recognized, measured, presented and disclosed in the financial statements. FIN 48 requires the evaluation of tax positions taken or expected to be taken in the course of preparing the fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to

The Fund 27


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

meet the more-likely-than-not threshold would be recorded as a tax expense in the current year. The adoption of FIN 48 had no impact on the operations of the fund for the period ended June 30, 2008.

As of and during the period ended June 30, 2008, the fund did not have any liabilities for any unrecognized tax benefits.The fund recognizes interest and penalties, if any, related to unrecognized tax benefits as income tax expense in the Statement of Operations. During the period, the fund did not incur any interest or penalties.

Each of the tax years in the three-year period ended December 31, 2007, remains subject to examination by the Internal Revenue Service and state taxing authorities.

As a result of the fund’s merger with Dreyfus Premier Aggressive Growth Fund and Dreyfus Aggressive Growth Fund, capital losses of $9,178,572 are available to offset future gains, if any. Based on certain provisions in the Code, the amount of losses which can be utilized in subsequent years is subject to an annual limitation.This acquired capital loss is expected to expire between 2008-2010.

The tax character of distributions paid to shareholders during the fiscal year ended December 31, 2007, was as follows: ordinary income $4,695,037 and long-term capital gains $180,535,330.The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Line of Credit:

The fund participates with other Dreyfus-managed funds in a $350 million redemption credit facility (the “Facility”) to be utilized for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay commitment fees on its pro rata portion of the Facility. Interest is charged to the fund based on prevailing market rates in effect at the time of borrowing.

The average daily amount of borrowings outstanding under the Facility during the period ended June 30, 2008 was approximately $1,219,500, with a related weighted average annualized interest rate of 4.11% .

28


NOTE 3—Management Fee and Other Transactions With Affiliates:

(a) Pursuant to a management agreement (“Agreement”) with the Manager, 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.

During the period ended June 30, 2008, the Distributor retained $9,733 and $24 from commissions earned on sales of the fund’s Class A and Class T shares, respectively, and $21,659 and $1,246 from CDSCs on redemptions of the fund’s Class B and Class C shares, respectively.

(b) Under the Distribution Plan (the “Plan”) adopted pursuant to Rule 12b-1 under the Act, Class B, Class C and Class T shares pay the Distributor for distributing their shares at an annual rate of .75% of the value of the average daily net assets of Class B and Class C shares and .25% of the value of the average daily net assets of Class T shares. During the period ended June 30, 2008, Class B, Class C and Class T shares were charged $54,938, $67,196 and $15,340, respectively, pursuant to the Plan.

(c) Under the Shareholder Services Plan, Class A, Class B, Class C and Class T 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 Class A, Class B, Class C and Class T shares and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (a securities dealer, financial institution or other industry professional) in respect of these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended June 30, 2008, Class A, Class B, Class C and Class T shares were charged $1,099,110, $18,313, $22,399 and $15,340, respectively, pursuant to the Shareholder Services Plan.

The Fund 29


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended June 30, 2008, the fund was charged $226,968 pursuant to the transfer agency agreement.

The fund compensates The Bank of New York, a subsidiary of BNY Mellon and a Dreyfus affiliate, under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended June 30, 2008, the fund was charged $26,777 pursuant to the cash management agreement.

The fund compensates Mellon Bank under a custody agreement for providing custodial services for the fund. During the period ended June 30, 2008, the fund was charged $35,798 pursuant to the custody agreement.

During the period ended June 30, 2008, the fund was charged $2,820 for services performed by the Chief Compliance Officer.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $559,088, Rule 12b-1 distribution plan fees $21,889, shareholder services plan fees $184,523, custodian fees $25,466, chief compliance officer fees $2,820 and transfer agency per account fees $76,640.

(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 June 30, 2008, amounted to $446,692,528 and $619,738,019, respectively.

At June 30, 2008, accumulated net unrealized appreciation on investments was $7,056,374, consisting of $106,601,680 gross unrealized appreciation and $99,545,306, gross unrealized depreciation.

30


At June 30, 2008, 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).

In March 2008, the FASB released Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (“FAS 161”). FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments, and disclosures about credit-risk-related contingent features in derivative agreements.The application of FAS 161 is required for fiscal years beginning after November 15, 2008 and interim periods within those fiscal years.At this time, management is evaluating the implications of FAS 161 and its impact on the financial statements and the accompanying notes has not yet been determined.

NOTE 5—Subsequent Event:

Effective July 1, 2008, BNY Mellon has reorganized and consolidated a number of its banking and trust company subsidiaries. As a result of the reorganization, any services previously provided to the fund by Mellon Bank, N.A. or Mellon Trust of New England, N.A. are now provided by The Bank of New York, which has changed its name to The Bank of New York Mellon.

The Fund 31


INFORMATION ABOUT THE REVIEW AND APPROVAL OF 
THE FUND’S MANAGEMENT AGREEMENT (Unaudited) 

At a Meeting of the fund’s Board of Directors held on May 5, 2008, the Board considered the re-approval of the fund’s Management Agreement through November 30, 2008, pursuant to which the Manager provides the fund with investment advisory and administrative services. The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Manager.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board members received a presentation from representatives of the Manager regarding services provided to the fund and other funds in the Dreyfus fund complex, and discussed the nature, extent, and quality of the services provided to the fund pursuant to the fund’s Management Agreement.The Manager’s representatives reviewed the fund’s distribution of accounts and the relationships that the Manager has with various intermediaries and the different needs of each. The Manager’s representatives noted the diversity of distribution of the fund as well as among the funds in the Dreyfus fund complex, and the Manager’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each of the fund’s distribution channels. The Board also reviewed the number of shareholder accounts in the fund, as well as the fund’s asset size.

The Board members also considered the Manager’s research and portfolio management capabilities and that the Manager also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board members also considered the Manager’s extensive administrative, accounting, and compliance infrastructure.

Comparative Analysis of the Fund’s Management Fee and Expense Ratio and Performance.The Board members reviewed reports furnished to the Manager that were prepared by Lipper, Inc., an independent provider of investment company data, which included information comparing

32


the fund’s management fee and expense ratio with a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”) that were selected by Lipper. Included in the fund’s reports were comparisons of contractual and actual management fee rates and total operating expenses.

The Board members also reviewed reports furnished to the Manager that were prepared by Lipper that presented the fund’s performance as well as comparisons of total return performance for the fund to the same group of funds as the Expense Group (the “Performance Group”) and to a group of funds that was broader than the Expense Universe (the “Performance Universe”) that also were selected by Lipper, all for various periods ended March 31, 2008. The Manager previously had furnished the Board with a description of the methodology Lipper used to select the fund’s Expense Group and Expense Universe, and Performance Group and Performance Universe. The Manager also provided a comparison of the fund’s total returns to the returns of the fund’s benchmark index for the past 10 calendar years.

The Board reviewed the results of the Expense Group and Expense Universe comparisons that were prepared based on financial statements available to Lipper as of March 31, 2008.The Board reviewed the range of management fees and expense ratios of the funds in the Expense Group and Expense Universe, and noted that the fund’s contractual management fee was lower than the Expense Group median, and that the fund’s actual management fee was lower than the Expense Group median and at the Expense Universe median.The Board also noted that the fund’s total expense ratio was lower than the Expense Group and Expense Universe medians.

With respect to the fund’s performance, the Board noted that the fund achieved fourth quartile total return rankings (the first quartile being the highest performance ranking group) in the Performance Group and Performance Universe for each reported time period up to 10 years (except for the 10-year ranking in the Performance Universe).

The Fund 33


INFORMATION ABOUT THE REVIEW AND APPROVAL OF 
THE FUND’S MANAGEMENT AGREEMENT (Unaudited) (continued) 

The Board received a presentation from the fund’s primary portfolio managers regarding the fund’s performance, during which it was noted that the current portfolio management team (the “Team”) assumed responsibility for managing the fund in June 2005. Representatives from the Team noted the fund’s stronger relative performance record in 2005 and 2006, as well as the fund’s first quartile Lipper total return category ranking for April 2008 and second quartile Lipper total return category ranking for the year-to-date period ended April 30, 2008. Representatives of the Manager also reviewed implementation of the Team’s proprietary quantitative investment model used to select portfolio investments, and noted that quantitatively managed funds struggled broadly over the prior year. These representatives also specifically described why it believed the Team’s quantitative model underperformed to the degree that it did in 2007.

Representatives of the Manager reviewed with the Board members the fees paid to the Manager or its affiliates by mutual funds managed by the Manager or its affiliates that were reported in the same Lipper category as the fund (the “Similar Funds”).The Manager’s representatives also reviewed the costs associated with distribution through inter-mediaries.The Board analyzed differences in fees paid to the Manager and discussed the relationship of the management fees paid in light of the services provided.The Board members considered the relevance of the fee information provided for the Similar Funds to evaluate the appropriateness and reasonableness of the fund’s management fee.The Manager’s representatives noted that there were no similarly managed institutional separate accounts or wrap fee accounts managed by the Manager or its affiliates with similar investment objectives, policies, and strategies as the fund.

Analysis of Profitability and Economies of Scale. The Manager’s representatives reviewed the dollar amount of expenses allocated and profit received by the Manager for the fund and the method used to

34


determine such expenses and profit. The Board previously had been provided with information prepared by an independent consulting firm regarding the Manager’s approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus mutual fund complex. The Board also had been informed that the methodology had also been reviewed by an independent registered public accounting firm which, like the consultant, found the methodology to be reasonable. The consulting firm also analyzed where any economies of scale might emerge in connection with the management of the fund.The Board members evaluated the profitability analysis in light of the relevant circumstances for the fund, including the change in the fund’s asset size from the prior year, and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. The Board members also considered potential benefits to the Manager from acting as investment adviser to the fund and noted from the Board meeting held on October 29-30, 2007 the soft dollar arrangements in effect with respect to trading the fund’s portfolio.

It was noted that the Board members should consider the Manager’s profitability with respect to the fund as part of their evaluation of whether the fees under the Management Agreement bear a reasonable relationship to the mix of services provided by the Manager, including the nature, extent, and quality of such services and that a discussion of economies of scale is predicated on increasing assets and that, if a fund’s assets had been decreasing, the possibility that the Manager may have realized any economies of scale would be less. It was noted that the profitability percentage for managing the fund was within the range determined by appropriate court cases to be reasonable given the services rendered and that the profitability percentage for managing the fund was reasonable given the generally superior service levels provided.

The Fund 35


INFORMATION ABOUT THE REVIEW AND APPROVAL OF 
THE FUND’S MANAGEMENT AGREEMENT (Unaudited) (continued) 

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to continuation of the fund’s Management Agreement. Based on the discussions and considerations as described above, the Board reached the following conclusions and determinations.

  • The Board concluded that the nature, extent, and quality of the ser- vices provided by the Manager are adequate and appropriate.
  • While the Board was concerned with the fund’s overall performance record, the Board acknowledged the fund’s more competitive total return performance in calendar years 2005, 2006, and year-to-date in 2008, and the Team’s explanation of the factors that contributed to the fund’s underperformance in 2007.The Board acknowledged the Manager’s commitment to continue to closely monitor the fund’s performance and the Team’s ability to build on its recent perfor- mance over a longer time period.
  • The Board concluded that the fee paid to the Manager by the fund was reasonable in light of the considerations described above.
  • The Board determined that the economies of scale which may accrue to the Manager and its affiliates in connection with the management of the fund had been adequately considered by the Manager in con- nection with the management fee rate charged to the fund, and that, to the extent in the future it were to be determined that material economies of scale had not been shared with the fund, the Board would seek to have those economies of scale shared with the fund.

The Board members considered these conclusions and determinations, along with the information received on a routine and regular basis throughout the year, and, without any one factor being dispositive, the Board determined that re-approval of the fund’s Management Agreement through November 30, 2008 was in the best interests of the fund and its shareholders.

36


Telephone Call your financial representative or 1-800-554-4611 
Mail    The Dreyfus Premier 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 12-month period ended June 30, 2008, 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 1-800-645-6561.

© 2008 MBSC Securities Corporation


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.    Schedule of 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. 


Item 10. Submission of Matters to a Vote of Security Holders.

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

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

Item 11. Controls and Procedures.

(a) The Registrant's principal executive and principal financial officers have concluded, based on their evaluation of the Registrant's disclosure controls and procedures as of a date within 90 days of the filing date of this report, that the Registrant's disclosure controls and procedures are reasonably designed to ensure that information required to be disclosed by the Registrant on Form N-CSR is recorded, processed, summarized and reported within the required time periods and that information required to be disclosed by the Registrant in the reports that it files or submits on Form N-CSR is accumulated and communicated to the Registrant's management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

(b) There were no changes to the Registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12. Exhibits.

(a)(1) 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/J. David Officer 
    J. David Officer 
    President
 
Date:    August 25, 2008 

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.

By:    /s/J. David Officer 
    J. David Officer 
    President
 
Date:    August 25, 2008 
 
 
By:    /s/James Windels 
    James Windels 
    Treasurer
 
Date:    August 25, 2008 

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)