N-CSR 1 annualform-085.htm ANNUAL REPORT annualform-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)

 

 

 

 

 

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:

 

11/30

 

Date of reporting period:

11/30/10

 

 

 

  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 

 

ANNUAL REPORT November 30, 2010




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.




 

Contents

 

THE FUND

2     

A Letter from the Chairman and CEO

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

20     

Statement of Assets and Liabilities

21     

Statement of Operations

22     

Statement of Changes in Net Assets

24     

Financial Highlights

27     

Notes to Financial Statements

36     

Report of Independent Registered Public Accounting Firm

37     

Important Tax Information

38     

Information About the Review and Approval of the Fund’s Management Agreement, Portfolio Allocation Management Agreement and Sub-Invesment Advisory Agreements

46     

Board Members Information

49     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus 
Select Managers 
Small Cap Value Fund 

 

The Fund 

 


A LETTER FROM THE CHAIRMAN AND CEO

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Select Managers Small CapValue Fund, covering the 12-month period from December 1, 2009, through November 30, 2010.

Stocks throughout the global markets delivered respectable returns during the reporting period, despite periodic bouts of market volatility stemming from economic uncertainty and events. Although GDP growth in most countries was positive throughout the reporting period, the global economic recovery has been milder than historical averages, in particular in the U.S. Most notably, heavy sovereign debt burdens recently renewed credit concerns in Europe, effectively barring some governments from adopting more stimulative fiscal policies. However, robust demand from the world’s emerging markets has taken up some of the slack, supporting corporate earnings and stock prices.

We are cautiously optimistic regarding global economic and market prospects in 2011. Global expansion should gain a degree of momentum, led by financially strong emerging markets countries, while “debt hangover” countries in the developed world may face continued economic challenges. Monetary policy remains stimulative in most markets, and inflation-adjusted interest rates and inflation remain low. So is your portfolio positioned accordingly given these recent global economic events?Talk with your financial advisor, who can help you evaluate your portfolio investments within the new global economic framework to help meet your individual investment needs and future capital goals.

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.

Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
December 15, 2010

2




DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2009, through November 30, 2010, as provided by Keith L. Stransky and Robert B. Mayerick, Portfolio Allocation Managers, EACM Advisors LLC

Market and Fund Performance Overview

For the 12-month period ended November 30, 2010, Dreyfus Select Managers Small CapValue Fund’s Class A shares produced a total return of 29.05%, Class C shares returned 28.07% and Class I shares returned 29.32%.1 In comparison, the total return of the Russell 2000Value Index (the “Index”), the fund’s benchmark, was 23.66% for the same period.2

Small-cap stocks generally encountered heightened volatility due to economic concerns, but rising corporate earnings and the prospect of further easing of U.S. monetary policy helped the Index end the reporting period with substantial gains. The fund produced higher returns than its benchmark, mainly the result of overweighted exposure and strong stock selections in the industrials and health care sectors.

The Fund’s Investment Approach

The fund seeks capital appreciation.To pursue its goal, the fund normally invests at least 80% of its 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 recommend to Dreyfus and the fund’s board any changes based on our evaluations.

The fund’s assets currently are allocated among five sub-advisers, each acting independently of one another and using its own methodology to select portfolio investments. Currently, 25% of the fund’s assets are allocated to Thompson, Siegel and Walmsley, LLC, which employs a combination of quantitative and qualitative security selection methods based on a four-factor valuation model. 30% is allocated to Walthausen & Co., LLC, which uses a proprietary valuation model to identify companies that are trading at a discount to their intrinsic values. 30%

TheFund 3



DISCUSSION OF FUND PERFORMANCE (continued)

is allocated to 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. 10% of the fund’s assets are allocated to Lombardia Capital Partners, which uses fundamental analysis and a bottom-up value-oriented approach in seeking stocks trading below their intrinsic values. Finally, 5% of the fund’s assets are allocated to Riverbridge Partners, LLC, which focuses on companies that are building their earnings power and intrinsic value over long periods of time.

Economic Concerns Sparked Heightened Market Volatility

Early in the reporting period, sustained global and domestic economic recoveries helped fuel a market rally that lifted small-cap stocks. However, in the spring of 2010, investors faced renewed global economic uncertainty when Europe was roiled by a sovereign debt crisis and mixed data in the United States regarding unemployment and housing markets suggested that stubborn economic headwinds might constrain already mild domestic growth.As a result, U.S. stocks posted sharp declines through the summer.

The market reversed course again in the fall, climbing amid growing corporate earnings and consumer spending. In addition, investors looked forward to new monetary stimulus from the Federal Reserve Board. Renewed optimism sparked a broad-based market rally, enabling the Index to post double-digit gains by the reporting period’s end.

Fund Added Value in Industrials Sector

The fund participated more fully than the benchmark in the market rally. Results were especially strong in the industrials sector, where an overweighted position helped bolster the fund’s exposure to companies that prospered amid robust global demand for industrial equipment and materials.The fund’s top individual performer for the reporting period was Ladish Inc., a maker of jet engine components that posted better-than-expected earnings before receiving an acquisition offer from Allegheny Technologies. Another industrial holding, friction products provider Hawk Corp., was acquired during the reporting period by Carlisle Companies. In each case, the acquirers apparently recognized, as the fund’s subadvisers did, that the stocks were trading below their intrinsic values. In the health care sector, the fund’s relative perfor-

4



mance benefited from Questcor Pharmaceuticals, which more than tripled in value after receiving regulatory approval for a new treatment for neurological disorders.

On the other hand, the fund encountered some disappointments during the reporting period. Lackluster stock selection in the overweighted technology sector undermined relative performance; examples included Hutchinson Technology, which saw weaker demand for its disk drive suspension assemblies, and mobile technology specialist Telecommunications Systems, which lagged due to quarterly earnings that fell short of analysts’ expectations.

Positioned for a Slow Recovery

Although we expect the U.S. economy to remain sluggish, we remain optimistic about the prospects of U.S. stocks. In our judgment, rising corporate earnings could lead to greater mergers-and-acquisitions activity, potentially benefiting small-cap stocks as larger companies begin to deploy some of their massive cash reserves. We believe that these factors—as well as the fund’s exposure to some of the industry’s top portfolio managers—make the fund an attractive investment vehicle in today’s marketplace.

December 15, 2010

  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, 
  2011, at which time it may be extended, terminated or modified. Had these expenses not been 
  absorbed, the fund’s returns would have been lower. 
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. 

 

TheFund 5



FUND PERFORMANCE


Source: Lipper Inc. 
Past performance is not predictive of future performance. 
The above graph compares a $10,000 investment made in Class A, Class C and Class I shares of Dreyfus Select 
Managers Small Cap Value Fund on 12/17/08 (inception date) to a $10,000 investment made in the Russell 2000 
Value Index (the “Index”) on that date. For comparative purposes, the value of the Index on 12/31/08 is used as the 
beginning value on 12/17/08.All dividends and capital gain distributions are reinvested. 
The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A 
shares and all other applicable fees and expenses on all classes.The 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. Unlike 
a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. 
These factors can contribute to the Index potentially outperforming the fund. Further information relating to fund 
performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the 
prospectus and elsewhere in this report. 

 

6



Average Annual Total Returns as of 11/30/10     
 
  Inception    From 
  Date  1 Year  Inception 
Class A shares       
with maximum sales charge (5.75%)  12/17/08  21.63%  22.40% 
without sales charge  12/17/08  29.05%  26.16% 
Class C shares       
with applicable redemption charge   12/17/08  27.07%  25.21% 
without redemption  12/17/08  28.07%  25.21% 
Class I shares  12/17/08  29.32%  26.47% 
Russell 2000 Value Index††  12/31/08  23.66%  18.57% 

 

Past performance is not predictive of future performance.The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  For comparative purposes, the value of the Index as of 12/31/08 is used as the beginning value on 12/17/08. 

 

TheFund 7



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 June 1, 2010 to November 30, 2010. 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 November 30, 2010

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 6.70  $ 10.74  $ 5.39 
Ending value (after expenses)  $1,105.30  $1,100.70  $1,106.60 

 

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 November 30, 2010

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 6.43  $ 10.30  $ 5.16 
Ending value (after expenses)  $1,018.70  $1,014.84  $1,019.95 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.27% for Class A, 2.04% for Class C and 1.02% 
for Class I, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half 
year period). 

 

8



STATEMENT OF INVESTMENTS

November 30, 2010

Common Stocks—97.3%  Shares  Value ($) 
Consumer Discretionary—16.7%     
Aaron’s  27,950  557,882 
Advance Auto Parts  22,200  1,464,978 
Ambassadors Group  88,620  975,706 
American Reprographics  32,613 a  229,269 
Avery Dennison  38,600  1,449,044 
Barrett Business Services  16,067  238,274 
Brink’s  30,900  758,286 
Cabela’s  60,190 a  1,339,227 
Capella Education  3,473 a  190,286 
Carter’s  54,400 a  1,722,304 
CEC Entertainment  5,503 a  206,473 
Cheesecake Factory  13,900 a  442,993 
Chico’s FAS  32,200  388,010 
Cinemark Holdings  43,900  770,445 
Coinstar  16,200 a  1,043,928 
Conn’s  14,959 a  47,869 
Convergys  64,700 a  833,983 
Cooper  24,600  1,316,100 
Corinthian Colleges  149,700 a  618,261 
CPI  26,730  760,736 
Cracker Barrel Old Country Store  4,896  257,823 
CSS Industries  44,100  805,707 
Diebold  23,600  741,512 
Digital River  17,700 a  651,714 
Dress Barn  22,193 a  548,167 
Drew Industries  56,000 a  1,131,200 
FTI Consulting  42,739 a  1,523,218 
Genesco  9,123 a  350,871 
Gentex  24,775  520,027 
Grand Canyon Education  11,737 a  223,472 
Hillenbrand  29,701  573,526 
Interval Leisure Group  80,400 a  1,332,228 
JOS. A. Bank Clothiers  18,501 a  833,285 
Kirkland’s  24,900 a  297,555 
Korn/Ferry International  21,834 a  378,165 

 

TheFund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares  Value ($) 
Consumer Discretionary (continued)     
Lifetime Brands  61,645 a  908,647 
LKQ  19,400 a  418,555 
Meredith  9,549  321,037 
Nobel Learning Communities  62,100 a  432,837 
Nu Skin Enterprises, Cl. A  6,747  213,273 
OfficeMax  74,500 a  1,273,205 
PEP Boys-Manny Moe & Jack  157,405  1,950,248 
Polaris Industries  1,771  128,734 
Quiksilver  108,100 a  464,830 
Rent-A-Center  61,172  1,703,028 
Ruth’s Hospitality Group  50,382 a  248,887 
Sally Beauty Holdings  110,300 a  1,516,625 
Shuffle Master  73,300 a  786,509 
Shutterfly  27,200 a  897,600 
Snap-On  7,300  386,389 
Stein Mart  6,915 a  68,458 
TNS  14,043 a  269,906 
True Religion Apparel  32,000 a  717,760 
Universal Technical Institute  58,360  1,208,636 
Valassis Communications  25,900 a  843,045 
ValueClick  63,200 a  982,128 
Warner Music Group  125,800 a  606,356 
    41,869,217 
Consumer Staples—2.4%     
Chiquita Brands International  23,360 a  261,165 
Constellation Brands, Cl. A  93,300 a  1,922,913 
Flowers Foods  39,400  1,032,280 
Landec  136,350 a  853,551 
Nash Finch  6,319  233,487 
Overhill Farms  41,025 a  215,381 
Sensient Technologies  12,347  419,428 
United Natural Foods  12,125 a  453,960 
USANA Health Sciences  2,510 a  105,721 
Zhongpin  23,500 a  449,085 
    5,946,971 

 

10



Common Stocks (continued)  Shares    Value ($) 
Energy—5.9%       
Andersons  23,100    746,592 
Atmos Energy  11,429    343,670 
Berry Petroleum, Cl. A  8,136    310,063 
Brigham Exploration  96,000  a  2,414,400 
Cal Dive International  34,510  a  184,628 
Global Industries  87,900 a  547,617 
GMX Resources  68,092 a  301,648 
Gulfport Energy  47,950 a  893,788 
Holly  24,100    866,154 
Newpark Resources  75,300 a  430,716 
Northern Oil and Gas  83,100 a  1,898,835 
Ormat Technologies  16,300    436,840 
Pantry  32,200 a  661,388 
Southern Union  41,100    970,371 
Stone Energy  12,633 a  260,998 
Tetra Technologies  119,200 a  1,311,200 
Venoco  44,500 a  774,745 
Whiting Petroleum  13,300 a  1,463,665 
      14,817,318 
Financial—19.0%       
Alterra Capital Holdings  36,200    736,308 
Altisource Portfolio Solutions  37,233 a  1,011,993 
American Equity Investment Life Holding  92,166    1,011,983 
Ares Capital  25,324    416,073 
Asta Funding  60,630    433,504 
Baldwin & Lyons, Cl. B  8,875    205,279 
BancorpSouth  13,197    169,581 
Bank of Hawaii  10,286    445,384 
BioMed Realty Trust  45,700 b  805,691 
Brandywine Realty Trust  50,300 b  556,318 
Broadridge Financial Solutions  42,700    879,193 
Bryn Mawr Bank  53,520    898,601 
Capstead Mortgage  52,400 b  615,700 
Cash America International  25,900    937,580 
Center Financial  21,791 a  136,412 

 

TheFund 11



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares  Value ($) 
Financial (continued)     
City Holding  18,300  586,881 
Columbia Banking System  89,725  1,564,804 
Community Bank System  55,254  1,330,516 
CoreLogic  57,500  1,047,075 
Cullen/Frost Bankers  7,332  392,555 
CVB Financial  125,100  984,537 
Delphi Financial Group, Cl. A  27,172  697,777 
Deluxe  27,640  585,692 
Donegal Group, Cl. A  14,111  209,831 
EastGroup Properties  8,433 b  336,224 
Euronet Worldwide  35,000 a  572,600 
F.N.B  33,550  294,234 
FBL Financial Group, Cl. A  8,487  226,773 
First Bancorp/NC  20,700  299,943 
First Cash Financial Services  22,300 a  642,017 
First Niagara Financial Group  59,700  739,384 
First Potomac Realty Trust  10,876 b  171,188 
Glimcher Realty Trust  55,901 b  457,270 
Global Cash Access Holdings  32,999 a  75,238 
Hallmark Financial Services  104,000 a  913,120 
Harleysville Group  11,230  399,676 
HCC Insurance Holdings  20,916  587,321 
Horace Mann Educators  42,100  687,493 
Huntington Bancshares  123,200  718,872 
IBERIABANK  15,800  796,478 
Investment Technology Group  16,954 a  249,224 
Knight Capital Group, Cl. A  29,597 a  388,905 
LaSalle Hotel Properties  37,700 b  897,260 
Lender Processing Services  35,700  1,098,489 
Meadowbrook Insurance Group  115  1,088 
Medical Properties Trust  11,049 b  115,794 
MGIC Investment  83,900 a  714,828 
National Western Life Insurance  6,100  1,017,053 
Net 1 UEPS Technologies  43,300 a  526,095 
Ocwen Financial  318,250 a  2,800,600 
Omega Healthcare Investors  54,683 b  1,154,358 

 

12



Common Stocks (continued)  Shares  Value ($) 
Financial (continued)     
Park National  14,625  988,065 
Parkway Properties  20,366 b  323,616 
Platinum Underwriters Holdings  16,100  696,003 
Portfolio Recovery Associates  6,123 a  388,015 
PS Business Parks  13,000 b  673,660 
RLI  16,800  974,064 
SLM  104,900 a  1,211,595 
Sterling Bancorp  21,000  197,190 
Sterling Bancshares  254,800  1,512,238 
Suffolk Bancorp  14,900  382,632 
SVB Financial Group  27,936 a  1,255,164 
TCF Financial  52,500  714,525 
Texas Capital Bancshares  38,800 a  732,544 
Tower Group  58,480  1,504,106 
Umpqua Holdings  63,000  667,170 
Waddell & Reed Financial, Cl. A  7,129  219,573 
Wintrust Financial  24,800  710,520 
World Acceptance  26,403 a  1,163,316 
    47,854,789 
Health Care—8.3%     
Abaxis  10,598 a  286,146 
Affymetrix  69,100 a  287,456 
Allscripts Healthcare Solutions  18,600 a  326,430 
Amedisys  15,600 a  442,728 
AmSurg  19,815 a  364,200 
AngioDynamics  20,800 a  290,576 
Beckman Coulter  22,000  1,203,620 
Bio-Reference Laboratories  10,525 a  220,709 
Cambrex  173,382 a  740,341 
Celera  65,100 a  369,117 
Cepheid  34,800 a  685,212 
Charles River Laboratories International  45,100 a  1,472,515 
Chemed  37,750  2,300,485 
Genoptix  24,200 a  413,094 
Health Management Associates, Cl. A  103,000 a  917,730 
HealthSpring  37,600 a  1,008,808 

 

TheFund 13



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares  Value ($) 
Health Care (continued)     
Hill-Rom Holdings  28,325  1,121,103 
IPC The Hospitalist  6,950 a  225,319 
Magellan Health Services  32,900 a  1,602,230 
Mednax  7,300 a  446,760 
MEDTOX Scientific  5,675  65,830 
Neogen  12,300 a  456,945 
Owens & Minor  34,740  981,405 
PDL BioPharma  11,581  66,938 
Quality Systems  3,175  204,756 
Questcor Pharmaceuticals  76,700 a  1,092,208 
RehabCare Group  30,889 a  624,884 
SXC Health Solutions  21,600 a  828,360 
Symmetry Medical  40,090 a  327,535 
Techne  4,725  283,831 
Theragenics  179,200 a  249,088 
West Pharmaceutical Services  27,500  1,042,800 
    20,949,159 
Industrial—16.6%     
AAON  24,675  632,914 
Aerovironment  15,400 a  380,380 
Allegiant Travel  15,270  762,431 
Beacon Roofing Supply  18,000 a  309,420 
Bristow Group  30,926 a  1,357,961 
CAI International  46,610 a  953,174 
Ceradyne  37,100 a  980,182 
CoStar Group  4,100 a  216,234 
Covanta Holding  62,500  982,500 
Crown Holdings  50,500 a  1,567,015 
Curtiss-Wright  27,720  861,260 
Danaos  143,900 a  548,259 
Dresser-Rand Group  29,900 a  1,134,107 
Dynamex  6,400 a  154,560 
Echo Global Logistics  6,033 a  69,078 
EnerNOC  6,903 a  169,331 
EnerSys  48,498 a  1,464,155 
Ennis  36,215  618,190 

 

14



Common Stocks (continued)  Shares  Value ($) 
Industrial (continued)     
ESCO Technologies  15,000  526,200 
Forward Air  6,725  185,072 
Franklin Electric  7,395  287,739 
Glatfelter  29,753  370,127 
Global Power Equipment Group  28,600 a  569,712 
Granite Construction  22,030  558,901 
Hexcel  55,975 a  959,971 
Hubbell, Cl. B  22,700  1,283,912 
Innerworkings  26,800 a  165,356 
John Bean Technologies  43,400  800,730 
KBR  39,200  1,061,536 
Knoll  80,445  1,234,831 
L.B. Foster, Cl. A  23,195 a  804,635 
Littelfuse  1,165  53,905 
Lydall  114,930 a  830,944 
Manitowoc  48,000  527,040 
McGrath Rentcorp  51,200  1,429,504 
Miller Industries  24,950  349,799 
Mobile Mini  8,300 a  149,981 
Navistar International  26,900 a  1,376,742 
Pall  28,200  1,276,614 
Park Electrochemical  15,779  432,345 
Parker Drilling  59,183 a  236,732 
Polypore International  13,900 a  441,742 
Resources Connection  17,750  296,957 
Ritchie Brothers Auctioneers  12,625  252,752 
Rollins  23,125  624,838 
Ryder System  29,200  1,258,812 
School Specialty  73,560 a  929,063 
Seaspan  29,500  374,060 
SkyWest  23,843  386,018 
Sonoco Products  9,347  306,208 
Standex International  73,820  2,207,218 
Teledyne Technologies  21,800 a  876,796 
Textainer Group Holdings  36,945  1,027,810 
Textron  68,400  1,529,424 

 

TheFund 15



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares  Value ($) 
Industrial (continued)     
Thomas & Betts  29,598 a  1,315,632 
Tutor Perini  17,970  342,328 
Xerium Technologies  75,635 a  984,768 
    41,787,905 
Information Technology—16.4%     
Acacia Research  41,800 a  1,139,050 
Accelrys  98,700 a  831,054 
American Software, Cl. A  35,860  240,621 
ANSYS  7,500 a  363,750 
Arris Group  92,400 a  924,924 
Benchmark Electronics  21,758 a  349,651 
Black Box  12,969  464,679 
Brocade Communications Systems  207,700 a  1,034,346 
Cabot Microelectronics  5,850 a  230,900 
CACI International, Cl. A  9,053 a  455,637 
Cadence Design Systems  85,900 a  675,174 
Cardtronics  38,600 a  652,340 
Cass Information Systems  6,400  226,304 
Ciena  43,600 a  660,540 
Comtech Telecommunications  22,800  676,248 
Comverse Technology  79,900 a  614,431 
Concur Technologies  3,850 a  197,158 
Constant Contact  6,536 a  167,256 
CTS  65,300  671,937 
DDI  94,570  992,039 
DealerTrack Holdings  12,500 a  238,750 
Digi International  29,100 a  279,360 
DST Systems  28,600  1,225,796 
Echelon  14,500 a  138,185 
Electronics for Imaging  85,645 a  1,121,093 
Fair Isaac  36,600  854,610 
Fairchild Semiconductor International  144,165 a  2,025,518 
FARO Technologies  6,500 a  168,805 
Forrester Research  8,500 a  294,525 
Guidance Software  13,850 a  84,900 
Ikanos Communications  107,600 a  118,360 

 

16



Common Stocks (continued)  Shares  Value ($) 
Information Technology (continued)     
Infinera  63,600 a  518,976 
Integrated Silicon Solution  18,753 a  149,836 
International Rectifier  2,262 a  64,150 
Intersil, Cl. A  67,700  863,175 
ION Geophysical  139,100 a  1,000,129 
Keynote Systems  57,200  700,128 
MAXIMUS  5,650  342,955 
MEMC Electronic Materials  73,800 a  853,866 
Mercury Computer Systems  37,400 a  666,094 
MTS Systems  11,863  454,590 
Multi-Fineline Electronix  18,100 a  421,730 
Napco Security Technologies  11,250 a  18,563 
National Instruments  15,650  533,978 
Plantronics  23,300  833,441 
Power Integrations  9,700  390,813 
Power-One  48,600 a  459,270 
Premiere Global Services  29,080 a  205,305 
RF Micro Devices  119,700 a  839,097 
Scientific Games, Cl. A  113,400 a  912,870 
SeaChange International  83,100 a  668,124 
Semtech  21,500 a  502,885 
Sierra Wireless  53,000 a  589,360 
Standard Microsystems  30,200 a  822,950 
Stratasys  8,453 a  285,880 
Tekelec  67,100 a  828,685 
TeleCommunication Systems, Cl. A  82,600 a  384,916 
Telvent GIT  6,650 a  158,669 
TIBCO Software  37,300 a  732,572 
Ultimate Software Group  12,200 a  535,214 
Ultratech  56,300 a  1,034,231 
Verigy  63,700 a  545,272 
Verint Systems  69,375 a  2,282,438 
Vishay Intertechnology  195,150 a  2,782,839 
Zoran  96,100 a  661,168 
    41,162,110 

 

TheFund 17



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares  Value ($) 
Materials—6.5%     
Arch Chemicals  39,300  1,364,496 
Bemis  15,450  485,439 
Boise  112,700  828,345 
Cytec Industries  11,400  545,262 
Harry Winston Diamond  47,200 a  598,024 
Horsehead Holding  59,100 a  687,333 
Innophos Holdings  9,150  311,649 
KapStone Paper and Packaging  54,980 a  809,306 
LSB Industries  33,579 a  774,332 
Omnova Solutions  172,670 a  1,516,043 
PolyOne  46,150 a  575,029 
Royal Gold  9,300  479,136 
RPM International  19,395  397,210 
RTI International Metals  34,380 a  975,361 
Schulman (A.)  36,800  745,200 
Schweitzer-Mauduit International  13,204  829,343 
Solutia  160,100 a  3,422,938 
Thompson Creek Metals  65,100 a  790,965 
USEC  29,200 a  173,740 
Zoltek  13,000 a  118,170 
    16,427,321 
Producer Durables—3.6%     
Actuant, Cl. A  41,000  968,830 
Atlas Air Worldwide Holdings  17,600 a  960,256 
Curtiss-Wright  18,700  581,009 
Force Protection  106,300 a  545,319 
Greif, Cl. A  5,055  295,414 
Hawaiian Holdings  101,800 a  804,220 
Intermec  43,200 a  488,592 
Old Dominion Freight Line  33,750 a  974,700 
Orbital Sciences  44,784 a  729,979 
Orion Marine Group  29,600 a  397,824 
Sealed Air  57,800  1,343,850 
Team  14,243 a  289,987 
Tennant  22,400  764,736 
    9,144,716 

 

18



Common Stocks (continued)  Shares  Value ($) 
Utilities—1.9%     
Cleco  31,700  961,461 
CMS Energy  40,800  733,176 
Hawaiian Electric Industries  22,359  489,439 
OGE Energy  14,100  627,591 
Portland General Electric  15,733  333,068 
Southwest Gas  20,800  728,624 
UniSource Energy  26,300  924,971 
    4,798,330 
Total Common Stocks     
(cost $215,728,577)    244,757,836 
 
Warrants—.0%     
Industrial     
Xerium Technologies (5/25/14)     
(cost $0)  17,156 a  19,729 
Total Investments (cost $215,728,577)  97.3%  244,777,565 
Cash and Receivables (Net)  2.7%  6,750,467 
Net Assets  100.0%  251,528,032 

 

a  Non-income producing security. 
b  Investment in real estate investment trust. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Financial  19.0  Energy  5.9 
Consumer Discretionary  16.7  Producer Durables  3.6 
Industrial  16.6  Consumer Staples  2.4 
Information Technology  16.4  Utilities  1.9 
Health Care  8.3     
Materials  6.5    97.3 

 

† Based on net assets. 
See notes to financial statements. 

 

TheFund 19



STATEMENT OF ASSETS AND LIABILITIES

November 30, 2010

  Cost  Value 
Assets ($):     
Investments in securities—See Statement of Investments  215,728,577  244,777,565 
Cash    6,397,337 
Receivable for investment securities sold    8,934,850 
Dividends receivable    343,809 
Receivable for shares of Common Stock subscribed    312,600 
Prepaid expenses    30,215 
    260,796,376 
Liabilities ($):     
Due to The Dreyfus Corporation and affiliates—Note 3(c)    207,872 
Payable for investment securities purchased    8,735,300 
Payable for shares of Common Stock redeemed    247,153 
Accrued expenses    78,019 
    9,268,344 
Net Assets ($)    251,528,032 
Composition of Net Assets ($):     
Paid-in capital    207,645,486 
Accumulated undistributed investment income—net    35,855 
Accumulated net realized gain (loss) on investments    14,797,703 
Accumulated net unrealized appreciation     
(depreciation) on investments    29,048,988 
Net Assets ($)    251,528,032 

 

Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  7,307,605  916,047  243,304,380 
Shares Outstanding  372,211  47,354  12,336,599 
Net Asset Value Per Share ($)  19.63  19.34  19.72 

 

See notes to financial statements.

20



STATEMENT OF OPERATIONS

Year Ended November 30, 2010

Investment Income ($):   
Income:   
Cash dividends (net of $1,058 foreign taxes withheld at source)  1,958,690 
Expenses:   
Management fee—Note 3(a)  1,644,081 
Custodian fees—Note 3(c)  139,966 
Professional fees  73,642 
Registration fees  55,400 
Shareholder servicing costs—Note 3(c)  21,962 
Prospectus and shareholders’ reports  20,621 
Directors’ fees and expenses—Note 3(d)  15,832 
Distribution fees—Note 3(b)  6,397 
Loan commitment fees—Note 2  659 
Miscellaneous  8,370 
Total Expenses  1,986,930 
Less—reduction in management fee due to undertaking—Note 3(a)  (27,373) 
Less—reduction in fees due to earnings credits—Note 3(c)  (6) 
Net Expenses  1,959,551 
Investment (Loss)—Net  (861) 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments  14,989,457 
Net unrealized appreciation (depreciation) on investments  26,294,770 
Net Realized and Unrealized Gain (Loss) on Investments  41,284,227 
Net Increase in Net Assets Resulting from Operations  41,283,366 
 
See notes to financial statements.   

 

TheFund 21



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended November 30, 
  2010  2009a 
Operations ($):     
Investment income (loss)—net  (861)  31,580 
Net realized gain (loss) on investments  14,989,457  41,230 
Net unrealized appreciation     
(depreciation) on investments  26,294,770  2,754,218 
Net Increase (Decrease) in Net Assets     
Resulting from Operations  41,283,366  2,827,028 
Dividends to Shareholders from ($):     
Investment income—net:     
Class I Shares  (30,748)   
Net realized gain on investments:     
Class A Shares  (12,873)   
Class C Shares  (1,273)   
Class I Shares  (185,975)   
Total Dividends  (230,869)   
Capital Stock Transactions ($):     
Net proceeds from shares sold:     
Class A Shares  315,680  5,163,231 
Class C Shares  328,152  512,567 
Class I Shares  169,243,747  62,682,484 
Dividends reinvested:     
Class A Shares  393   
Class C Shares  24   
Class I Shares  93,789   
Cost of shares redeemed:     
Class A Shares  (1,016,298)   
Class C Shares  (215,052)   
Class I Shares  (28,560,012)  (900,198) 
Increase (Decrease) in Net Assets     
from Capital Stock Transactions  140,190,423  67,458,084 
Total Increase (Decrease) in Net Assets  181,242,920  70,285,112 
Net Assets ($):     
Beginning of Period  70,285,112   
End of Period  251,528,032  70,285,112 
Undistributed investment income—net  35,855  34,437 

 

22



  Year Ended November 30, 
  2010  2009a 
Capital Share Transactions:     
Class A     
Shares sold  17,720  412,597 
Shares issued for dividends reinvested  23   
Shares redeemed  (58,129)   
Net Increase (Decrease) in Shares Outstanding  (40,386)  412,597 
Class C     
Shares sold  18,361  40,791 
Shares issued for dividends reinvested  1   
Shares redeemed  (11,799)   
Net Increase (Decrease) in Shares Outstanding  6,563  40,791 
Class I     
Shares sold  9,763,895  4,211,462 
Shares issued for dividends reinvested  5,573   
Shares redeemed  (1,581,931)  (62,400) 
Net Increase (Decrease) in Shares Outstanding  8,187,537  4,149,062 
 
a From December 17, 2008 (commencement of operations) to November 30, 2009.   
See notes to financial statements.     

 

TheFund 23



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.

  Year Ended November 30, 
Class A Shares  2010  2009a 
Per Share Data ($):     
Net asset value, beginning of period  15.24  12.50 
Investment Operations:     
Investment (loss)—netb  (.05)  (.00)c 
Net realized and unrealized     
gain (loss) on investments  4.47  2.74 
Total from Investment Operations  4.42  2.74 
Distributions:     
Dividends from net realized gain on investments  (.03)   
Net asset value, end of period  19.63  15.24 
Total Return (%)d  29.05  21.92e 
Ratios/Supplemental Data (%):     
Ratio of total expenses to average net assets  1.34  2.94f 
Ratio of net expenses to average net assets  1.32  1.40f 
Ratio of net investment (loss) to average net assets  (.27)  (.02)f 
Portfolio Turnover Rate  56.03  48.43e 
Net Assets, end of period ($ x 1,000)  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.

24



  Year Ended November 30, 
Class C Shares  2010  2009a 
Per Share Data ($):     
Net asset value, beginning of period  15.13  12.50 
Investment Operations:     
Investment (loss)—netb  (.18)  (.10) 
Net realized and unrealized     
gain (loss) on investments  4.42  2.73 
Total from Investment Operations  4.24  2.63 
Distributions:     
Dividends from net realized gain on investments  (.03)   
Net asset value, end of period  19.34  15.13 
Total Return (%)c  28.07  21.04d 
Ratios/Supplemental Data (%):     
Ratio of total expenses to average net assets  2.10  3.70e 
Ratio of net expenses to average net assets  2.08  2.15e 
Ratio of net investment (loss) to average net assets  (1.02)  (.77)e 
Portfolio Turnover Rate  56.03  48.43d 
Net Assets, end of period ($ x 1,000)  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.

TheFund 25



FINANCIAL HIGHLIGHTS (continued)

  Year Ended November 30, 
Class I Shares  2010  2009a 
Per Share Data ($):     
Net asset value, beginning of period  15.28  12.50 
Investment Operations:     
Investment income—netb  .00c  .03 
Net realized and unrealized     
gain (loss) on investments  4.47  2.75 
Total from Investment Operations  4.47  2.78 
Distributions:     
Dividends from investment income—net  (.00)c   
Dividends from net realized gain on investments  (.03)   
Total Distributions  (.03)   
Net asset value, end of period  19.72  15.28 
Total Return (%)  29.32  22.24d 
Ratios/Supplemental Data (%):     
Ratio of total expenses to average net assets  1.07  1.91e 
Ratio of net expenses to average net assets  1.06  1.15e 
Ratio of net investment income     
to average net assets  .02  .26e 
Portfolio Turnover Rate  56.03  48.43d 
Net Assets, end of period ($ x 1,000)  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.

26



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Select Managers Small CapValue 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 ten 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 ofThe 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, Seigel and Walmsley, LLC (“TS&W”), Walthausen & Co., LLC (“Walthausen”), Riverbridge Partners, LLC (“Riverbridge”), Neuberger Berman Management LLC (“Neuberger Berman”) and Lombardia Capital Partners, LLC (“Lombardia”) serve as the fund’s sub-investment advisers, each managing an allocated portion of the fund’s portfolio.

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 and Class I. Class A shares 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 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.

TheFund 27



NOTES TO FINANCIAL STATEMENTS (continued)

As of November 30, 2010, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held 343,947 Class A and 40,000 Class C shares.

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 (“ASC”) 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: 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

28



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 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 American Depository Receipts 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.

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.

TheFund 29



NOTES TO FINANCIAL STATEMENTS (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.

The following is a summary of the inputs used as of November 30, 2010, 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  239,925,295      239,925,295 
Equity Securities—         
Foreign  4,832,541      4,832,541 
Warrants  19,729      19,729 

 

See Statement of Investments for additional detailed categorizations classification.

In January 2010, FASB issued Accounting Standards Update (“ASU”) No. 2010-06 “Improving Disclosures about FairValue Measurements”. The portions of ASU No. 2010-06 which require reporting entities to prepare new disclosures surrounding amounts and reasons for significant transfers in and out of Level 1 and Level 2 fair value measurements as well as inputs and valuation techniques used to measure fair value for both recurring and nonrecurring fair value measurements that fall in either Level 2 or Level 3 have been adopted by the fund. No significant

30



transfers between Level 1 or Level 2 fair value measurements occurred at November 30, 2010. The remaining portion of ASU No. 2010-06 requires reporting entities to make new disclosures about information on purchases, sales, issuances and settlements on a gross basis in the reconciliation of activity in Level 3 fair value measurements. These new and revised disclosures are required to be implemented for fiscal years beginning after December 15, 2010. Management is currently evaluating the impact that the adoption of this remaining portion of ASU No. 2010-06 may have on the fund’s financial statement disclosures.

(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.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus 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, 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.

TheFund 31



NOTES TO FINANCIAL STATEMENTS (continued)

As of and during the period ended November 30, 2010, 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, the fund did not incur any interest or penalties.

Each of the tax years in the two-year period ended November 30, 2010 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At November 30, 2010, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $11,065,459, undistributed capital gains $4,179,197 and unrealized appreciation $28,637,890.

The tax character of distributions paid to shareholders during the fiscal periods ended November 30, 2010 and November 30, 2009 were as follows: ordinary income $230,864 and $0 and long-term capital gains $5 and $0, respectively.

During the period ended November 30, 2010, as a result of permanent book to tax differences, primarily due to the tax treatment for real estate investment trusts and dividend reclassification, the fund increased accumulated undistributed investment income-net by $33,027 and decreased accumulated net realized gain (loss) on investments by the same amount. Net assets and net asset value per share were not affected by this reclassification.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $225 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

32



rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended November 30, 2010, 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, until April 1, 2011, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.15% of the value of the fund’s average daily net assets.The reduction in management fee, pursuant to the undertaking, amounted to $27,373 during the period ended November 30, 2010.

Pursuant to separate Sub-Investment Advisory Agreements (each, a “Sub-Investment Advisory Agreement”) between Dreyfus and each of TS&W, Walthausen, Riverbridge, Neuberger Berman and Lombardia, each Sub-Investment Advisory Agreement will continue for successive annual periods ended November 30, 2010, except the Sub-Investment Advisory Agreement with each of Neuberger Berman and Lombardia have an initial term extending through November 30, 2011. Dreyfus pays TS&W, Walthausen, Riverbridge, Neuberger Berman and Lombardia separate monthly fees at an annual percentage rate based on the average daily net assets of the fund under the Sub-Adviser’s management.

During the period ended November 30, 2010, the Distributor retained $24 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan (the “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 the average daily net assets of Class C shares. During the period ended November 30, 2010, Class C shares were charged $6,397 pursuant to the Plan.

TheFund 33



NOTES TO FINANCIAL STATEMENTS (continued)

(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 Class A and Class C 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 November 30, 2010, Class A and Class C shares were charged $18,033 and $2,132, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended November 30, 2010, the fund was charged $1,142 pursuant to the transfer agency agreement, which is included in Shareholder servicing costs in the Statement of Operations.

The fund has arrangements with the custodian and cash management bank 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 expense offset in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended November 30, 2010, the fund was charged $94 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $6.

34



The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended November 30, 2010, the fund was charged $139,966 pursuant to the custody agreement.

During the period ended November 30, 2010, the fund was charged $6,399 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 $184,268, Rule 12b-1 distribution plan fees $563, shareholder services plan fees $1,683, custodian fees $19,996, chief compliance officer fees $1,152 and transfer agency per account fees $210.

(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 November 30, 2010, amounted to $233,834,373 and $97,476,815, respectively.

The provisions of ASC Topic 815 “Derivatives and Hedging” require 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 fund held no derivatives during the period ended November 30, 2010.

At November 30, 2010, the cost of investments for federal income tax purposes was $216,139,675; accordingly, accumulated net unrealized appreciation on investments was $28,637,890, consisting of $38,758,455 gross unrealized appreciation and $10,120,565 gross unrealized depreciation.

TheFund 35



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors

Dreyfus Select Managers Small Cap Value Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus Select Managers Small CapValue Fund (one of the series comprising Strategic Funds, Inc.) as of November 30, 2010, and the related statement of operations for the year then ended and the statement of changes in net assets and financial highlights for the year then ended and for the period from December 17, 2008 (commencement of operations) to November 30, 2009. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2010 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus Select Managers Small CapValue Fund at November 30, 2010, the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for the year then ended and for the period from December 17, 2008 to November 30, 2009, in conformity with U.S. generally accepted accounting principles.

New York, New York
January 25, 2011

36



IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes the fund hereby designates 99.60% of the ordinary dividends paid during the fiscal year ended November 30, 2010 as qualifying for the corporate dividends received deduction. Also certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $230,864 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2011 of the percentage applicable to the preparation of their 2010 income tax returns.Also, the fund hereby designates $.0312 per share as a short-term capital gain distribution paid on December 30, 2010 and also designates $5 as a long-term capital gain distribution for reporting purposes.

TheFund 37



INFORMATION ABOUT THE REVIEW AND APPROVAL OF
THE FUND’S MANAGEMENT AGREEMENT, PORTFOLIO
ALLOCATION MANAGEMENT AGREEMENT AND
SUB-INVESMENT ADVISORY AGREEMENTS (Unaudited)

At a meeting of the fund’s Board of Directors held on November 8-9, 2010, the Board considered the renewal of (a) the fund’s Management Agreement, pursuant to which Dreyfus provides the fund with investment advisory and administrative services; (b) Dreyfus’ Portfolio Allocation Management Agreement (the “Allocation Agreement”) with EACM, pursuant to which EACM is responsible for evaluating and recommending sub-advisers to provide the fund with day-to-day portfolio management services, recommending the percentage of fund assets to be allocated to each sub-adviser, monitoring and evaluating the performance of the sub-advisers, and recommending whether a sub-adviser should be terminated; and (c) Dreyfus’ separate Sub-Investment Advisory Agreements with each of Thomson, Siegel and Walmsley, LLC, Riverbridge Partners, LLC and Walthausen & Co., LLC (collectively, the “Sub-Advisers”), pursuant to which each Sub-Adviser serves sub-investment adviser and provide day-to-day management of a percentage of the fund’s portfolio (collectively, the “Sub-Advisory Agreements”). 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 Dreyfus and EACM. In considering the renewal of the Agreements, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board members considered information previously provided to them in a presentation from representatives of Dreyfus regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex, and representatives of Dreyfus and EACM confirmed that there had been no material changes in this information. Dreyfus provided the number of open accounts in the fund, the fund’s asset size, and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding

38



the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each distribution channel, including the distribution channel(s) for the fund.

The Board members also considered research support available to, and portfolio management capabilities of, the personnel associated with Dreyfus, EACM, and the Sub-Advisers, as applicable, and that Dreyfus 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 Dreyfus’ extensive administrative, accounting, and compliance infrastructures, Dreyfus supervisory activities over EACM and the Sub-Advisers, and EACM’s evaluations and recommendations to Dreyfus regarding the Sub-Advisers and EACM’s supervisory activities over the Sub-Advisers. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio.The Board members reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended September 30, 2010, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of September 30, 2010. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

TheFund 39



INFORMATION ABOUT THE REVIEW AND APPROVAL OF THE FUND’S
MANAGEMENT AGREEMENT, PORTFOLIO ALLOCATION
MANAGEMENT AGREEMENT AND SUB-INVESTMENT
ADVISORY AGREEMENTS (Unaudited) (continued)

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds.The Board members discussed the results of the comparisons and noted that the fund’s total return performance was above the Performance Group and Performance Universe medians for the reported time periods.The Board noted that the Fund commenced operations in December 2008. Dreyfus also provided a comparison of the fund’s total return for its one calendar year of existence to the return of the fund’s benchmark index, and the Board noted the fund’s return was higher.

The Board members also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons.They noted that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee was above the Expense Group and Expense Universe median, and the fund’s total expenses were below the Expense Group and Expense Universe medi-ans.The Board also considered the current fee waiver and expense reimbursement arrangement undertaken by Dreyfus.

Representatives of Dreyfus reviewed with the Board members the management or investment advisory fees paid to Dreyfus or its affiliates or the respective Sub-Advisers by funds in the same Lipper category as the fund, or by separate accounts and/or other types of client portfolios managed by Dreyfus, EACM, or one of the respective Sub-Advisers considered to have similar investment strategies and policies as the fund (the “Similar Accounts”), and explained the nature of the Similar Accounts. Representatives of Dreyfus noted that neither Dreyfus nor EACM manage any institutional separate accounts with similar investment strategies and policies as the fund.They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors.The Board members considered the relevance of the fee information provided for the Similar Accounts to evaluate the appropriateness and reasonableness of the fund’s management fee.

40



The Board considered the fee to EACM and to each Sub-Adviser in relation to the fee paid to Dreyfus by the fund and the respective services provided by EACM and each Sub-Adviser and Dreyfus. The Board also noted EACM’s and each Sub-Adviser’s fee is paid by Dreyfus (out of its fee from the fund) and not the fund.

Analysis of Profitability and Economies of Scale. Dreyfus’ representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not unreasonable given the services rendered and service levels provided by Dreyfus. The Board also noted the expense limitation arrangement and its effect on Dreyfus’ profitability. The Board previously had been provided with information prepared by an independent consulting firm regarding Dreyfus’ approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex.The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board’s counsel stated that the Board members should consider the profitability analysis (1) as part of their evaluation of whether the fees under the Agreements bear a reasonable relationship to the mix of services provided by Dreyfus, EACM, and the Sub-Advisers, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund 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. Since Dreyfus, and not the fund, pays EACM and each Sub-Adviser pursuant to the respective Agreements, the Board did not consider EACM’s or any Sub-Adviser’s profitability to be relevant to its deliberations. Dreyfus representatives noted that, as a result of shared and allocated costs among funds in the Dreyfus funds complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-

TheFund 41



INFORMATION ABOUT THE REVIEW AND APPROVAL OF THE FUND’S
MANAGEMENT AGREEMENT, PORTFOLIO ALLOCATION
MANAGEMENT AGREEMENT AND SUB-INVESTMENT
ADVISORY AGREEMENTS (Unaudited) (continued)

wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board members also considered potential benefits to Dreyfus and each Sub-Adviser from acting as investment adviser and sub-investment adviser, respectively, and EACM from acting as portfolio allocation manager, and noted the soft dollar arrangements in effect for trading the fund’s investments.

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 the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

  • The Board concluded that the nature, extent, and quality of the services provided by Dreyfus, EACM, and the Sub-Advisers are adequate and appropriate.

  • The Board was satisfied with the fund’s performance, in light of the considerations described above.

  • The Board concluded that the fees paid to Dreyfus, EACM, and the Sub-Advisers were reasonable in light of the considerations described above.

  • The Board determined that the economies of scale which may accrue to Dreyfus and its affiliates in connection with the management of the fund had been adequately considered by Dreyfus in connection with the fee rate charged to the fund pursuant to the Agreement and that, to the extent in the future it were 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. In addition, it should be noted that the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of prior or similar agreements

42



during which lengthy discussions took place between the Board members and Dreyfus’ representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board members’ conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years. The Board members determined that renewal of the Agreements was in the best interests of the fund and its shareholders.

APPROVAL OF ADDITONAL SUB-INVESTMENT ADVISER

At a meeting of the fund’s Board of Directors held on July 19, 2010, the Board considered the approval of a Sub-Investment Advisory Agreement with Lombardia Capital Partners, LLC (the “Sub-Adviser”), pursuant to which the Sub-Adviser would serve as an additional sub-investment adviser and provide day-to-day management of a percentage of the fund’s portfolio (the “Sub-Advisory Agreement”).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 Dreyfus and EACM. In considering approval of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.

Analysis of Nature, Extent, and Quality of Services to be Provided to the Fund.The Board members considered information previously provided to them in a presentation from representatives of Dreyfus regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex, and representatives of Dreyfus confirmed that there had been no material changes in this information. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each distribution channel, including the distribution channel(s) for the fund.

TheFund 43



INFORMATION ABOUT THE REVIEW AND APPROVAL OF THE FUND’S
MANAGEMENT AGREEMENT, PORTFOLIO ALLOCATION
MANAGEMENT AGREEMENT AND SUB-INVESTMENT
ADVISORY AGREEMENTS (Unaudited) (continued)

The Board members considered the portfolio management and research capabilities of the Sub-Adviser, the Sub-Adviser’s portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution, and that Dreyfus and EACM would supervise the Sub-Adviser’s activities with respect to the fund.

Comparative Analysis of Performance and Fees. Representatives of Dreyfus and EACM reviewed the investment strategies to be employed by the Sub-Adviser in managing its portion of the fund’s assets. The Board members noted the Sub-Adviser’s reputation and experience with respect to small cap equity investing, the experience and expertise of the primary portfolio manager for the Sub-Adviser who would manage the portion of the fund’s assets, stocks, and EACM’s experience and reputation in selecting, evaluating, and overseeing investment managers.

Representatives of Dreyfus reviewed with the Board members the advisory fees paid to the Sub-Adviser for funds in the same Lipper category as the fund, or by separate accounts and/or other types of client portfolios managed by the Sub-Adviser considered to have similar investment strategies and policies as the fund (the “Similar Accounts”), and explained the nature of the Similar Accounts. Representatives of Dreyfus noted that neither Dreyfus nor EACM manage any institutional separate accounts considered to have similar investment strategies and policies as the fund.They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. Representatives of Dreyfus also reviewed with the Board members the small cap composite performance record for the Sub-Adviser.

The Board considered the fee to the Sub-Adviser in relation to the fee paid to Dreyfus by the fund and the respective services to be provided by the Sub-Adviser and Dreyfus. The Board noted the Sub-Adviser’s fee would be paid by Dreyfus (out of its fee from the fund) and not the fund.

44



Analysis of Profitability. Since Dreyfus, and not the fund, would pay the Sub-Adviser, the Board did not consider the Sub-Adviser’s profitability to be relevant to its deliberations.

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 approval of the Sub-Advisory Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

  • The Board concluded that the nature, extent, and quality of the ser- vices to be provided by the Sub-Adviser are adequate and appropriate, in light of the considerations described above.

  • The Board concluded that the fee to be paid to the Sub-Adviser is reasonable, in light of the considerations described above.

The Board members considered these conclusions and determinations and, without any one factor being dispositive, determined that approval of the Sub-Advisory Agreement was in the best interests of the fund and its shareholders.

TheFund 45



BOARD MEMBERS INFORMATION (Unaudited)

Joseph S. DiMartino (67) 
Chairman of the Board (1995) 
Principal Occupation During Past 5Years: 
• Corporate Director and Trustee 
Other Public Company Board Memberships During Past 5Years: 
• CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions for small 
and medium size companies, Director (1997-present) 
• The Newark Group, a provider of a national market of paper recovery facilities, paperboard 
mills and paperboard converting plants, Director (2000-2010) 
• Sunair Services Corporation, a provider of certain outdoor-related services to homes and 
businesses, Director (2005-2009) 
No. of Portfolios for which Board Member Serves: 170 
——————— 
David W. Burke (74) 
Board Member (1994) 
Principal Occupation During Past 5Years: 
• Corporate Director and Trustee 
No. of Portfolios for which Board Member Serves: 85 
——————— 
William Hodding Carter III (75) 
Board Member (1988) 
Principal Occupation During Past 5Years: 
• Professor of Leadership & Public Policy, University of North Carolina, Chapel Hill (2006-present) 
• President and Chief Executive Officer of the John S. and James L. Knight Foundation (1998-2006) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Gordon J. Davis (69) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• Partner in the law firm of Dewey & LeBoeuf LLP 
Other Public Company Board Memberships During Past 5Years: 
• Consolidated Edison, Inc., a utility company, Director (1997-present) 
• The Phoenix Companies, Inc., a life insurance company, Director (2000-present) 
No. of Portfolios for which Board Member Serves: 45 

 

46



Joni Evans (68) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• Chief Executive Officer, www.wowOwow.com an online community dedicated to women’s 
conversations and publications 
• Principal, Joni Evans Ltd. (publishing) 
• Senior Vice President of the William Morris Agency (1994-2006) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Ehud Houminer (70) 
Board Member (1994) 
Principal Occupation During Past 5Years: 
• Executive-in-Residence at the Columbia Business School, Columbia University 
Other Public Company Board Memberships During Past 5Years: 
• Avnet Inc., an electronics distributor, Director (1993-present) 
No. of Portfolios for which Board Member Serves: 63 
——————— 
Richard C. Leone (70) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• President of The Century Foundation (formerly,The Twentieth Century Fund, Inc.), a tax 
exempt research foundation engaged in the study of economic, foreign policy and domestic issues 
Other Public Company Board Memberships During Past 5Years: 
• Partnership for a Secure America, Director 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Hans C. Mautner (73) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• President—International Division and an Advisory Director of Simon Property Group, a real 
estate investment company 
• Chairman and Chief Executive Officer of Simon Global Limited 
No. of Portfolios for which Board Member Serves: 30 

 

TheFund 47



BOARD MEMBERS INFORMATION (Unaudited) (continued)

Robin A. Melvin (47) 
Board Member (1995) 
Principal Occupation During Past 5Years: 
• Director, Boisi Family Foundation, a private family foundation that supports youth-serving 
organizations that promote the self sufficiency of youth from disadvantaged circumstances 
(1995-present) 
• SeniorVice President, Mentor, a national non-profit youth mentoring organization (1992-2005) 
No. of Portfolios for which Board Member Serves: 41 
——————— 
Burton N. Wallack (60) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• President and Co-owner of Wallack Management Company, a real estate management company 
No. of Portfolios for which Board Member Serves: 30 
——————— 
John E. Zuccotti (73) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• Chairman of Brookfield Financial Properties, Inc. 
• Senior Counsel of Weil, Gotshal & Manges, LLP 
• Emeritus Chairman of the Real Estate Board of New York 
Other Public Company Board Memberships During Past 5Years: 
• Wellpoint, Inc., a health benefits company, Director (2005-present) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80.The 
address of the Board Members and Officers is in c/o The Dreyfus Corporation, 200 Park Avenue, NewYork, NewYork 
10166.Additional information about the Board Members is available in the fund’s Statement of Additional Information 
which can be obtained from Dreyfus free of charge by calling this toll free number: 1-800-554-4611. 
Arnold S. Hiatt, Emeritus Board Member 

 

48



OFFICERS OF THE FUND (Unaudited)


TheFund 49



OFFICERS OF THE FUND (Unaudited) (continued)


50




TheFund 51



NOTES











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 Chairman and CEO

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

16     

Financial Highlights

19     

Notes to Financial Statements

28     

Report of Independent Registered Public Accounting Firm

29     

Important Tax Information

30     

Information About the Review and Approval of the Fund’s Management Agreement and Sub-Investment Advisory Agreement

35     

Board Members Information

38     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
U.S. Equity Fund

The Fund


A LETTER FROM THE CHAIRMAN AND CEO

Dear Shareholder:

We are pleased to present this annual report for Dreyfus U.S. Equity Fund, covering the twelve-month period from December 1, 2009, through November 30, 2010.

Stocks throughout the global markets delivered respectable returns during the reporting period, despite periodic bouts of market volatility stemming from economic uncertainty and events. Although GDP growth in most countries was positive throughout the reporting period, the global economic recovery has been milder than historical averages, in particular in the U.S. Most notably, heavy sovereign debt burdens recently renewed credit concerns in Europe, effectively barring some governments from adopting more stimulative fiscal policies. However, robust demand from the world’s emerging markets has taken up some of the slack, supporting corporate earnings and stock prices.

We are cautiously optimistic regarding global economic and market prospects in 2011. Global expansion should gain a degree of momentum, led by financially strong emerging markets countries, while “debt hangover” countries in the developed world may face continued economic challenges. Monetary policy remains stimulative in most markets, and inflation-adjusted interest rates and inflation remain low. So is your portfolio positioned accordingly given these recent global economic events? Talk with your financial advisor, who can help you evaluate your portfolio investments within the new global economic framework to help meet your individual investment needs and future capital goals.

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.

Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
December 15, 2010

2




DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2009, through November 30, 2010, as provided by Jane Henderson and Roy Leckie ofWalter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the 12-month period ended November 30, 2010, Dreyfus U.S. Equity Fund’s Class A shares achieved a return of 10.01%, Class C shares returned 9.24% and Class I shares returned 10.47%.1 In comparison, the fund’s benchmark, the Morgan Stanley Capital International USA Index (“MSCI USA Index”), achieved a 9.79% return over the same period.2

Despite periodic bouts of heightened market volatility, a slowly recovering economy and improving investor sentiment enabled U.S. stocks to produce respectable gains, on average, over the reporting period.The fund produced returns that were roughly in line with its benchmark, as strong relative performance in the financials and industrials sectors was mostly offset by lagging returns in the information technology sector and, to a lesser extent, the consumer staples and materials sectors.

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.

Heightened Market Volatility in a Slow-Growth Economy

Although the reporting period began in the midst of an economic recovery, investor confidence was shaken in the spring of 2010 by several new

TheFund 3



DISCUSSION OF FUND PERFORMANCE (continued)

global developments. Europe was roiled by a sovereign debt crisis when Greece and, later, Ireland found themselves unable to finance heavy debt burdens, requiring intervention by the International Monetary Fund and European Union. Investors worried for a time that inflation-fighting efforts in China might dampen a major engine of global growth. In the United States, disappointing housing and employment data continued to weigh on already mild growth, and a catastrophic oil spill in the Gulf of Mexico added to domestic uncertainty. As investor sentiment deteriorated during the spring and summer, U.S. stocks generally declined.

However, investors’ fears may have been overblown, as corporate earnings generally continued to improve, and the U.S. and global economies remained on mildly upward trajectories. Market sentiment also was buoyed by a massive new monetary stimulus program from the Federal Reserve Board. As a result, U.S. equity markets rallied in the fall, more than erasing the reporting period’s earlier losses.

Security Selections Boosted Fund’s Results

The fund’s bottom-up security selection process proved particularly effective in the financials sector, where few companies met our investment criteria, enabling the fund to avoid the full brunt of the industry group’s weakness. The fund also scored a number of successes in the better-performing industrials sector, which advanced along with demand for construction materials and equipment in the emerging markets. For example, nuts-and-bolts distributor Fastenal rallied from previously depressed levels when investors recognized that its prospects were brighter than they had expected.

The fund also received strongly positive contributions to performance from individual stocks across a number of other market sectors. Technology company Dolby Laboratories posted strong earnings growth due to licensing fees from sales of wide screen televisions and Microsoft’s upgraded Windows operating system. In the health care sector,Varian Medical Systems gained value as greater adoption of its medical equipment worldwide prompted the company to raise the earnings guidance it provides to analysts. In the consumer discretionary sector, ubiquitous coffee chain Starbucks advanced after implementing an aggressive restructuring plan.

4



As is to be expected in a volatile market environment, the fund encountered some disappointments during the reporting period. Agricultural products firm Monsanto lagged due to competitive pressures in overseas markets, oil services contractor Diamond Offshore Drilling was punished in the wake of the Gulf oil spill, and medical researcher Covance trailed market averages when large pharmaceutical companies reduced spending on research and development in the sluggish economy.

Finding Opportunities Among Industry Leaders

Although we do not anticipate a return to recessionary conditions in the year 2011, sustainable corporate earnings growth may become more difficult to achieve in a slow-growth economy, especially as fewer opportunities for cost reductions present themselves. We believe that most companies must increase revenues in order to achieve further bottom-line growth, but demand from consumers and businesses may remain tepid in light of weak domestic housing and labor markets. Consequently, we have intensified our focus on high-quality, well-established companies that, based on our analysis, can continue to grow earnings either through leadership positions in their markets or ample pricing power.

December 15, 2010

  Please note, the position in any security highlighted in 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 provided reflect the absorption of certain 
  fund expenses by The Dreyfus Corporation pursuant to an undertaking in effect through April 1, 
  2011, at which time it may be extended, terminated or modified. Had these expenses not been 
  absorbed, the fund’s 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. 

 

TheFund 5




Source: Lipper Inc.

Past performance is not predictive of future performance.

The above graph compares a $10,000 investment made in Class A, Class C and Class I shares of Dreyfus U.S. Equity Fund on 5/30/08 (inception date) to a $10,000 investment made in the Morgan Stanley Capital International USA Index (the “Index”) on that date.All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on all classes.The 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. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6



Average Annual Total Returns as of 11/30/10     
 
  Inception    From 
  Date  1 Year  Inception 
Class A shares       
with maximum sales charge (5.75%)  5/30/08  3.71%  –1.13% 
without sales charge  5/30/08  10.01%  1.24% 
Class C shares       
with applicable redemption charge  5/30/08  8.24%  0.48% 
without redemption  5/30/08  9.24%  0.48% 
Class I shares  5/30/08  10.47%  1.55% 
Morgan Stanley Capital       
International USA Index††  5/31/08  9.79%  –5.00% 

 

Past performance is not predictive of future performance.The fund’s performance shown in the graph and table does not 
reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. 
  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  For comparative purposes, the value of the Index as of 5/31/08 is used as the beginning value on 5/30/08. 

 

TheFund 7



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 June 1, 2010 to November 30, 2010. 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 November 30, 2010   
  Class A  Class C  Class I 
Expenses paid per $1,000  $ 7.34  $ 11.25  $ 4.88 
Ending value (after expenses)  $1,090.10  $1,086.80  $1,093.40 

 

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 November 30, 2010 
  Class A  Class C  Class I 
Expenses paid per $1,000  $ 7.08  $ 10.86  $ 4.71 
Ending value (after expenses)  $1,018.05  $1,014.29  $1,020.41 

 

Expenses are equal to the fund’s annualized expense ratio of 1.40% for Class A, 2.15% for Class C and .93% for Class I, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half year period).

8



STATEMENT OF INVESTMENTS 
November 30, 2010 

 

Common Stocks—96.1%  Shares  Value ($) 
Consumer Discretionary—14.9%     
Family Dollar Stores  61,100  3,067,220 
McDonald’s  32,700  2,560,410 
NIKE, Cl. B  38,400  3,307,392 
Panera Bread, Cl. A  33,900 a  3,398,136 
Starbucks  111,000  3,396,600 
TJX  69,200  3,156,212 
Tractor Supply  71,500  3,036,605 
    21,922,575 
Consumer Staples—7.2%     
Colgate-Palmolive  34,900  2,671,595 
PepsiCo  35,400  2,287,902 
Wal-Mart Stores  51,700  2,796,453 
Walgreen  84,300  2,937,855 
    10,693,805 
Energy—10.3%     
Apache  28,000  3,013,920 
CARBO Ceramics  33,400  3,244,810 
EOG Resources  32,960  2,931,792 
Occidental Petroleum  30,800  2,715,636 
Schlumberger  42,550  3,290,817 
    15,196,975 
Health Care—18.6%     
Abbott Laboratories  50,500  2,348,755 
C.R. Bard  32,450  2,753,383 
Celgene  45,900 a  2,725,542 
Gilead Sciences  70,700 a  2,580,550 
Johnson & Johnson  47,000  2,892,850 
Medtronic  83,800  2,809,814 
Meridian Bioscience  138,700  3,081,914 
Resmed  73,800 a  2,357,910 
Stryker  56,800  2,845,112 
Varian Medical Systems  45,400 a  2,988,682 
    27,384,512 

 

TheFund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares  Value ($) 
Industrial—13.9%     
Boeing  45,900  2,927,043 
C.H. Robinson Worldwide  43,100  3,176,901 
Donaldson  66,400  3,604,856 
Fastenal  35,500  1,899,960 
MSC Industrial Direct, Cl. A  48,500  2,916,790 
Precision Castparts  24,760  3,418,613 
Rockwell Collins  45,800  2,567,548 
    20,511,711 
Materials—5.8%     
Ecolab  60,700  2,902,067 
Monsanto  47,400  2,840,208 
Praxair  30,200  2,779,910 
    8,522,185 
Technology—25.4%     
Adobe Systems  101,000 a  2,800,730 
Amphenol, Cl. A  72,300  3,617,169 
Automatic Data Processing  70,000  3,119,900 
Cisco Systems  101,800 a  1,950,488 
Dolby Laboratories, Cl. A  37,700 a  2,386,033 
FLIR Systems  104,600 a  2,803,803 
Google, Cl. A  4,460 a  2,478,466 
Intel  130,100  2,747,712 
MasterCard, Cl. A  13,470  3,192,794 
Microsoft  110,600  2,788,226 
Oracle  118,300  3,198,832 
Paychex  106,300  3,033,802 
QUALCOMM  71,900  3,360,606 
    37,478,561 
Total Common Stocks     
(cost $133,021,656)    141,710,324 

 

10



Other Investment—3.1%  Shares  Value ($) 
Registered Investment Company;     
Dreyfus Institutional Preferred     
Plus Money Market Fund     
(cost $4,612,000)  4,612,000 b  4,612,000 
 
Total Investments (cost $137,633,656)  99.2%  146,322,324 
Cash and Receivables (Net)  .8%  1,185,049 
Net Assets  100.0%  147,507,373 

 

a  Non-income producing security. 
b  Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Technology  25.4  Consumer Staples  7.2 
Health Care  18.6  Materials  5.8 
Consumer Discretionary  14.9  Money Market Investment  3.1 
Industrial  13.9     
Energy  10.3    99.2 

 

† Based on net assets. 
See notes to financial statements. 

 

TheFund 11



STATEMENT OF ASSETS AND LIABILITIES 
November 30, 2010 

 

    Cost  Value 
Assets ($):       
Investments in securities—See Statement of Investments:     
Unaffiliated issuers    133,021,656  141,710,324 
Affiliated issuers    4,612,000  4,612,000 
Cash      1,063,273 
Dividends and interest receivable      206,020 
Receivable for shares of Common Stock subscribed      64,134 
Prepaid expenses      14,251 
      147,670,002 
Liabilities ($):       
Due to The Dreyfus Corporation and affiliates—Note 3(c)    91,655 
Payable for shares of Common Stock redeemed      15,135 
Accrued expenses      55,839 
      162,629 
Net Assets ($)      147,507,373 
Composition of Net Assets ($):       
Paid-in capital      137,819,629 
Accumulated undistributed investment income—net      235,120 
Accumulated net realized gain (loss) on investments      763,956 
Accumulated net unrealized appreciation       
(depreciation) on investments      8,688,668 
Net Assets ($)      147,507,373 
 
 
Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  2,423,664  312,428  144,771,281 
Shares Outstanding  188,844  24,703  11,244,020 
Net Asset Value Per Share ($)  12.83  12.65  12.88 
 
See notes to financial statements.       

 

12



STATEMENT OF OPERATIONS 
Year Ended November 30, 2010 

 

Investment Income ($):   
Income:   
Cash dividends:   
Unaffiliated issuers  688,005 
Affiliated issuers  7,306 
Total Income  695,311 
Expenses:   
Management fee—Note 3(a)  349,427 
Registration fees  46,005 
Auditing fees  40,132 
Shareholder servicing costs—Note 3(c)  11,630 
Custodian fees—Note 3(c)  6,661 
Prospectus and shareholders’ reports  6,635 
Distribution fees—Note 3(b)  3,659 
Legal fees  1,906 
Directors’ fees and expenses—Note 3(d)  887 
Loan commitment fees—Note 2  101 
Miscellaneous  8,036 
Total Expenses  475,079 
Less—reduction in management fee due to undertaking—Note 3(a)  (14,964) 
Less—reduction in fees due to earnings credits—Note 3(c)  (4) 
Net Expenses  460,111 
Investment Income—Net  235,200 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments  950,030 
Net unrealized appreciation (depreciation) on investments  8,688,285 
Net Realized and Unrealized Gain (Loss) on Investments  9,638,315 
Net Increase in Net Assets Resulting from Operations  9,873,515 
 
See notes to financial statements.   

 

TheFund 13



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended November 30, 
  2010  2009a 
Operations ($):     
Investment income—net  235,200  16,389 
Net realized gain (loss) on investments  950,030  (120,977) 
Net unrealized appreciation     
(depreciation) on investments  8,688,285  1,289,284 
Net Increase (Decrease) in Net Assets     
Resulting from Operations  9,873,515  1,184,696 
Dividends to Shareholders from ($):     
Investment income—net:     
Class A Shares  (5,953)  (8,282) 
Class I Shares  (7,080)  (1,800) 
Class T Shares    (520) 
Total Dividends  (13,033)  (10,602) 
Capital Stock Transactions ($):     
Net proceeds from shares sold:     
Class A Shares  220,658  589,868 
Class C Shares  27,800  21,427 
Class I Shares  137,915,540  1,270,836 
Dividends reinvested:     
Class A Shares  183  162 
Class I Shares  5,399   
Cost of shares redeemed:     
Class A Shares  (1,948,355)  (163,960) 
Class C Shares  (243,105)   
Class I Shares  (4,581,770)  (8,622) 
Class T Shares    (357,200) 
Increase (Decrease) in Net Assets     
from Capital Stock Transactions  131,396,350  1,352,511 
Total Increase (Decrease) in Net Assets  141,256,832  2,526,605 
Net Assets ($):     
Beginning of Period  6,250,541  3,723,936 
End of Period  147,507,373  6,250,541 
Undistributed investment income—net  235,120  12,940 

 

14



  Year Ended November 30, 
  2010  2009a 
Capital Share Transactions:     
Class Ab     
Shares sold  18,541  63,854 
Shares issued for dividends reinvested  15  18 
Shares redeemed  (162,126)  (17,796) 
Net Increase (Decrease) in Shares Outstanding  (143,570)  46,076 
Class C     
Shares sold  2,301  1,812 
Shares redeemed  (20,518)   
Net Increase (Decrease) in Shares Outstanding  (18,217)  1,812 
Class I     
Shares sold  11,457,984  120,473 
Shares issued for dividends reinvested  447   
Shares redeemed  (374,153)  (731) 
Net Increase (Decrease) in Shares Outstanding  11,084,278  119,742 
Class Tb     
Shares redeemed    (40,000) 

 

a  Effective as of the close of business on February 4, 2009, the fund no longer offers Class T shares. 
b  On the close of business on February 4, 2009, 40,000 Class T shares representing $357,200 were converted to 
  40,000 Class A shares. 
See notes to financial statements. 

 

TheFund 15



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.

  Year Ended November 30, 
Class A Shares  2010  2009  2008a 
Per Share Data ($):       
Net asset value, beginning of period  11.68  9.14  12.50 
Investment Operations:       
Investment income—netb  .01  .04  .02 
Net realized and unrealized       
gain (loss) on investments  1.16  2.53  (3.38) 
Total from Investment Operations  1.17  2.57  (3.36) 
Distributions:       
Dividends from investment income—net  (.02)  (.03)   
Net asset value, end of period  12.83  11.68  9.14 
Total Return (%)c  10.01  28.19  (26.88)d 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  1.76  4.65  5.54e 
Ratio of net expenses to average net assets  1.40  1.40  1.40e 
Ratio of net investment income       
to average net assets  .04  .42  .33e 
Portfolio Turnover Rate  13.62  31.79  7.98d 
Net Assets, end of period ($ x 1,000)  2,424  3,884  2,618 

 

a  From May 30, 2008 (commencement of operations) to November 30, 2008. 
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. 

 

16



  Year Ended November 30, 
Class C Shares  2010  2009  2008a 
Per Share Data ($):       
Net asset value, beginning of period  11.58  9.11  12.50 
Investment Operations:       
Investment (loss)—netb  (.09)  (.03)  (.02) 
Net realized and unrealized       
gain (loss) on investments  1.16  2.50  (3.37) 
Total from Investment Operations  1.07  2.47  (3.39) 
Net asset value, end of period  12.65  11.58  9.11 
Total Return (%)c  9.24  27.11  (27.12)d 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  2.52  5.83  6.30e 
Ratio of net expenses to average net assets  2.15  2.15  2.14e 
Ratio of net investment (loss)       
to average net assets  (.71)  (.27)  (.41)e 
Portfolio Turnover Rate  13.62  31.79  7.98d 
Net Assets, end of period ($ x 1,000)  312  497  374 

 

a  From May 30, 2008 (commencement of operations) to November 30, 2008. 
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. 

 

TheFund 17



FINANCIAL HIGHLIGHTS (continued)

  Year Ended November 30, 
Class I Shares  2010  2009  2008a 
Per Share Data ($):       
Net asset value, beginning of period  11.70  9.16  12.50 
Investment Operations:       
Investment income—netb  .07  .05  .03 
Net realized and unrealized       
gain (loss) on investments  1.15  2.54  (3.37) 
Total from Investment Operations  1.22  2.59  (3.34) 
Distributions:       
Dividends from investment income—net  (.04)  (.05)   
Net asset value, end of period  12.88  11.70  9.16 
Total Return (%)  10.47  28.36  (26.72)c 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  .94  3.77  5.25d 
Ratio of net expenses to average net assets  .94  1.15  1.14d 
Ratio of net investment income       
to average net assets  .56  .54  .59d 
Portfolio Turnover Rate  13.62  31.79  7.98c 
Net Assets, end of period ($ x 1,000)  144,771  1,870  366 

 

a  From May 30, 2008 (commencement of operations) to November 30, 2008. 
b  Based on average shares outstanding at each month end. 
c  Not annualized. 
d  Annualized. 
See notes to financial statements. 

 

18



NOTES TO FINANCIAL STATEMENTS

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 ten 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.

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 and Class I. Class A shares 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 shares are sold primarily to bank trust departments and other financial service providers (including The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no distribution or shareholder services fees. Class I shares are offered without a front-end sales charge or CDSC. 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.

TheFund 19



NOTES TO FINANCIAL STATEMENTS (continued)

As of November 30, 2010, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held 160,000 Class A and 20,000 Class C 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 (“ASC”) 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: 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

20



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 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 American Depository Receipts 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.

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.

TheFund 21



NOTES TO FINANCIAL STATEMENTS (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.

The following is a summary of the inputs used as of November 30, 2010 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  141,710,324      141,710,324 
Mutual Funds  4,612,000      4,612,000 
† See Statement of Investments for industry classification.     

 

In January 2010, FASB issued Accounting Standards Update (“ASU”) No. 2010-06 “Improving Disclosures about Fair Value Measurements”. The portions of ASU No. 2010-06 which require reporting entities to prepare new disclosures surrounding amounts and reasons for significant transfers in and out of Level 1 and Level 2 fair value measurements as well as inputs and valuation techniques used to measure fair value for both recurring and nonrecurring fair value measurements that fall in either Level 2 or Level 3 have been adopted by the fund. No significant transfers between Level 1 or Level 2 fair value measurements occurred at November 30, 2010. The remaining portion of ASU No. 2010-06

22



requires reporting entities to make new disclosures about information on purchases, sales, issuances and settlements on a gross basis in the reconciliation of activity in Level 3 fair value measurements.These new and revised disclosures are required to be implemented for fiscal years beginning after December 15, 2010. Management is currently evaluating the impact that the adoption of this remaining portion of ASU No. 2010-06 may have on the fund’s financial statement disclosures.

(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.

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

The fund may invest in shares of certain affiliated investment companies also advised or managed by Dreyfus. Investments in affiliated investment companies for the period ended November 30, 2010 were as follows:

Affiliated           
Investment  Value      Value  Net 
Company  11/30/2009 ($)  Purchases ($)  Sales ($)  11/30/2010 ($)  Assets (%) 
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market Fund  186,000  89,765,000  85,339,000  4,612,000  3.1 

 

(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

TheFund 23



NOTES TO FINANCIAL STATEMENTS (continued)

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 November 30, 2010, 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, the fund did not incur any interest or penalties.

Each of the tax years in the three-year period ended November 30, 2010 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At November 30, 2010, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $999,076 and unrealized appreciation $8,688,668.

The tax character of distributions paid to shareholders during the fiscal periods ended November 30, 2010 and November 30, 2009 were as follows: ordinary income $13,033 and $10,602, respectively.

During the period ended November 30, 2010, as a result of permanent book to tax differences, primarily due to the tax treatment for excise tax paid, the fund increased accumulated undistributed investment income-net by $13 and decreased paid-in capital by the same amount. Net assets and net asset value per share were not affected by this reclassification.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $225 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York

24



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 November 30, 2010, 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, until April 1, 2011, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 distribution plan fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.15% of the value of the fund’s average daily net assets.The reduction in management fee, pursuant to the undertaking, amounted to $14,964 during the period ended November 30, 2010.

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 November 30, 2010, the Distributor retained $38 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan (the “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 the average daily net assets of Class C shares. During the period ended November 30, 2010, Class C shares were charged $3,659, pursuant to the 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

TheFund 25



NOTES TO FINANCIAL STATEMENTS (continued)

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 and Class C 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 November 30, 2010, Class A and Class C shares were charged $9,257 and $1,219, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended November 30, 2010, the fund was charged $484 pursuant to the transfer agency agreement, which is included in Shareholder servicing costs in the Statement of Operations.

The fund has arrangements with the custodian and cash management bank 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 expense offset in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended November 30, 2010, the fund was charged $62 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $4.

The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended November 30, 2010, the fund was charged $6,661 pursuant to the custody agreement.

26



During the period ended November 30, 2010, the fund was charged $6,399 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 $85,960, Rule 12b-1 distribution plan fees $195, shareholder services plan fees $563, custodian fees $3,680, chief compliance officer fees $1,152 and transfer agency per account fees $105.

(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 November 30, 2010, amounted to $132,180,573 and $6,195,103, respectively.

The provisions of ASC Topic 815 “Derivatives and Hedging” require 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 fund held no derivatives during the period ended November 30, 2010.

At November 30, 2010, the cost of investments for federal income tax purposes was $137,633,656; accordingly, accumulated net unrealized appreciation on investments was $8,688,668, consisting of $10,378,055 gross unrealized appreciation and $1,689,387 gross unrealized depreciation.

TheFund 27



REPORT OF INDEPENDENT REGISTERED 
PUBLIC ACCOUNTING FIRM 

 

Shareholders and Board of Directors
Dreyfus U.S. Equity Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus U.S. Equity Fund (one of the series comprising Strategic Funds, Inc.) as of November 30, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2010 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus U.S. Equity Fund at November 30, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the indicated periods, in conformity with U.S. generally accepted accounting principles.

New York, New York
January 25, 2011

28



IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes the fund hereby designates 99.78% of the ordinary dividends paid during the fiscal year ended November 30, 2010 as qualifying for the corporate dividends received deduction. Also certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $13,033 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2011 of the percentage applicable to the preparation of their 2010 income tax returns.

TheFund 29



INFORMATION ABOUT THE REVIEW AND APPROVAL 
OF THE FUND’S MANAGEMENT AGREEMENT AND 
SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited) 

 

At a meeting of the fund’s Board of Directors held on November 8-9, 2010, the Board considered the renewal of the fund’s Management Agreement with Dreyfus pursuant to which Dreyfus provides the fund with investment advisory and administrative services, and of Dreyfus’ Sub-Investment Advisory Agreement with Walter Scott & Partners Limited (“Walter Scott”)(the “Sub-Advisory Agreement”), pursuant to which Walter Scott serves as sub-investment adviser and provides day-to-day management of the fund’s portfolio (collectively, the “Agreements”). 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 Dreyfus and Walter Scott. In considering the renewal of the Agreements, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent and Quality of Services Provided to the Fund.The Board members considered information previously provided to them in a presentation from representatives of Dreyfus regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex, and by Walter Scott to the fund pursuant to the Sub-Advisory Agreement, and representatives of Dreyfus and Walter Scott confirmed that there had been no material changes in this information. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each distribution channel, including the distribution channel(s) for the fund.

The Board members also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management

30



personnel and that Dreyfus 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 Dreyfus’ extensive administrative, accounting, and compliance infrastructures, and Dreyfus’ supervisory activities over Walter Scott.The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board members reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended September 30, 2010, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of September 30, 2010. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds.The Board members discussed the results of the comparisons and noted that the fund’s total return performance was above the Performance Group and Performance Universe medians for the 2-year period, and below the Performance Group and Performance Universe medians for the 1-year period.

TheFund 31



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

 

Dreyfus also provided information showing that the fund’s total return for its only calendar year of operation compared with the return of the fund’s benchmark index, and the Board noted that the fund’s return was higher.

The Board members also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons. They noted that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee was at the Expense Group median and was below the Expense Universe median, and the fund’s total expenses were below the Expense Group median and above the Expense Universe median. The Board also considered the current fee waiver and expense reimbursement arrangement undertaken by Dreyfus, the effect of which, similar to the majority of the Expense Group funds, resulted in Dreyfus waiving receipt of its entire management fee for the period reported.

A representative of Dreyfus noted that Dreyfus has contractually agreed to waive receipt of its fees and/or assume the expenses of the fund, until April 1, 2011, so that annual direct fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, acquired fund fees and extraordinary expenses) do not exceed 1.15% of the fund’s average daily net assets.

Representatives of Dreyfus noted that there were no funds in the same Lipper category as the fund managed by Dreyfus,Walter Scott, or their affiliates, or separate accounts and/or other types of client portfolios managed by Dreyfus or Walter Scott considered to have similar investment strategies and policies as the fund.

The Board considered the fee toWalter Scott in relation to the fee paid to Dreyfus by the fund and the respective services provided by Walter Scott and Dreyfus.The Board also noted Walter Scott’s fee is paid by Dreyfus (out of its fee from the fund) and not the fund.

32



Analysis of Profitability and Economies of Scale. Dreyfus’ representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not unreasonable given the services rendered and service levels provided by Dreyfus. The Board also noted the expense limitation arrangement and its effect on Dreyfus’ profitability. The Board previously had been provided with information prepared by an independent consulting firm regarding Dreyfus’ approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex.The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board’s counsel stated that the Board members should consider the profitability analysis (1) as part of their evaluation of whether the fees under the Agreements bear a reasonable relationship to the mix of services provided by Dreyfus andWalter Scott, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund 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. Since Dreyfus, and not the fund, pays Walter Scott pursuant to the Sub-Advisory Agreement, the Board did not consider Walter Scott’s profitability to be relevant to its deliberations. Dreyfus representatives noted that, as a result of shared and allocated costs among funds in the Dreyfus funds complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board members also considered potential benefits to Dreyfus and Walter Scott from acting as investment

TheFund 33



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

 

adviser and sub-investment adviser, respectively, and noted there were no soft dollar arrangements in effect for trading the fund’s investments.

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 the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

  • The Board concluded that the nature, extent, and quality of the services provided by Dreyfus and Walter Scott are adequate and appropriate.

  • The Board was satisfied with the fund’s performance, in light of the considerations described above.

  • The Board concluded that the fees paid to Dreyfus were reasonable in light of the considerations described above.

  • The Board determined that the economies of scale which may accrue to Dreyfus and its affiliates in connection with the management of the fund had been adequately considered by Dreyfus in connection with the fee rate charged to the fund pursuant to the Agreement and that, to the extent in the future it were 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 information received on a routine and regular basis throughout the year. In addition, it should be noted that the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of prior or similar agreements during which lengthy discussions took place between the Board members and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board members’ conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years. The Board members determined that renewal of the Agreements was in the best interests of the fund and its shareholders.

34












OFFICERS OF THE FUND (Unaudited)

BRADLEY J. SKAPYAK, President since January 2010.

Chief Operating Officer and a director of the Manager since June 2009. From April 2003 to June 2009, Mr. Skapyak was the head of the Investment Accounting and Support Department of the Manager. He is an officer of 76 investment companies (comprised of 170 portfolios) managed by the Manager. He is 52 years old and has been an employee of the Manager since February 1988.

PHILLIP N. MAISANO, Executive Vice President since July 2007.

Chief Investment Officer,Vice Chair and a director of the Manager, and an officer of 76 investment companies (comprised of 170 portfolios) managed by the Manager. Mr. Maisano also is an officer and/or Board member of certain other investment management subsidiaries of The Bank of New York Mellon Corporation, each of which is an affiliate of the Manager. He is 63 years old and has been an employee of the Manager since November 2006. Prior to joining the Manager, Mr. Maisano served as Chairman and Chief Executive Officer of EACM Advisors, an affiliate of the Manager, since August 2004.

MICHAEL A. ROSENBERG, Vice President and Secretary since August 2005.

Assistant General Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 50 years old and has been an employee of the Manager since October 1991.

KIESHA ASTWOOD, Vice President and Assistant Secretary since January 2010.

Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. She is 37 years old and has been an employee of the Manager since July 1995.

JAMES BITETTO, Vice President and Assistant Secretary since August 2005.

Senior Counsel of BNY Mellon and Secretary of the Manager, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 44 years old and has been an employee of the Manager since December 1996.

JONI LACKS CHARATAN, Vice President and Assistant Secretary since August 2005.

Senior Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. She is 55 years old and has been an employee of the Manager since October 1988.

JOSEPH M. CHIOFFI, Vice President and Assistant Secretary since August 2005.

Senior Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 49 years old and has been an employee of the Manager since June 2000.

KATHLEEN DENICHOLAS, Vice President and Assistant Secretary since January 2010.

Senior Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. She is 36 years old and has been an employee of the Manager since February 2001.

JANETTE E. FARRAGHER, Vice President and Assistant Secretary since August 2005.

Assistant General Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. She is 47 years old and has been an employee of the Manager since February 1984.

38



JOHN B. HAMMALIAN, Vice President and Assistant Secretary since August 2005.

Managing Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 47 years old and has been an employee of the Manager since February 1991.

M. CRISTINA MEISER, Vice President and Assistant Secretary since January 2010.

Senior Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. She is 40 years old and has been an employee of the Manager since August 2001.

ROBERT R. MULLERY, Vice President and Assistant Secretary since August 2005.

Managing Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 58 years old and has been an employee of the Manager since May 1986.

JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.

Managing Counsel of BNY Mellon, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 45 years old and has been an employee of the Manager since October 1990.

JAMES WINDELS, Treasurer since November 2001.

Director – Mutual Fund Accounting of the Manager, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 52 years old and has been an employee of the Manager since April 1985.

RICHARD CASSARO, Assistant Treasurer since January 2008.

Senior Accounting Manager – Money Market and Municipal Bond Funds of the Manager, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 51 years old and has been an employee of the Manager since September 1982.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager of the Investment Accounting and Support Department of the Manager, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 42 years old and has been an employee of the Manager since April 1991.

ROBERT ROBOL, Assistant Treasurer since December 2002.

Senior Accounting Manager – Fixed Income Funds of the Manager, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 46 years old and has been an employee of the Manager since October 1988.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager – Equity Funds of the Manager, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 43 years old and has been an employee of the Manager since June 1989.

TheFund 39



OFFICERS OF THE FUND (Unaudited) (continued)

ROBERT SVAGNA, Assistant Treasurer since August 2005.

Senior Accounting Manager – Equity Funds of the Manager, and an officer of 77 investment companies (comprised of 195 portfolios) managed by the Manager. He is 43 years old and has been an employee of the Manager since November 1990.

JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.

Chief Compliance Officer of the Manager and The Dreyfus Family of Funds (77 investment companies, comprised of 195 portfolios). From November 2001 through March 2004, Mr. Connolly was first Vice-President, Mutual Fund Servicing for Mellon Global Securities Services. In that capacity, Mr. Connolly was responsible for managing Mellon’s Custody, Fund Accounting and Fund Administration services to third-party mutual fund clients. He is 53 years old and has served in various capacities with the Manager since 1980, including manager of the firm’s Fund Accounting Department from 1997 through October 2001.

NATALIA GRIBAS, Anti-Money Laundering Compliance Officer since July 2010.

Anti-Money Laundering Compliance Officer of the Distributor, and the Anti-Money Laundering Compliance Officer of 73 investment companies (comprised of 191 portfolios) managed by the Manager. She is 40 years old and has been an employee of the Distributor since September 2008.

40






Global Stock Fund

ANNUAL REPORT November 30, 2010




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.




 

Contents

 

THE FUND

2     

A Letter from the Chairman and CEO

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

16     

Financial Highlights

19     

Notes to Financial Statements

30     

Report of Independent Registered Public Accounting Firm

31     

Important Tax Information

32     

Information About the Review and Approval of the Fund’s Management Agreement and Sub-Investment Advisory Agreement

37     

Board Members Information

40     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Global Stock Fund 

 

The Fund 

 


A LETTER FROM THE CHAIRMAN AND CEO

Dear Shareholder:

We are pleased to present this annual report for Global Stock Fund, covering the twelve-month period from December 1, 2009, through November 30, 2010.

Stocks throughout the global markets delivered respectable returns during the reporting period, despite periodic bouts of market volatility stemming from economic uncertainty and events. Although GDP growth in most countries was positive throughout the reporting period, the global economic recovery has been milder than historical averages, in particular in the U.S. Most notably, heavy sovereign debt burdens recently renewed credit concerns in Europe, effectively barring some governments from adopting more stimulative fiscal policies. However, robust demand from the world’s emerging markets has taken up some of the slack, supporting corporate earnings and stock prices.

We are cautiously optimistic regarding global economic and market prospects in 2011. Global expansion should gain a degree of momentum, led by financially strong emerging markets countries, while “debt hangover” countries in the developed world may face continued economic challenges. Monetary policy remains stimulative in most markets, and inflation-adjusted interest rates and inflation remain low. So is your portfolio positioned accordingly given these recent global economic events? Talk with your financial advisor, who can help you evaluate your portfolio investments within the new global economic framework to help meet your individual investment needs and future capital goals.

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.

Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
December 15, 2010

2




DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2009, through November 30, 2010, as provided by Jane Henderson and Roy Leckie ofWalter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the 12-month period ended November 30, 2010, Global Stock Fund’s Class A shares achieved a return of 6.70%, Class C shares returned 5.90% and Class I shares returned 7.12%.1 In comparison, the fund’s benchmark index, the Morgan Stanley Capital International World Index (the “MSCIWorld Index”), achieved a 5.98% return over the same period.2

Despite early equity market declines, a slowly recovering worldwide economy and improving investor sentiment enabled global stocks to achieve reasonable gains, on average, over the full reporting period.The fund’s Class A and Class I shares produced returns that were higher than the MSCI World Index, due to the success of our bottom-up security selection in Europe and Asia.

The Fund’s Investment Approach

The fund seeks long-term real returns by investing in stocks of companies that are predominantly located in the world’s developed markets.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, cost and pricing, competition, industry position and outlook.

Heightened Volatility in a Slow-Growth Economy

Even as most developed markets remained mired in economic weakness, robust demand for goods and services from the emerging markets supported global manufacturing activity into the first quarter of 2010.

TheFund 3



DISCUSSION OF FUND PERFORMANCE (continued)

As a result, confidence improved among businesses, consumers and investors worldwide. However, investor sentiment deteriorated in the spring of 2010 due to a sovereign debt crisis in Europe, which required intervention by the International Monetary Fund and European Union in the fiscal affairs of Greece and, later, Ireland.An appreciating currency dampened exports in Japan, and high unemployment levels and weak housing markets constrained economic growth in the United States.

Fortunately, the effects of these concerns proved temporary, as still-strong demand from emerging markets and additional stimulative programs from certain central banks sparked a market rally later in the reporting period that more than erased previous losses. In addition, while macroeconomic fundamentals remained questionable, corporations around the world continued to boost their earnings in the wake of cost-cutting measures adopted during the downturn.

Security Selections Boosted Fund’s Results

The fund’s bottom-up security selection process proved particularly effective in Europe, where we avoided those companies most severely affected by the sovereign debt crisis. The fund scored individual successes among industry leaders such as Denmark-based pharmaceutical developer Novo Nordisk, a leader in the manufacturing of insulin, which is used in the treatment of diabetes.The fund also benefited from its investment in Switzerland-based inspection, testing, certification and verification specialist SGS, which gained value amid rising trade volumes. Another Swiss company, consumer product leader Nestlé, boosted the fund’s relative performance as the well-managed company captured greater market share in fast-growing emerging markets.

The fund’s winners in Asia included Japan-based industrial robotic automation specialist Fanuc, which benefited from the shift in China from human labor to machine-based. Hong Kong-based conglomerate Hutchison Whampoa gained value as the company improved profitability at its mobile telecommunications unit. One of China’s leading oil producers, CNOOC Limited, advanced as demand for energy in China intensified and the company discovered new sources of production.

As is to be expected in a volatile market environment, the fund encountered several disappointments during the reporting period. Chief among them was U.S. drug developer Gilead Sciences, which lagged market

4



averages despite reporting strong sales and earnings. U.S. medical devices maker Medtronic lost value when patients deferred hip replacement surgery in the sluggish economy. Finally, Brazilian energy company Petroleo Brasileiro lost value when the company issued new shares to finance new production, thereby diluting the value of existing shares.

Finding Opportunities Among Global Leaders

We expect the subpar global economic recovery to persist, with generally sluggish growth in developed markets and more robust expansion in emerging markets. However, we believe that robust corporate earnings growth may become more difficult to achieve as fewer opportunities for cost reductions present themselves. Rather, most companies in the year 2011 must increase revenues in order to achieve further bottom-line growth, which may be a difficult task in light of fiscal austerity measures in Europe and stubbornly weak housing and labor markets in the United States. Consequently, we have intensified our focus on global companies that, based on our analysis, can improve earnings either through leadership positions in their markets or ample pricing power. In our judgment, this strategy is particularly prudent in a global environment of persistent economic uncertainty.

December 15, 2010

  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 (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. 

 

TheFund 5



FUND PERFORMANCE


Source: Lipper Inc. 
Past performance is not predictive of future performance. 
The above graph compares a $10,000 investment made in Class A, Class C and Class I shares of Global Stock Fund 
on 12/29/06 (inception date) to a $10,000 investment made in the Morgan Stanley Capital International World 
Index (the “Index”) on that date. For comparative purposes, the value of the Index on 12/31/06 is used as the 
beginning value on 12/29/06.All dividends and capital gain distributions are reinvested. 
The fund’s performance shown in the line graph takes into account the maximum initial sales charge on Class A shares 
and all other applicable fees and expenses on all classes.The Index is an unmanaged index of global stock market 
performance, including the United States, Canada,Australia, New Zealand and the Far East and includes net dividends 
reinvested. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest 
directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is 
contained in the Financial Highlights section of the prospectus and elsewhere in this report. 

 

6



Average Annual Total Returns as of 11/30/10     
 
  Inception    From 
  Date  1 Year  Inception 
Class A shares       
with maximum sales charge (5.75%)  12/29/06  0.54%  –0.03% 
without sales charge  12/29/06  6.70%  1.49% 
Class C shares       
with applicable redemption charge   12/29/06  4.90%  0.75% 
without redemption  12/29/06  5.90%  0.75% 
Class I shares  12/29/06  7.12%  1.83% 
Morgan Stanley Capital       
International World Index††  12/31/06  5.98%  –3.36% 

 

Past performance is not predictive of future performance.The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  For comparative purposes, the value of the Index as of 12/31/06 is used as the beginning value on 12/29/06. 

 

TheFund 7



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 June 1, 2010 to November 30, 2010. 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 November 30, 2010

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 6.99  $ 10.99  $ 5.09 
Ending value (after expenses)  $1,112.20  $1,108.40  $1,114.40 

 

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 November 30, 2010

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 6.68  $ 10.50  $ 4.86 
Ending value (after expenses)  $1,018.45  $1,014.64  $1,020.26 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.32% for Class A, 2.08% for Class C and .96% 
for Class I, multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half 
year period). 

 

8



STATEMENT OF INVESTMENTS

November 30, 2010

Common Stocks—96.1%  Shares  Value ($) 
Australia—3.9%     
CSL  237,500  7,947,019 
Woodside Petroleum  201,638  8,107,653 
    16,054,672 
Brazil—1.5%     
Petroleo Brasileiro, ADR  209,600  6,137,088 
Canada—1.9%     
Suncor Energy  235,700  7,916,746 
Denmark—1.9%     
Novo Nordisk, Cl. B  79,000  7,814,495 
France—3.4%     
Cie Generale d’Optique Essilor International  115,000  7,185,354 
L’Oreal  66,100  7,029,651 
    14,215,005 
Hong Kong—8.9%     
China Mobile  678,000  6,762,450 
CLP Holdings  940,500  7,739,495 
CNOOC  3,993,000  8,659,530 
Hong Kong & China Gas  1,916,255  4,678,909 
Hutchison Whampoa  865,000  8,655,458 
    36,495,842 
Japan—18.5%     
Canon  157,800  7,438,416 
Chugai Pharmaceutical  371,100  6,700,109 
Daikin Industries  183,200  6,578,038 
Denso  246,500  8,049,761 
FANUC  64,400  9,226,383 
Honda Motor  234,800  8,444,832 
Hoya  180,000  4,245,669 
Keyence  20,870  5,266,751 
Mitsubishi Estate  477,000  8,047,843 
Nintendo  24,300  6,599,821 
Shin-Etsu Chemical  117,300  5,732,549 
    76,330,172 

 

TheFund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares    Value ($) 
Singapore—1.4%       
DBS Group Holdings  531,000    5,630,325 
Spain—1.6%       
Inditex  89,800    6,767,725 
Sweden—2.0%       
Hennes & Mauritz, Cl. B  239,000    8,067,654 
Switzerland—5.3%       
Nestle  150,000    8,152,743 
Novartis  100,600    5,337,468 
SGS  5,000    8,185,124 
      21,675,335 
United Kingdom—10.4%       
BG Group  455,800    8,234,744 
HSBC Holdings  734,400    7,405,685 
Reckitt Benckiser Group  126,000    6,663,556 
Standard Chartered  326,025    8,778,181 
Tesco  1,051,000    6,772,893 
WM Morrison Supermarkets  1,200,500    5,079,110 
      42,934,169 
United States—35.4%       
Abbott Laboratories  145,600    6,771,856 
Adobe Systems  297,500  a  8,249,675 
Amphenol, Cl. A  85,000    4,252,550 
Automatic Data Processing  145,400    6,480,478 
C.R. Bard  79,700    6,762,545 
Cisco Systems  317,200 a  6,077,552 
EOG Resources  66,700    5,932,965 
Fastenal  105,000    5,619,600 
FLIR Systems  97,500  a  2,613,488 
Gilead Sciences  178,400  a  6,511,600 
Google, Cl. A  13,900  a  7,724,369 
Intel  300,800    6,352,896 
Johnson & Johnson  102,700    6,321,185 
MasterCard, Cl. A  35,500    8,414,565 
Medtronic  197,600    6,625,528 
Microsoft  284,900    7,182,329 

 

10



Common Stocks (continued)  Shares  Value ($) 
United States (continued)     
NIKE, Cl. B  94,300  8,122,059 
Oracle  273,300  7,390,032 
Precision Castparts  56,800  7,842,376 
Schlumberger  103,200  7,981,488 
Wal-Mart Stores  122,200  6,609,798 
Walgreen  175,800  6,126,630 
    145,965,564 
Total Common Stocks     
(cost $349,524,620)    396,004,792 
 
Other Investment—3.2%     
Registered Investment Company;     
Dreyfus Institutional Preferred Plus Money Market Fund     
(cost $13,140,000)  13,140,000 b  13,140,000 
Total Investments (cost $362,664,620)  99.3%  409,144,792 
Cash and Receivables (Net)  .7%  2,938,206 
Net Assets  100.0%  412,082,998 

 

ADR—American Depository Receipts

a  Non-income producing security. 
b  Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Technology  21.4  Financial Services  7.2 
Health Care  16.5  Money Market Investment  3.2 
Energy  12.9  Utilities  3.0 
Consumer Staples  11.3  Telecommunication Services  1.6 
Industrial  11.2  Materials  1.4 
Consumer Discretionary  9.6    99.3 
 
† Based on net assets.       
See notes to financial statements.       

 

TheFund 11



STATEMENT OF ASSETS AND LIABILITIES

November 30, 2010

  Cost  Value 
Assets ($):     
Investments in securities—See Statement of Investments:     
Unaffiliated issuers  349,524,620  396,004,792 
Affiliated issuers  13,140,000  13,140,000 
Cash    915,884 
Cash denominated in foreign currencies  158,356  158,538 
Receivable for investment securities sold    1,154,565 
Dividends and interest receivable    801,470 
Receivable for shares of Common Stock subscribed    440,550 
Unrealized appreciation on forward foreign     
currency exchange contracts—Note 4    132 
Prepaid expenses    28,370 
    412,644,301 
Liabilities ($):     
Due to The Dreyfus Corporation and affiliates—Note 3(c)    357,958 
Payable for shares of Common Stock redeemed    131,950 
Unrealized depreciation on forward foreign     
currency exchange contracts—Note 4    167 
Accrued expenses    71,228 
    561,303 
Net Assets ($)    412,082,998 
Composition of Net Assets ($):     
Paid-in capital    361,439,783 
Accumulated undistributed investment income—net    3,054,605 
Accumulated net realized gain (loss) on investments    1,094,500 
Accumulated net unrealized appreciation (depreciation)     
on investments and foreign currency transactions    46,494,110 
Net Assets ($)    412,082,998 

 

Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  37,151,848  10,243,160  364,687,990 
Shares Outstanding  2,859,606  801,802  27,737,843 
Net Asset Value Per Share ($)  12.99  12.78  13.15 
 
See notes to financial statements.       

 

12



STATEMENT OF OPERATIONS

Year Ended November 30, 2010

Investment Income ($):   
Income:   
Cash dividends (net of $369,760 foreign taxes withheld at source):   
Unaffiliated issuers  6,645,655 
Affiliated issuers  19,589 
Interest  1,149 
Total Income  6,666,393 
Expenses:   
Management fee—Note 3(a)  2,981,750 
Custodian fees—Note 3(c)  179,207 
Shareholder servicing costs—Note 3(c)  119,404 
Professional fees  72,953 
Registration fees  50,271 
Distribution fees—Note 3(b)  48,024 
Directors’ fees and expenses—Note 3(d)  29,501 
Prospectus and shareholders’ reports  13,898 
Loan commitment fees—Note 2  3,808 
Miscellaneous  25,705 
Total Expenses  3,524,521 
Less—reduction in fees due to earnings credits—Note 3(c)  (84) 
Net Expenses  3,524,437 
Investment Income—Net  3,141,956 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments and foreign currency transactions  2,639,726 
Net realized gain (loss) on forward foreign currency exchange contracts  51,988 
Net Realized Gain (Loss)  2,691,714 
Net unrealized appreciation (depreciation) on   
investments and foreign currency transactions  18,108,682 
Net unrealized appreciation (depreciation) on   
forward foreign currency exchange contracts  2,425 
Net Unrealized Appreciation (Depreciation)  18,111,107 
Net Realized and Unrealized Gain (Loss) on Investments  20,802,821 
Net Increase in Net Assets Resulting from Operations  23,944,777 
 
See notes to financial statements.   

 

TheFund 13



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended November 30, 
  2010  2009a 
Operations ($):     
Investment income—net  3,141,956  1,768,472 
Net realized gain (loss) on investments  2,691,714  1,576,357 
Net unrealized appreciation     
(depreciation) on investments  18,111,107  55,758,267 
Net Increase (Decrease) in Net Assets     
Resulting from Operations  23,944,777  59,103,096 
Dividends to Shareholders from ($):     
Investment income—net:     
Class A Shares  (42,464)  (8,168) 
Class C Shares  (426)   
Class I Shares  (1,883,788)  (425,048) 
Total Dividends  (1,926,678)  (433,216) 
Capital Stock Transactions ($):     
Net proceeds from shares sold:     
Class A Shares  34,047,530  6,212,436 
Class C Shares  9,123,000  1,048,689 
Class I Shares  131,991,193  170,474,722 
Dividends reinvested:     
Class A Shares  41,282  5,829 
Class C Shares  288   
Class I Shares  533,463  166,872 
Cost of shares redeemed:     
Class A Shares  (6,678,358)  (2,929,771) 
Class C Shares  (1,069,292)  (230,707) 
Class I Shares  (51,703,102)  (36,319,067) 
Class T Shares    (18,311) 
Increase (Decrease) in Net Assets     
from Capital Stock Transactions  116,286,004  138,410,692 
Total Increase (Decrease) in Net Assets  138,304,103  197,080,572 
Net Assets ($):     
Beginning of Period  273,778,895  76,698,323 
End of Period  412,082,998  273,778,895 
Undistributed investment income—net  3,054,605  1,873,415 

 

14



  Year Ended November 30, 
  2010  2009a 
Capital Share Transactions:     
Class Ab     
Shares sold  2,722,607  565,715 
Shares issued for dividends reinvested  3,318  628 
Shares redeemed  (537,677)  (268,802) 
Net Increase (Decrease) in Shares Outstanding  2,188,248  297,541 
Class C     
Shares sold  734,684  101,758 
Shares issued for dividends reinvested  24   
Shares redeemed  (88,164)  (25,194) 
Net Increase (Decrease) in Shares Outstanding  646,544  76,564 
Class I     
Shares sold  10,475,370  16,917,733 
Shares issued for dividends reinvested  42,507  17,847 
Shares redeemed  (4,112,607)  (3,682,516) 
Net Increase (Decrease) in Shares Outstanding  6,405,270  13,253,064 
Class Tb     
Shares redeemed    (2,220) 

 

a Effective as of the close of business on February 4, 2009, the fund no longer offers Class T shares. 
b On the close of business on February 4, 2009, 2,220 Class T shares representing $18,311 were converted to 2,026 
Class A shares. 

 

See notes to financial statements.

TheFund 15



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.

    Year Ended November 30,   
Class A Shares  2010  2009  2008  2007a 
Per Share Data ($):         
Net asset value, beginning of period  12.23  8.91  13.73  12.50 
Investment Operations:         
Investment income—netb  .07  .06  .05  .04 
Net realized and unrealized         
gain (loss) on investments  .75  3.28  (4.70)  1.19 
Total from Investment Operations  .82  3.34  (4.65)  1.23 
Distributions:         
Dividends from investment income—net  (.06)  (.02)  (.08)   
Dividends from net realized         
gain on investments      (.09)   
Total Distributions  (.06)  (.02)  (.17)   
Net asset value, end of period  12.99  12.23  8.91  13.73 
Total Return (%)c  6.70  37.57  (34.32)  9.92d 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  1.32  1.38  1.59  2.40e 
Ratio of net expenses to average net assets  1.32  1.38  1.47  1.46e 
Ratio of net investment income         
to average net assets  .56  .53  .44  .29e 
Portfolio Turnover Rate  7.50  12.75  15.54  14.53d 
Net Assets, end of period ($ x 1,000)  37,152  8,212  3,329  5,132 

 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
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.

16



    Year Ended November 30,   
Class C Shares  2010  2009  2008  2007a 
Per Share Data ($):         
Net asset value, beginning of period  12.07  8.83  13.64  12.50 
Investment Operations:         
Investment (loss)—netb  (.02)  (.01)  (.04)  (.06) 
Net realized and unrealized         
gain (loss) on investments  .73  3.25  (4.68)  1.20 
Total from Investment Operations  .71  3.24  (4.72)  1.14 
Distributions:         
Dividends from investment income—net  (.00)c       
Dividends from net realized         
gain on investments      (.09)   
Total Distributions  (.00)c    (.09)   
Net asset value, end of period  12.78  12.07  8.83  13.64 
Total Return (%)d  5.90  36.69  (34.82)  9.12e 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  2.09  2.12  2.36  3.16f 
Ratio of net expenses to average net assets  2.09  2.09  2.22  2.20f 
Ratio of net investment (loss)         
to average net assets  (.17)  (.11)  (.29)  (.46)f 
Portfolio Turnover Rate  7.50  12.75  15.54  14.53e 
Net Assets, end of period ($ x 1,000)  10,243  1,873  695  925 

 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
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.

TheFund 17



FINANCIAL HIGHLIGHTS (continued)

    Year Ended November 30,   
Class I Shares  2010  2009  2008  2007a,b 
Per Share Data ($):         
Net asset value, beginning of period  12.36  8.99  13.76  12.50 
Investment Operations:         
Investment income—netc  .12  .11  .10  .07 
Net realized and unrealized         
gain (loss) on investments  .76  3.31  (4.76)  1.19 
Total from Investment Operations  .88  3.42  (4.66)  1.26 
Distributions:         
Dividends from investment income—net  (.09)  (.05)  (.02)   
Dividends from net realized         
gain on investments      (.09)   
Total Distributions  (.09)  (.05)  (.11)   
Net asset value, end of period  13.15  12.36  8.99  13.76 
Total Return (%)  7.12  38.22  (34.12)  10.08d 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  .96  .99  1.17  2.05e 
Ratio of net expenses to average net assets  .96  .99  1.15  1.18e 
Ratio of net investment income         
to average net assets  .94  1.05  .83  .58e 
Portfolio Turnover Rate  7.50  12.75  15.54  14.53d 
Net Assets, end of period ($ x 1,000)  364,688  263,694  72,656  18,312 

 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Effective June 1, 2007, Class R shares were redesignated as Class I shares. 
c  Based on average shares outstanding at each month end. 
d  Not annualized. 
e  Annualized. 

 

See notes to financial statements.

18



NOTES TO FINANCIAL STATEMENTS

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 ten 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.

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 and Class I. Class A shares 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 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 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 (“ASC”) is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized

TheFund 19



NOTES TO FINANCIAL STATEMENTS (continued)

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: 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.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 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

20



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. 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.

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.

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).

TheFund 21



NOTES TO FINANCIAL STATEMENTS (continued)

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

The following is a summary of the inputs used as of November 30, 2010 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic  145,965,564      145,965,564 
Equity Securities—         
Foreign  250,039,228      250,039,228 
Mutual Funds  13,140,000      13,140,000 
Other Financial         
Instruments:         
Forward Foreign         
Currency Exchange       
Contracts††    132    132 
Liabilities ($)         
Other Financial         
Instruments:         
Forward Foreign         
Currency Exchange       
Contracts††    (167)    (167) 

 

  See Statement of Investments for additional detailed categorizations. 
††  Amount shown represents unrealized appreciation (depreciation) at period end. 

 

In January 2010, FASB issued Accounting Standards Update (“ASU”) No. 2010-06 “Improving Disclosures about FairValue Measurements”. The portions of ASU No. 2010-06 which require reporting entities to prepare new disclosures surrounding amounts and reasons for significant transfers in and out of Level 1 and Level 2 fair value measurements as well as inputs and valuation techniques used to measure fair value for both recurring and nonrecurring fair value measurements that fall in either Level 2 or Level 3 have been adopted by the fund. No significant transfers between Level 1 or Level 2 fair value measurements occurred at November 30, 2010. The remaining portion of ASU No. 2010-06

22



requires reporting entities to make new disclosures about information on purchases, sales, issuances and settlements on a gross basis in the reconciliation of activity in Level 3 fair value measurements. These new and revised disclosures are required to be implemented for fiscal years beginning after December 15, 2010. Management is currently evaluating the impact that the adoption of this remaining portion of ASU No. 2010-06 may have on the fund’s financial statement disclosures.

(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 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 investments are 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.

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

TheFund 23



NOTES TO FINANCIAL STATEMENTS (continued)

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.

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

The fund may invest in shares of certain affiliated investment companies also advised or managed by Dreyfus. Investments in affiliated investment companies for the period ended November 30, 2010 were as follows:

Affiliated           
Investment  Value      Value  Net 
Company  11/30/2009 ($)  Purchases ($)  Sales ($)  11/30/2010 ($)  Assets (%) 
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market Fund  7,100,000  119,440,000  113,400,000  13,140,000  3.2 

 

(e) 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.

(f) 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.

24



As of and during the period ended November 30, 2010, 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, the fund did not incur any interest or penalties.

Each of the tax years in the four-year period ended November 30, 2010 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At November 30, 2010, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $3,937,918, undistributed capital gains $428,152 and unrealized appreciation $46,277,145.

The tax character of distributions paid to shareholders during the fiscal periods ended November 30, 2010 and November 30, 2009 were as follows: ordinary income $1,926,678 and $433,216, respectively.

During the period ended November 30, 2010, as a result of permanent book to tax differences, primarily due to the tax treatment for foreign currency gains and losses, the fund decreased accumulated undistributed investment income-net by $34,088 and increased accumulated net realized gain (loss) on investments by the same amount. Net assets and net asset value per share were not affected by this reclassification.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $225 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

TheFund 25



NOTES TO FINANCIAL STATEMENTS (continued)

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 November 30, 2010, 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. Dreyfus has contractually agreed, until April 1, 2011, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.25% of the value of the fund’s average daily net assets. During the period ended November 30, 2010, there was no reduction in management fee pursuant to the undertaking.

During the period ended November 30, 2010, the Distributor retained $23,277 from commissions earned on sales of the fund’s Class A shares and $5,077 from CDSCs on redemptions of the fund’s Class C shares.

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.

(b) Under the Distribution Plan (the “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 the average daily net assets of Class C shares. During the period ended November 30, 2010, Class C shares were charged $48,024, pursuant to the 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

26



accounts, such as answering shareholder inquiries regarding Class A and Class C 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 November 30, 2010, Class A and Class C shares were charged $57,248 and $16,008, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended November 30, 2010, the fund was charged $11,830 pursuant to the transfer agency agreement, which is included in Shareholder servicing costs in the Statement of Operations.

The fund has arrangements with the custodian and cash management bank 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 expense offset in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended November 30, 2010, the fund was charged $1,375 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations. These fees were partially offset by earnings credits of $84.

The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended November 30, 2010, the fund was charged $179,207 pursuant to the custody agreement.

TheFund 27



NOTES TO FINANCIAL STATEMENTS (continued)

During the period ended November 30, 2010, the fund was charged $6,399 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 $293,847, Rule 12b-1 distribution plan fees $6,342, shareholder services plan fees $9,654, custodian fees $43,663, chief compliance officer fees $1,152 and transfer agency per account fees $3,300.

(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 November 30, 2010, amounted to $134,246,721 and $25,092,638, respectively.

The provisions of ASC Topic 815 “Derivatives and Hedging” require 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 disclosure requirements distinguish between derivatives, which are accounted for as “hedges” and those that do not qualify for hedge accounting. Because investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of Operations, they do not qualify for such accounting. Accordingly, even though a fund’s investments in derivatives may represent economic hedges, they are considered to be non-hedge transactions for purposes of this disclosure.

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.

28



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 gain or loss which occurred during the period is 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 typically limited to the unrealized gain on each open contract.The following summarizes open forward contracts at November 30, 2010:

  Foreign      Unrealized 
Forward Foreign Currency  Currency      Appreciation 
Exchange Contracts  Amounts  Proceeds ($)  Value ($) (Depreciation) ($) 
Sales:         
Hong Kong Dollar,         
Expiring 12/1/2010  5,703,712  734,664  734,532  132 
Hong Kong Dollar,         
Expiring 12/2/2010  3,261,604  419,866  420,033  (167) 
Gross Unrealized         
Appreciation        132 
Gross Unrealized         
Depreciation        (167) 

 

The following summarizes the average market value of derivatives outstanding during the period ended November 30, 2010:

  Value ($) 
Forward Contracts  207,923 

 

At November 30, 2010, the cost of investments for federal income tax purposes was $362,881,585; accordingly, accumulated net unrealized appreciation on investments was $46,263,207, consisting of $54,759,040 gross unrealized appreciation and $8,495,833 gross unrealized depreciation.

TheFund 29



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors
Global Stock Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Global Stock Fund (one of the series comprising Strategic Funds, Inc.) as of November 30, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and financial highlights for each of the periods indicated therein.These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2010 by correspondence with the custodian and others. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Global Stock Fund at November 30, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the indicated periods, in conformity with U.S. generally accepted accounting principles.

New York, New York
January 25, 2011

30



IMPORTANT TAX INFORMATION (Unaudited)

In accordance with federal tax law, the fund elects to provide each shareholder with their portion of the fund’s foreign taxes paid and the income sourced from foreign countries. Accordingly, the fund hereby makes the following designations regarding its fiscal year ended November 30, 2010:

—the total amount of taxes paid to foreign countries was $369,760

—the total amount of income sourced from foreign countries was $5,185,328.

Where required by federal tax law rules, shareholders will receive notification of their proportionate share of foreign taxes paid and foreign sourced income for the 2010 calendar year with Form 1099-DIV which will be mailed in early 2011.

For the fiscal year ended November 30, 2010, certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $1,926,678 represents the maximum amount that may be considered qualified dividend income.

TheFund 31



INFORMATION ABOUT THE REVIEW AND APPROVAL
OF THE FUND’S MANAGEMENT AGREEMENT AND
SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on November 8-9, 2010, the Board considered the renewal of the fund’s Management Agreement with Dreyfus pursuant to which Dreyfus provides the fund with investment advisory and administrative services, and of Dreyfus’ Sub-Investment Advisory Agreement with Walter Scott & Partners Limited (“Walter Scott”)(the “Sub-Advisory Agreement”), pursuant to which Walter Scott serves as sub-investment adviser and provides day-to-day management of the fund’s portfolio (collectively, the “Agreements”). 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 Dreyfus and Walter Scott. In considering the renewal of the Agreements, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent and Quality of Services Provided to the Fund.The Board members considered information previously provided to them in a presentation from representatives of Dreyfus regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex, and by Walter Scott to the fund pursuant to the Sub-Advisory Agreement, and representatives of Dreyfus and Walter Scott confirmed that there had been no material changes in this information. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each distribution channel, including the distribution channel(s) for the fund.

32



The Board members also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus 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 Dreyfus’ extensive administrative, accounting, and compliance infrastructures, and Dreyfus’ supervisory activities over Walter Scott. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio.The Board members reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended September 30, 2010, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of September 30, 2010. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds.The Board members discussed the results of the comparisons and noted that the fund’s total return performance was above the

TheFund 33



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

Performance Group and Performance Universe medians for the various periods, except for the 1-year period when the fund’s performance was below the Performance Universe median.

The Board also noted that the fund ranked first in the Performance Group for the 2-year and 3-year periods, and ranked second in the Performance Universe for the 3-year period. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board members also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons. They noted that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee approximated the Expense Group median and was above the Expense Universe median, and the fund’s total expenses were below the Expense Group and Expense Universe medians.

Representatives of Dreyfus reviewed with the Board members the management or investment advisory fees paid to Dreyfus, Walter Scott, or their affiliates by funds in the same Lipper category as the fund (the “Similar Accounts”), and they explained the nature of the Similar Accounts. Representatives of Dreyfus noted that there were no institutional separate accounts managed by Dreyfus or Walter Scott considered to have similar investment strategies and policies as the fund. They discussed differences in fees paid and the relationship of the fees paid in light of any differences in the services provided and other relevant factors. The Board members considered the relevance of the fee information provided for the Similar Accounts to evaluate the appropriateness and reasonableness of the fund’s management fee.

The Board considered the fee toWalter Scott in relation to the fee paid to Dreyfus by the fund and the respective services provided by Walter Scott and Dreyfus.The Board also noted Walter Scott’s fee is paid by Dreyfus (out of its fee from the fund) and not the fund.

34



Analysis of Profitability and Economies of Scale. Dreyfus’ representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not unreasonable given the services rendered and service levels provided by Dreyfus.The Board previously had been provided with information prepared by an independent consulting firm regarding Dreyfus’ approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board’s counsel stated that the Board members should consider the profitability analysis (1) as part of their evaluation of whether the fees under the Agreements bear a reasonable relationship to the mix of services provided by Dreyfus and Walter Scott, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund 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. Since Dreyfus, and not the fund, pays Walter Scott pursuant to the Sub-Advisory Agreement, the Board did not consider Walter Scott’s profitability to be relevant to its deliberations. Dreyfus representatives noted that, as a result of shared and allocated costs among funds in the Dreyfus funds complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board members also considered potential benefits to Dreyfus and Walter Scott from acting as investment adviser and sub-investment adviser, respectively, and noted there were no soft dollar arrangements in effect for trading the fund’s investments.

TheFund 35



INFORMATION ABOUT THE REVIEW AND APPROVAL OF THE
FUND’S MANAGEMENT AGREEMENT AND SUB-INVESTMENT
ADVISORY 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 the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

  • The Board concluded that the nature, extent, and quality of the services provided by Dreyfus and Walter Scott are adequate and appropriate.

  • The Board was satisfied with the fund’s performance, in light of the considerations described above.

  • The Board concluded that the fees paid to Dreyfus and Walter Scott were reasonable in light of the considerations described above.

  • The Board determined that the economies of scale which may accrue to Dreyfus and its affiliates in connection with the management of the fund had been adequately considered by Dreyfus in connection with the fee rate charged to the fund pursuant to the Agreement and that, to the extent in the future it were 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 information received on a routine and regular basis throughout the year. In addition, it should be noted that the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of prior or similar agreements during which lengthy discussions took place between the Board members and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board members’ conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years. The Board members determined that renewal of the Agreements was in the best interests of the fund and its shareholders.

36



BOARD MEMBERS INFORMATION (Unaudited)

Joseph S. DiMartino (67) 
Chairman of the Board (1995) 
Principal Occupation During Past 5Years: 
• Corporate Director and Trustee 
Other Public Company Board Memberships During Past 5Years: 
• CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions for small 
and medium size companies, Director (1997-present) 
• The Newark Group, a provider of a national market of paper recovery facilities, paperboard 
mills and paperboard converting plants, Directors (2000-2010) 
• Sunair Services Corporation, a provider of certain outdoor-related services to homes and 
businesses, Director (2005-2009) 
No. of Portfolios for which Board Member Serves: 170 
——————— 
David W. Burke (74) 
Board Member (1994) 
Principal Occupation During Past 5Years: 
• Corporate Director and Trustee 
No. of Portfolios for which Board Member Serves: 85 
——————— 
William Hodding Carter III (75) 
Board Member (1988) 
Principal Occupation During Past 5Years: 
• Professor of Leadership & Public Policy, University of North Carolina, Chapel Hill (2006-present) 
• President and Chief Executive Officer of the John S. and James L. Knight Foundation (1998-2006) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Gordon J. Davis (69) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• Partner in the law firm of Dewey & LeBoeuf LLP 
Other Public Company Board Memberships During Past 5Years: 
• Consolidated Edison, Inc., a utility company, Director (1997-present) 
• The Phoenix Companies, Inc., a life insurance company, Director (2000-present) 
No. of Portfolios for which Board Member Serves: 45 

 

TheFund 37



BOARD MEMBERS INFORMATION (Unaudited) (continued)

Joni Evans (68) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• Chief Executive Officer, www.wowOwow.com an online community dedicated to women’s 
conversations and publications 
• Principal, Joni Evans Ltd. (publishing) 
• Senior Vice President of the William Morris Agency (1994-2006) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Ehud Houminer (70) 
Board Member (1994) 
Principal Occupation During Past 5Years: 
• Executive-in-Residence at the Columbia Business School, Columbia University 
Other Public Company Board Memberships During Past 5Years: 
• Avnet Inc., an electronics distributor, Director (1993-present) 
No. of Portfolios for which Board Member Serves: 63 
——————— 
Richard C. Leone (70) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• President of The Century Foundation (formerly,The Twentieth Century Fund, Inc.), a tax 
exempt research foundation engaged in the study of economic, foreign policy and domestic issues 
Other Public Company Board Memberships During Past 5Years: 
• Partnership for a Secure America, Director 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Hans C. Mautner (73) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• President—International Division and an Advisory Director of Simon Property Group, a real 
estate investment company 
• Chairman and Chief Executive Officer of Simon Global Limited 
No. of Portfolios for which Board Member Serves: 30 

 

38



Robin A. Melvin (47) 
Board Member (1995) 
Principal Occupation During Past 5Years: 
• Director, Boisi Family Foundation, a private family foundation that supports youth-serving 
organizations that promote the self sufficiency of youth from disadvantaged circumstances 
(1995-present) 
• SeniorVice President, Mentor, a national non-profit youth mentoring organization (1992-2005) 
No. of Portfolios for which Board Member Serves: 41 
——————— 
Burton N. Wallack (60) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• President and Co-owner of Wallack Management Company, a real estate management company 
No. of Portfolios for which Board Member Serves: 30 
——————— 
John E. Zuccotti (73) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• Chairman of Brookfield Financial Properties, Inc. 
• Senior Counsel of Weil, Gotshal & Manges, LLP 
• Emeritus Chairman of the Real Estate Board of New York 
Other Public Company Board Memberships During Past 5Years: 
• Wellpoint, Inc., a health benefits company, Director (2005-present) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80.The 
address of the Board Members and Officers is in c/o The Dreyfus Corporation, 200 Park Avenue, NewYork, NewYork 
10166.Additional information about the Board Members is available in the fund’s Statement of Additional Information 
which can be obtained from Dreyfus free of charge by calling this toll free number: 1-800-554-4611. 
Arnold S. Hiatt, Emeritus Board Member 

 

TheFund 39



OFFICERS OF THE FUND (Unaudited)


40




TheFund 41



OFFICERS OF THE FUND (Unaudited) (continued)


42





NOTES








International 
Stock Fund 

 

ANNUAL REPORT November 30, 2010




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.




 

Contents

 

THE FUND

2     

A Letter from the Chairman and CEO

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

16     

Financial Highlights

19     

Notes to Financial Statements

31     

Report of Independent Registered Public Accounting Firm

32     

Important Tax Information

33     

Information About the Review and Approval of the Fund’s Management Agreement and Sub-Investment Advisory Agreement

38     

Board Members Information

41     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



International 
Stock Fund

 

The Fund 

 


A LETTER FROM THE CHAIRMAN AND CEO

Dear Shareholder:

We are pleased to present this annual report for International Stock Fund, covering the twelve-month period from December 1, 2009, through November 30, 2010.

Stocks throughout the global markets delivered respectable returns during the reporting period, despite periodic bouts of market volatility stemming from economic uncertainty and events. Although GDP growth in most countries was positive throughout the reporting period, the global economic recovery has been milder than historical averages, in particular in the U.S. Most notably, heavy sovereign debt burdens recently renewed credit concerns in Europe, effectively barring some governments from adopting more stimulative fiscal policies. However, robust demand from the world’s emerging markets has taken up some of the slack, supporting corporate earnings and stock prices.

We are cautiously optimistic regarding global economic and market prospects in 2011. Global expansion should gain a degree of momentum, led by financially strong emerging markets countries, while “debt hangover” countries in the developed world may face continued economic challenges. Monetary policy remains stimulative in most markets, and inflation-adjusted interest rates and inflation remain low. So is your portfolio positioned accordingly given these recent global economic events? Talk with your financial advisor, who can help you evaluate your portfolio investments within the new global economic framework to help meet your individual investment needs and future capital goals.

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.

Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
December 15, 2010

2




DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2009, through November 30, 2010, as provided by Jane Henderson and Roy Leckie ofWalter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the 12-month period ended November 30, 2010, International Stock Fund’s Class A shares achieved a return of 7.99%, Class C shares returned 7.18% and Class I shares returned 8.38%.1 In comparison, the fund’s benchmark index, the Morgan Stanley Capital International Europe, Australasia, Far East Index (the “MSCI EAFE Index”), achieved a 1.11% return over the same period.2

Despite early equity market declines, a slowly recovering global economy and improving investor sentiment enabled international stocks to eke out modest gains, on average, over the full reporting period.The fund produced returns that were higher than the MSCI EAFE Index, due to the success of our bottom-up security selection process in all geographic regions.

The Fund’s Investment Approach

The fund seeks long-term real return by investing 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 add value to their businesses. Companies meeting the financial criteria are subjected to a detailed investigation of their products, cost and pricing, competition, industry position and outlook.

Heightened Market Volatility in a Slow-Growth Economy

Even as most developed markets remained mired in economic weakness, robust demand for goods and services from the emerging markets

TheFund 3



DISCUSSION OF FUND PERFORMANCE (continued)

supported global manufacturing activity into the first quarter of 2010. As a result, confidence improved among businesses, consumers and investors worldwide. However, investor sentiment deteriorated in the spring of 2010 due to a sovereign debt crisis in Europe, which required intervention by the International Monetary Fund and European Union in the fiscal affairs of Greece and, later, Ireland.An appreciating currency dampened exports in Japan, and high unemployment levels, moribund housing markets and a weakening U.S. dollar constrained imports from international markets into the United States.

Fortunately, the effects of these concerns proved temporary, as still-strong demand from emerging markets and additional stimulative programs from certain central banks sparked a market rally later in the reporting period. In addition, while economic fundamentals remained questionable, global corporations continued to boost their earnings in the wake of cost-cutting measures adopted during the downturn.

Security Selections Boosted Fund’s Results

The fund’s stock-picking process found few opportunities meeting our investment criteria in the financials sector, enabling the fund to largely avoid weakness stemming from Europe’s sovereign debt crisis. In addition, the fund scored individual successes across a variety of markets through investments in growth-oriented companies such as Japan-based industrial robotic automation specialist Fanuc, which benefited from the beginnings of a shift in China from human labor to computer-aided manufacturing.The fund’s results also were bolstered by Denmark-based pharmaceutical developer Novo Nordisk, a leader in the manufacturing of insulin, which is used in the treatment of diabetes. Other winners included Hong Kong-based conglomerate HutchisonWhampoa, which gained value when its mobile telecommunications unit returned to profitability. One of China’s leading oil producers, CNOOC Limited, advanced as demand for energy in China intensified, and the company discovered new sources of production.

As is to be expected in a volatile market environment, the fund encountered some disappointments during the reporting period. Chief among them were Brazilian energy company Petroleo Brasileiro and Japanese oil-and-gas exploration and production company INPEX Corporation, both of which lost value when they issued new shares to finance new

4



production, thereby diluting the value of existing shares. Hong Kong-based retailer Esprit Holdings, which does business primarily in Europe, lagged market averages despite strong performance at the retail level, as the company’s wholesale distribution system continued to struggle with operational issues.

Finding Opportunities Among International Leaders

We expect the subpar global economic recovery to persist, with generally sluggish growth in developed markets and more robust expansion in emerging markets. However, we believe that robust corporate earnings growth may become more difficult to achieve as fewer opportunities for cost reductions present themselves. Rather, most companies in the year 2011 must increase revenues in order to achieve further bottom-line growth, which may be a difficult task in light of fiscal austerity measures in Europe and weak housing and labor markets in the United States. Consequently, we have intensified our focus on non-U.S. companies that, based on our analysis, can grow earnings either through leadership positions in their markets or ample pricing power. In our judgment, this strategy is particularly prudent in a global environment of persistent economic uncertainty.

December 15, 2010

  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. 

 

TheFund 5



FUND PERFORMANCE


Source: Lipper Inc. 
Past performance is not predictive of future performance. 
The above graph compares a $10,000 investment made in Class A, Class C and Class I shares of International Stock 
Fund on 12/29/06 (inception date) to a $10,000 investment made in the Morgan Stanley Capital International 
Europe,Australasia, Far East Index (the “Index”) on that date. For comparative purposes, the value of the Index on 
12/31/06 is used as the beginning value on 12/29/06.All dividends and capital gain distributions are reinvested. 
The fund’s performance shown in the line graph takes into account the maximum initial sales charge on Class A shares 
and all other applicable fees and expenses on all classes.The Index is an unmanaged, market capitalization weighted index 
that is designed to measure the performance of publicly traded stocks issued by companies in developed markets excluding 
the U.S. and Canada. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot 
invest directly in any index. Further information relating to fund performance, including expense reimbursements, if 
applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report. 

 

6



Average Annual Total Returns as of 11/30/10     
 
  Inception    From 
  Date  1 Year  Inception 
Class A shares       
with maximum sales charge (5.75%)  12/29/06  1.79%  –0.21% 
without sales charge  12/29/06  7.99%  1.31% 
Class C shares       
with applicable redemption charge   12/29/06  6.18%  0.54% 
without redemption  12/29/06  7.18%  0.54% 
Class I shares  12/29/06  8.38%  1.70% 
Morgan Stanley Capital International       
Europe, Australasia, Far East Index††  12/31/06  1.11%  –4.74% 

 

Past performance is not predictive of future performance.The fund’s performance shown in the graph and table does not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  For comparative purposes, the value of the Index as of 12/31/06 is used as the beginning value on 12/29/06. 

 

TheFund 7



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 June 1, 2010 to November 30, 2010. 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 November 30, 2010

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 7.18  $ 11.39  $ 5.20 
Ending value (after expenses)  $1,137.40  $1,133.60  $1,140.20 

 

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 November 30, 2010

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 6.78  $ 10.76  $ 4.91 
Ending value (after expenses)  $1,018.35  $1,014.39  $1,020.21 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.34% for Class A, 2.13% for Class C and .97% 
for Class I , multiplied by the average account value over the period, multiplied by 183/365 (to reflect the one-half 
year period). 

 

8



STATEMENT OF INVESTMENTS

November 30, 2010

Common Stocks—96.8%  Shares  Value ($) 
Australia—6.1%     
Cochlear  224,700  16,853,038 
CSL  503,200  16,837,642 
Woodside Petroleum  411,700  16,554,026 
    50,244,706 
Belgium—2.0%     
Colruyt  333,000  16,637,249 
Brazil—1.9%     
Petroleo Brasileiro, ADR  554,800  16,244,544 
Canada—2.0%     
Suncor Energy  489,300  16,434,722 
Denmark—1.9%     
Novo Nordisk, Cl. B  155,700  15,401,478 
France—5.5%     
Cie Generale d’Optique Essilor International  223,500  13,964,580 
Danone  280,600  16,435,928 
L’Oreal  142,200  15,122,790 
    45,523,298 
Germany—3.9%     
Adidas  248,200  15,580,358 
SAP  357,000  16,654,655 
    32,235,013 
Hong Kong—9.7%     
China Mobile  1,631,500  16,272,769 
CLP Holdings  1,477,500  12,158,536 
CNOOC  7,558,000  16,390,867 
Esprit Holdings  3,087,334  14,929,543 
Hong Kong & China Gas  2,558,105  6,246,110 
Hutchison Whampoa  1,393,000  13,938,790 
    79,936,615 
Japan—33.1%     
Aeon Mall  521,600  11,598,729 
Canon  334,000  15,744,175 
Chugai Pharmaceutical  628,000  11,338,368 
Daikin Industries  361,800  12,990,907 
Daito Trust Construction  259,900  16,086,534 
Denso  518,700  16,938,787 

 

TheFund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares  Value ($) 
Japan (continued)     
FANUC  118,700  17,005,771 
Hirose Electric  93,000  9,189,987 
Honda Motor  472,500  16,993,966 
Hoya  588,300  13,876,260 
INPEX  3,230  16,615,068 
Keyence  63,500  16,024,854 
Komatsu  659,700  18,272,011 
Mitsubishi Estate  913,000  15,403,943 
Nintendo  65,100  17,681,001 
Shimamura  159,900  14,597,156 
Shin-Etsu Chemical  339,000  16,567,212 
Tokio Marine Holdings  590,800  16,709,566 
    273,634,295 
Singapore—1.4%     
DBS Group Holdings  1,139,512  12,082,530 
Spain—1.9%     
Inditex  209,400  15,781,311 
Sweden—2.0%     
Hennes & Mauritz, Cl. B  498,200  16,817,177 
Switzerland—8.0%     
Nestle  292,500  15,897,848 
Novartis  314,000  16,659,692 
Roche Holding  19,000  2,707,119 
SGS  8,290  13,570,936 
Synthes  141,200  17,276,302 
    66,111,897 
United Kingdom—17.4%     
BG Group  901,700  16,290,629 
Burberry Group  529,000  8,195,427 
Cairn Energy  2,691,300 a  16,179,615 
Centrica  3,126,100  14,932,731 
HSBC Holdings  1,555,300  15,683,636 
Reckitt Benckiser Group  290,000  15,336,755 
Smith & Nephew  1,812,000  16,417,639 

 

10



Common Stocks (continued)  Shares  Value ($) 
United Kingdom (continued)     
Standard Chartered  613,000  16,504,946 
Tesco  2,485,100  16,014,573 
WM Morrison Supermarkets  1,945,000  8,228,962 
    143,784,913 
Total Common Stocks     
(cost $732,117,819)    800,869,748 
 
Other Investment—2.4%     
Registered Investment Company;     
Dreyfus Institutional Preferred     
Plus Money Market Fund     
(cost $19,650,000)  19,650,000 b  19,650,000 
Total Investments (cost $751,767,819)  99.2%  820,519,748 
Cash and Receivables (Net)  .8%  6,777,447 
Net Assets  100.0%  827,297,195 

 

ADR—American Depository Receipts

a  Non-income producing security. 
b  Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Health Care  15.3  Industrials  9.2 
Consumer Discretionary  14.5  Utilities  4.0 
Energy  13.9  Money Market Investment  2.4 
Financial Services  12.6  Materials  2.0 
Consumer Staples  12.5  Telecommunication Services  2.0 
Technology  10.8    99.2 
 
† Based on net assets.       
See notes to financial statements.       

 

TheFund 11



STATEMENT OF ASSETS AND LIABILITIES

November 30, 2010

  Cost  Value 
Assets ($):     
Investments in securities—See Statement of Investments:     
Unaffiliated issuers  732,117,819  800,869,748 
Affiliated issuers  19,650,000  19,650,000 
Cash    2,439,009 
Cash denominated in foreign currencies  1,468,832  1,469,494 
Receivable for investment securities sold    1,847,317 
Dividends and interest receivable    1,824,754 
Receivable for shares of Common Stock subscribed    1,639,131 
Unrealized appreciation on forward foreign     
currency exchange contracts—Note 4    212 
Prepaid expenses    41,998 
    829,781,663 
Liabilities ($):     
Due to The Dreyfus Corporation and affiliates—Note 3(c)    718,326 
Payable for investment securities purchased    1,428,270 
Payable for shares of Common Stock redeemed    201,620 
Unrealized depreciation on forward foreign     
currency exchange contracts—Note 4    9,618 
Accrued expenses    126,634 
    2,484,468 
Net Assets ($)    827,297,195 
Composition of Net Assets ($):     
Paid-in capital    773,586,283 
Accumulated undistributed investment income—net    4,615,945 
Accumulated net realized gain (loss) on investments    (19,703,518) 
Accumulated net unrealized appreciation (depreciation)     
on investments and foreign currency transactions    68,798,485 
Net Assets ($)    827,297,195 

 

Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  124,347,115  13,958,542  688,991,538 
Shares Outstanding  9,690,313  1,104,051  53,304,720 
Net Asset Value Per Share ($)  12.83  12.64  12.93 
 
See notes to financial statements.       

 

12



STATEMENT OF OPERATIONS

Year Ended November 30, 2010

Investment Income ($):   
Income:   
Cash dividends (net of $853,758 foreign taxes withheld at source):   
Unaffiliated issuers  11,668,422 
Affiliated issuers  42,558 
Total Income  11,710,980 
Expenses:   
Management fee—Note 3(a)  4,806,388 
Custodian fees—Note 3(c)  381,265 
Shareholder servicing costs—Note 3(c)  262,130 
Professional fees  88,481 
Registration fees  80,538 
Directors’ fees and expenses—Note 3(d)  52,531 
Distribution fees—Note 3(b)  44,941 
Prospectus and shareholders’ reports  15,055 
Loan commitment fees—Note 2  4,698 
Miscellaneous  36,851 
Total Expenses  5,772,878 
Less—reduction in fees due to earnings credits—Note 3(c)  (107) 
Net Expenses  5,772,771 
Investment Income—Net  5,938,209 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments and foreign currency transactions  1,629,837 
Net realized gain (loss) on forward foreign currency exchange contracts  (85,902) 
Net Realized Gain (Loss)  1,543,935 
Net unrealized appreciation (depreciation)   
on investments and foreign currency transactions  42,151,738 
Net unrealized appreciation (depreciation) on   
forward foreign currency exchange contracts  (7,362) 
Net Unrealized Appreciation (Depreciation)  42,144,376 
Net Realized and Unrealized Gain (Loss) on Investments  43,688,311 
Net Increase in Net Assets Resulting from Operations  49,626,520 
 
See notes to financial statements.   

 

TheFund 13



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended November 30, 
  2010  2009a 
Operations ($):     
Investment income—net  5,938,209  2,396,899 
Net realized gain (loss) on investments  1,543,935  (14,951,731) 
Net unrealized appreciation     
(depreciation) on investments  42,144,376  85,132,414 
Net Increase (Decrease) in Net Assets     
Resulting from Operations  49,626,520  72,577,582 
Dividends to Shareholders from ($):     
Investment income—net:     
Class A Shares  (142,971)  (14,326) 
Class C Shares  (4,254)  (315) 
Class I Shares  (3,306,609)  (1,438,410) 
Class T Shares    (959) 
Total Dividends  (3,453,834)  (1,454,010) 
Capital Stock Transactions ($):     
Net proceeds from shares sold:     
Class A Shares  115,912,183  16,902,665 
Class C Shares  13,275,616  946,149 
Class I Shares  354,816,585  228,631,789 
Dividends reinvested:     
Class A Shares  141,708  13,684 
Class C Shares  2,713  233 
Class I Shares  1,027,427  430,172 
Class T Shares    551 
Cost of shares redeemed:     
Class A Shares  (15,383,858)  (1,905,577) 
Class C Shares  (974,987)  (112,519) 
Class I Shares  (46,510,527)  (78,185,632) 
Class T Shares    (20,033) 
Increase (Decrease) in Net Assets     
from Capital Stock Transactions  422,306,860  166,701,482 
Total Increase (Decrease) in Net Assets  468,479,546  237,825,054 
Net Assets ($):     
Beginning of Period  358,817,649  120,992,595 
End of Period  827,297,195  358,817,649 
Undistributed investment income—net  4,615,945  2,387,702 

 

14



  Year Ended November 30, 
  2010  2009a 
Capital Share Transactions:     
Class Ab     
Shares sold  9,443,427  1,545,517 
Shares issued for dividends reinvested  11,750  1,512 
Shares redeemed  (1,273,189)  (172,304) 
Net Increase (Decrease) in Shares Outstanding  8,181,988  1,374,725 
Class C     
Shares sold  1,084,430  90,996 
Shares issued for dividends reinvested  227  26 
Shares redeemed  (84,101)  (11,194) 
Net Increase (Decrease) in Shares Outstanding  1,000,556  79,828 
Class I     
Shares sold  28,823,704  22,570,720 
Shares issued for dividends reinvested  84,841  47,481 
Shares redeemed  (3,809,868)  (8,544,986) 
Net Increase (Decrease) in Shares Outstanding  25,098,677  14,073,215 
Class Tb     
Shares issued for dividends reinvested    64 
Shares redeemed    (2,414) 
Net Increase (Decrease) in Shares Outstanding    (2,350) 

 

a Effective as of the close of business on February 4, 2009, the fund no longer offers Class T shares. 
b On the close of business on February 4, 2009, 2,414 Class T shares representing $20,033 were converted to 2,316 
Class A shares. 

 

See notes to financial statements.

TheFund 15



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.

    Year Ended November 30,   
Class A Shares  2010  2009  2008  2007a 
Per Share Data ($):         
Net asset value, beginning of period  11.97  8.43  13.72  12.50 
Investment Operations:         
Investment income—netb  .09  .05  .09  .07 
Net realized and unrealized         
gain (loss) on investments  .86  3.58  (5.28)  1.15 
Total from Investment Operations  .95  3.63  (5.19)  1.22 
Distributions:         
Dividends from investment income—net  (.09)  (.09)  (.02)   
Dividends from net realized         
gain on investments      (.08)   
Total Distributions  (.09)  (.09)  (.10)   
Net asset value, end of period  12.83  11.97  8.43  13.72 
Total Return (%)c  7.99  43.33  (38.07)  9.76d 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  1.34  1.43  1.43  1.75e 
Ratio of net expenses to average net assets  1.34  1.42  1.41  1.47e 
Ratio of net investment income         
to average net assets  .69  .50  .79  .50e 
Portfolio Turnover Rate  5.91  21.67  13.18  13.34d 
Net Assets, end of period ($ x 1,000)  124,347  18,059  1,126  1,396 

 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
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.

16



    Year Ended November 30,   
Class C Shares  2010  2009  2008  2007a 
Per Share Data ($):         
Net asset value, beginning of period  11.83  8.32  13.64  12.50 
Investment Operations:         
Investment income (loss)—netb  (.02)  (.01)  .00c  (.04) 
Net realized and unrealized         
gain (loss) on investments  .87  3.53  (5.24)  1.18 
Total from Investment Operations  .85  3.52  (5.24)  1.14 
Distributions:         
Dividends from investment income—net  (.04)  (.01)     
Dividends from net realized         
gain on investments      (.08)   
Total Distributions  (.04)  (.01)  (.08)   
Net asset value, end of period  12.64  11.83  8.32  13.64 
Total Return (%)d  7.18  42.31  (38.58)  9.04e 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  2.13  2.25  2.24  2.50f 
Ratio of net expenses to average net assets  2.13  2.22  2.20  2.21f 
Ratio of net investment income         
(loss) to average net assets  (.12)  (.13)  .03  (.31)f 
Portfolio Turnover Rate  5.91  21.67  13.18  13.34e 
Net Assets, end of period ($ x 1,000)  13,959  1,224  197  445 

 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
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.

TheFund 17



FINANCIAL HIGHLIGHTS (continued)

    Year Ended November 30,   
Class I Shares  2010  2009  2008  2007a,b 
Per Share Data ($):         
Net asset value, beginning of period  12.04  8.47  13.76  12.50 
Investment Operations:         
Investment income—netc  .14  .12  .14  .11 
Net realized and unrealized         
gain (loss) on investments  .86  3.57  (5.30)  1.15 
Total from Investment Operations  1.00  3.69  (5.16)  1.26 
Distributions:         
Dividends from investment income—net  (.11)  (.12)  (.05)   
Dividends from net realized         
gain on investments      (.08)   
Total Distributions  (.11)  (.12)  (.13)   
Net asset value, end of period  12.93  12.04  8.47  13.76 
Total Return (%)  8.38  43.98  (37.82)  10.08d 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  .97  1.01  1.03  1.38e 
Ratio of net expenses to average net assets  .97  1.01  1.02  1.16e 
Ratio of net investment income         
to average net assets  1.11  1.18  1.19  .81e 
Portfolio Turnover Rate  5.91  21.67  13.18  13.34d 
Net Assets, end of period ($ x 1,000)  688,992  339,535  119,650  69,201 

 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Effective June 1, 2007, Class R shares were redesignated as Class I shares. 
c  Based on average shares outstanding at each month end. 
d  Not annualized. 
e  Annualized. 

 

See notes to financial statements.

18



NOTES TO FINANCIAL STATEMENTS

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 ten 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.

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 and Class I. Class A shares 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 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 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.

TheFund 19



NOTES TO FINANCIAL STATEMENTS (continued)

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 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: 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.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 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 appropri-

20



ate 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. 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.

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.

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).

TheFund 21



NOTES TO FINANCIAL STATEMENTS (continued)

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

The following is a summary of the inputs used as of November 30, 2010 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Foreign  800,869,748      800,869,748 
Mutual Funds  19,650,000      19,650,000 
Other Financial         
Instruments:         
Forward Foreign         
Currency Exchange       
Contracts††    212    212 
Liabilities ($)         
Other Financial         
Instruments:         
Forward Foreign         
Currency Exchange       
Contracts††    (9,618)    (9,618) 

 

  See Statement of Investments for additional detailed categorizations. 
††  Amount shown represents unrealized appreciation (depreciation) at period end. 

 

In January 2010, FASB issued Accounting Standards Update (“ASU”) No. 2010-06 “Improving Disclosures about FairValue Measurements”. The portions of ASU No. 2010-06 which require reporting entities to prepare new disclosures surrounding amounts and reasons for significant transfers in and out of Level 1 and Level 2 fair value measurements as well as inputs and valuation techniques used to measure fair value for both recurring and nonrecurring fair value measurements that fall in either Level 2 or Level 3 have been adopted by the fund. No significant transfers between Level 1 or Level 2 fair value measurements occurred at November 30, 2010. The remaining portion of ASU No. 2010-06 requires reporting entities to make new disclosures about information on purchases, sales, issuances and settlements on a gross basis in the rec-

22



onciliation of activity in Level 3 fair value measurements. These new and revised disclosures are required to be implemented for fiscal years beginning after December 15, 2010. Management is currently evaluating the impact that the adoption of this remaining portion of ASU No. 2010-06 may have on the fund’s financial statement disclosures.

(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 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 or 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 investments are 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.

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.

TheFund 23



NOTES TO FINANCIAL STATEMENTS (continued)

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

The fund may invest in shares of certain affiliated investment companies also advised or managed by Dreyfus. Investments in affiliated investment companies for the period ended November 30, 2010 were as follows:

Affiliated           
Investment  Value      Value  Net 
Company  11/30/2009 ($)  Purchases ($)  Sales ($)  11/30/2010 ($)  Assets (%) 
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market           
Fund  11,800,000  308,850,000  301,000,000  19,650,000  2.4 

 

(e) 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.

(f) 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 November 30, 2010, 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, the fund did not incur any interest or penalties.

24



Each of the tax years in the four-year period ended November 30, 2010 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At November 30, 2010, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $6,896,869, accumulated capital losses $15,713,305 and unrealized appreciation $62,996,161. In addition, the fund had $468,813 of passive foreign investment company losses realized after October 31, 2010, which were deferred for tax purposes to the first day of the following fiscal year.

The accumulated capital loss carryover is available for federal income tax purposes to be applied against future net securities profits, if any, realized subsequent to November 30, 2010. If not applied, $598,805 of the carryover expires in fiscal 2016 and $15,114,500 expires in fiscal 2017.

The tax character of distributions paid to shareholders during the fiscal periods ended November 30, 2010 and November 30, 2009 were as follows: ordinary income $3,453,834 and $1,454,010, respectively.

During the period ended November 30, 2010, as a result of permanent book to tax differences, primarily due to the tax treatment for foreign currency gains and losses, the fund decreased accumulated undistributed investment income-net by $256,132 and increased accumulated net realized gain (loss) on investments by the same amount. Net assets and net asset value per share were not affected by this reclassification.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $225 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

TheFund 25



NOTES TO FINANCIAL STATEMENTS (continued)

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 November 30, 2010, 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. Dreyfus has contractually agreed, until April 1, 2011, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.25% of the value of the fund’s average daily net assets. During the period ended November 30, 2010, there was no reduction in management fee pursuant to the undertaking.

During the period ended November 30, 2010, the Distributor retained $39,426 from commissions earned on sales of the fund’s Class A shares and $3,439 from CDSCs on redemptions of the fund’s Class C shares.

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.

(b) Under the Distribution Plan (the “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 the average daily net assets of Class C shares. During the period ended November 30, 2010, Class C shares were charged $44,941, pursuant to the 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

26



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 and Class C 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 November 30, 2010, Class A and Class C shares were charged $152,323 and $14,980, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended November 30, 2010, the fund was charged $11,225 pursuant to the transfer agency agreement, which is included in Shareholder servicing costs in the Statement of Operations.

The fund has arrangements with the custodian and cash management bank 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 expense offset in the Statement of Operations.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended November 30, 2010, the fund was charged $1,852 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations. These fees were partially offset by earnings credits of $107.

TheFund 27



NOTES TO FINANCIAL STATEMENTS (continued)

The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended November 30, 2010, the fund was charged $381,265 pursuant to the custody agreement.

During the period ended November 30, 2010, the fund was charged $6,399 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 $580,776, Rule 12b-1 distribution plan fees $8,398, shareholder services plan fees $28,002, custodian fees $97,298, chief compliance officer fees $1,152 and transfer agency per account fees $2,700.

(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.

(e) A 2% redemption fee is charged and retained by the fund on certain shares redeemed within sixty days following the date of issuance, including redemptions made through the use of the fund’s exchange privilege. During the period ended November 30, 2010, redemption fees charged and retained by the fund amounted to $89,058.

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 November 30, 2010, amounted to $442,454,703 and $31,861,449, respectively.

The provisions of ASC Topic 815 “Derivatives and Hedging” require qualitative disclosures about objectives and strategies for using deriva-

28



tives, 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 disclosure requirements distinguish between derivatives, which are accounted for as “hedges” and those that do not qualify for hedge accounting. Because investment companies value their derivatives at fair value and recognize changes in fair value through the Statement of Operations, they do not qualify for such accounting. Accordingly, even though a fund’s investments in derivatives may represent economic hedges, they are considered to be non-hedge transactions for purposes of this disclosure.

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 gain or loss which occurred during the period is 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

TheFund 29



NOTES TO FINANCIAL STATEMENTS (continued)

nonperformance on these forward contracts, which is typically limited to the unrealized gain on each open contract.The following summarizes open forward contracts at November 30, 2010:

  Foreign      Unrealized 
Forward Foreign Currency  Currency      Appreciation 
Exchange Contracts  Amounts  Cost ($)  Value ($) (Depreciation) ($) 
Purchases;         
Euro,         
Expiring 12/1/2010  365,870  484,266  474,915  (9,351) 
Sales:    Proceeds ($)     
Hong Kong Dollar,         
Expiring 12/1/2010  9,141,566  1,177,475  1,177,263  212 
Hong Kong Dollar,         
Expiring 12/2/2010  5,203,035  669,786  670,053  (267) 
Gross Unrealized         
Appreciation        212 
Gross Unrealized         
Depreciation        (9,618) 

 

The following summarizes the average market value of derivatives outstanding during the period ended November 30, 2010:

  Value ($) 
Forward Contracts  7,494,907 

 

At November 30, 2010, the cost of investments for federal income tax purposes was $757,570,143; accordingly, accumulated net unrealized appreciation on investments was $62,949,605, consisting of $84,390,701 gross unrealized appreciation and $21,441,096 gross unrealized depreciation.

30



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors
International Stock Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of International Stock Fund (one of the series comprising Strategic Funds, Inc.) as of November 30, 2010, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended and financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of November 30, 2010 by correspondence with the custodian and others. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of International Stock Fund at November 30, 2010, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the indicated periods, in conformity with U.S. generally accepted accounting principles.

New York, New York
January 25, 2011

TheFund 31



IMPORTANT TAX INFORMATION (Unaudited)

In accordance with federal tax law, the fund elects to provide each shareholder with their portion of the fund’s foreign taxes paid and the income sourced from foreign countries. Accordingly, the fund hereby makes the following designations regarding its fiscal year ended November 30, 2010:

—the total amount of taxes paid to foreign countries was $853,758

—the total amount of income sourced from foreign countries was $12,522,538.

Where required by federal tax law rules, shareholders will receive notification of their proportionate share of foreign taxes paid and foreign sourced income for the 2010 calendar year with Form 1099-DIV which will be mailed in early 2011.

For the fiscal year ended November 30, 2010, certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $3,453,834 represents the maximum amount that may be considered qualified dividend income.

32



INFORMATION ABOUT THE REVIEW AND APPROVAL
OF THE FUND’S MANAGEMENT AGREEMENT AND
SUB-INVESTMENT ADVISORY AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on November 8-9, 2010, the Board considered the renewal of the fund’s Management Agreement with Dreyfus pursuant to which Dreyfus provides the fund with investment advisory and administrative services, and of Dreyfus’ Sub-Investment Advisory Agreement with Walter Scott & Partners Limited (“Walter Scott”)(the “Sub-Investment Advisory Agreement”), pursuant to which Walter Scott serves as sub-investment adviser and provides day-to-day management of the fund’s portfolio (collectively, the “Agreements”).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 Dreyfus and Walter Scott. In considering the renewal of the Agreements, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent and Quality of Services Provided to the Fund.The Board members considered information previously provided to them in a presentation from representatives of Dreyfus regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex, and by Walter Scott to the fund pursuant to the Sub-Advisory Agreement, and representatives of Dreyfus and Walter Scott confirmed that there had been no material changes in this information. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each distribution channel, including the distribution channel(s) for the fund.

TheFund 33



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

The Board members also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus 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 Dreyfus’ extensive administrative, accounting, and compliance infrastructures, and Dreyfus’ supervisory activities over Walter Scott. The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board members reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended September 30, 2010, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of September 30, 2010. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds.The Board members discussed the results of the comparisons and noted that the fund’s total return performance was above the Performance Group and Performance Universe medians for the various periods. The Board also noted that the fund ranked first in the

34



Performance Group and second in the Performance Universe, each for the 3-year period. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board members also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons. They noted that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee was at the Expense Group median and was above the Expense Universe median, and the fund’s total expenses were below the Expense Group and Expense Universe medians.

Representatives of Dreyfus noted that there were no funds in the same Lipper category as the fund managed by Dreyfus,Walter Scott, or their affiliates, or separate accounts and/or other types of client portfolios managed by Dreyfus or Walter Scott considered to have similar investment strategies and policies as the fund.

The Board considered the fee toWalter Scott in relation to the fee paid to Dreyfus by the fund and the respective services provided by Walter Scott and Dreyfus.The Board also noted Walter Scott’s fee is paid by Dreyfus (out of its fee from the fund) and not the fund.

Analysis of Profitability and Economies of Scale. Dreyfus’ representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not unreasonable given the services rendered and service levels provided by Dreyfus.The Board previously had been provided with information prepared by an independent consulting firm regarding Dreyfus’ approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex. The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

TheFund 35



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

The Board’s counsel stated that the Board members should consider the profitability analysis (1) as part of their evaluation of whether the fees under the Agreements bear a reasonable relationship to the mix of services provided by Dreyfus and Walter Scott, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund 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. Since Dreyfus, and not the fund, pays Walter Scott pursuant to the Sub-Advisory Agreement, the Board did not consider Walter Scott’s profitability to be relevant to its deliberations. Dreyfus representatives noted that, as a result of shared and allocated costs among funds in the Dreyfus funds complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board members also considered potential benefits to Dreyfus and Walter Scott from acting as investment adviser and sub-investment adviser, respectively, and noted there were no soft dollar arrangements in effect for trading the fund’s investments.

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 the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

  • The Board concluded that the nature, extent, and quality of the services provided by Dreyfus and Walter Scott are adequate and appropriate.

  • The Board was satisfied with the fund’s performance, in light of the considerations described above.

  • The Board concluded that the fees paid to Dreyfus and Walter Scott were reasonable in light of the considerations described above.

36



  • The Board determined that the economies of scale which may accrue to Dreyfus and its affiliates in connection with the management of the fund had been adequately considered by Dreyfus in connection with the fee rate charged to the fund pursuant to the Agreement and that, to the extent in the future it were 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 information received on a routine and regular basis throughout the year. In addition, it should be noted that the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of prior or similar agreements during which lengthy discussions took place between the Board members and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board members’ conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years. The Board members determined that renewal of the Agreements was in the best interests of the fund and its shareholders.

TheFund 37



BOARD MEMBERS INFORMATION (Unaudited)

Joseph S. DiMartino (67) 
Chairman of the Board (1995) 
Principal Occupation During Past 5Years: 
• Corporate Director and Trustee 
Other Public Company Board Memberships During Past 5Years: 
• CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions for small 
and medium size companies, Director (1997-present) 
• The Newark Group, a provider of a national market of paper recovery facilities, paperboard 
mills and paperboard converting plants, Director (2000-2010) 
• Sunair Services Corporation, a provider of certain outdoor-related services to homes and 
businesses, Director (2005-2009) 
No. of Portfolios for which Board Member Serves: 170 
——————— 
David W. Burke (74) 
Board Member (1994) 
Principal Occupation During Past 5Years: 
• Corporate Director and Trustee 
No. of Portfolios for which Board Member Serves: 85 
——————— 
William Hodding Carter III (75) 
Board Member (1988) 
Principal Occupation During Past 5Years: 
• Professor of Leadership & Public Policy, University of North Carolina, Chapel Hill (2006-present) 
• President and Chief Executive Officer of the John S. and James L. Knight Foundation (1998-2006) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Gordon J. Davis (69) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• Partner in the law firm of Dewey & LeBoeuf LLP 
Other Public Company Board Memberships During Past 5Years: 
• Consolidated Edison, Inc., a utility company, Director (1997-present) 
• The Phoenix Companies, Inc., a life insurance company, Director (2000-present) 
No. of Portfolios for which Board Member Serves: 45 

 

38



Joni Evans (68) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• Chief Executive Officer, www.wowOwow.com an online community dedicated to women’s 
conversations and publications 
• Principal, Joni Evans Ltd. (publishing) 
• Senior Vice President of the William Morris Agency (1994-2006) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Ehud Houminer (70) 
Board Member (1994) 
Principal Occupation During Past 5Years: 
• Executive-in-Residence at the Columbia Business School, Columbia University 
Other Public Company Board Memberships During Past 5Years: 
• Avnet Inc., an electronics distributor, Director (1993-present) 
No. of Portfolios for which Board Member Serves: 63 
——————— 
Richard C. Leone (70) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• President of The Century Foundation (formerly,The Twentieth Century Fund, Inc.), a tax 
exempt research foundation engaged in the study of economic, foreign policy and domestic issues 
Other Public Company Board Memberships During Past 5Years: 
• Partnership for a Secure America, Director 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Hans C. Mautner (73) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• President—International Division and an Advisory Director of Simon Property Group, a real 
estate investment company 
• Chairman and Chief Executive Officer of Simon Global Limited 
No. of Portfolios for which Board Member Serves: 30 

 

TheFund 39



BOARD MEMBERS INFORMATION (Unaudited) (continued)

Robin A. Melvin (47) 
Board Member (1995) 
Principal Occupation During Past 5Years: 
• Director, Boisi Family Foundation, a private family foundation that supports youth-serving 
organizations that promote the self sufficiency of youth from disadvantaged circumstances 
(1995-present) 
• SeniorVice President, Mentor, a national non-profit youth mentoring organization (1992-2005) 
No. of Portfolios for which Board Member Serves: 41 
——————— 
Burton N. Wallack (60) 
Board Member (2006) 
Principal Occupation During Past 5Years: 
• President and Co-owner of Wallack Management Company, a real estate management company 
No. of Portfolios for which Board Member Serves: 30 
——————— 
John E. Zuccotti (73) 
Board Member (1984) 
Principal Occupation During Past 5Years: 
• Chairman of Brookfield Financial Properties, Inc. 
• Senior Counsel of Weil, Gotshal & Manges, LLP 
• Emeritus Chairman of the Real Estate Board of New York 
Other Public Company Board Memberships During Past 5Years: 
• Wellpoint, Inc., a health benefits company, Director (2005-present) 
No. of Portfolios for which Board Member Serves: 30 
——————— 
Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80.The 
address of the Board Members and Officers is in c/o The Dreyfus Corporation, 200 Park Avenue, NewYork, NewYork 
10166.Additional information about the Board Members is available in the fund’s Statement of Additional Information 
which can be obtained from Dreyfus free of charge by calling this toll free number: 1-800-554-4611. 
Arnold S. Hiatt, Emeritus Board Member 

 

40



OFFICERS OF THE FUND (Unaudited)


TheFund 41



OFFICERS OF THE FUND (Unaudited) (continued)


42




TheFund 43



NOTES







 

 

Item 2.                        Code of Ethics.

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

Item 3.                        Audit Committee Financial Expert.

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

Item 4.                        Principal Accountant Fees and Services.

 

(a)  Audit Fees.  The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $    130,875 in 2009 and $ 130,934 in 2010.

 

(b)  Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item 4 were $ 15,828      in 2009 and $21,528 in 2010. These services consisted of one or more of the following: (i) agreed upon procedures related to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the Investment Company Act of 1940, as amended, (iii) advisory services as to the accounting or disclosure treatment of Registrant transactions or events and (iv) advisory services to the accounting or disclosure treatment of the actual or potential impact to the Registrant of final or proposed rules, standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Boards or other regulatory or standard-setting bodies.

 

The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $0 in 2009 and $0 in 2010.

 

(c)  Tax Fees.  The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice, and tax planning ("Tax Services") were $13,113 in 2009 and 14,543 in 2010. These services consisted of: (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments; (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies. The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates, which required pre-approval by the Audit Committee were $0 in 2009 and $0 in 2010. 

 

 


 

 

(d)  All Other Fees.  The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item, were $59 in 2009 and $371 in 2010. [These services consisted of a review of the Registrant's anti-money laundering program].

 

The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service Affiliates, other than the services reported in paragraphs (b) through (c) of this Item, which required pre-approval by the Audit Committee, were  $0 in 2009 and $0 in 2010. 

 

(e)(1) Audit Committee Pre-Approval Policies and Procedures. The Registrant's Audit Committee has established policies and procedures (the "Policy") for pre-approval (within specified fee limits) of the Auditor's engagements for non-audit services to the Registrant and Service Affiliates without specific case-by-case consideration. The pre-approved services in the Policy can include pre-approved audit services, pre-approved audit-related services, pre-approved tax services and pre-approved all other services.  Pre-approval considerations include whether the proposed services are compatible with maintaining the Auditor's independence.  Pre-approvals pursuant to the Policy are considered annually.

(e)(2) Note: None of the services described in paragraphs (b) through (d) of this Item 4 were approved by the Audit Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f) None of the hours expended on the principal accountant's engagement to audit the registrant's financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal account's full-time, permanent employees.

Non-Audit Fees. The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $26,086,988 in 2009 and $33,851,490 in 2010. 

 

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

 

Item 5.                        Audit Committee of Listed Registrants.

                        Not applicable.  [CLOSED-END FUNDS ONLY]

Item 6.                        Investments.

(a)                    Not applicable.

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

                        Not applicable.  [CLOSED-END FUNDS ONLY]

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

Not applicable.  [CLOSED-END FUNDS ONLY, beginning with reports for periods ended on and after December 31, 2005]

 


 

 

Item 9.                        Purchases of Equity Securities by Closed-End Management Investment Companies and             Affiliated Purchasers.

                        Not applicable.  [CLOSED-END FUNDS ONLY]

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

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)   Code of ethics referred to in Item 2.

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

(a)(3)   Not applicable.

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

 


 

 

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:

January 24, 2011

 

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:

January 24, 2011

 

By:       /s/ James Windels

            James Windels,

            Treasurer

 

Date:

_ January 24, 2011

 

 

EXHIBIT INDEX

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

(a)(2)   Certifications of principal executive and principal financial officers as required by Rule 30a-2(a) under the Investment Company Act of 1940.  (EX-99.CERT)

(b)        Certification of principal executive and principal financial officers as required by Rule 30a-2(b) under the Investment Company Act of 1940.  (EX-99.906CERT)