-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VqGTfJ/7Maw4ddWFGj88l0P+kGzx8eF0wED3yZtmYwwk7LSFcwLKn8W9iq/yGOin sqQWNL+/XdP/9OiECST2AA== 0000950123-08-002563.txt : 20080305 0000950123-08-002563.hdr.sgml : 20080305 20080305160937 ACCESSION NUMBER: 0000950123-08-002563 CONFORMED SUBMISSION TYPE: N-CSR/A PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20071031 FILED AS OF DATE: 20080305 DATE AS OF CHANGE: 20080305 EFFECTIVENESS DATE: 20080305 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MAINSTAY FUNDS CENTRAL INDEX KEY: 0000787441 IRS NUMBER: 000000000 STATE OF INCORPORATION: MA FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-CSR/A SEC ACT: 1940 Act SEC FILE NUMBER: 811-04550 FILM NUMBER: 08667957 BUSINESS ADDRESS: STREET 1: 51 MADISON AVE CITY: NEW YORK STATE: NY ZIP: 10010 BUSINESS PHONE: 2125767000 MAIL ADDRESS: STREET 1: 51 MADISON AVENUE CITY: NEW YORK STATE: NY ZIP: 10010 FORMER COMPANY: FORMER CONFORMED NAME: MACKAY SHIELDS MAINSTAY SERIES FUND /NY/ DATE OF NAME CHANGE: 19911126 FORMER COMPANY: FORMER CONFORMED NAME: MACKAY SHIELDS SERIES FUND DATE OF NAME CHANGE: 19860506 0000787441 S000006892 MainStay Capital Appreciation Fund C000018675 Class A MCSAX C000018676 Class B MCSCX C000018677 Class C MCACX C000018678 Class I MCPIX C000060788 INVESTOR CLASS 0000787441 S000006893 MainStay Value Fund C000018679 Class A MVAAX C000018680 Class B MKVAX C000018681 Class C MSCVX C000018682 Class I MVAIX C000018683 Class R1 MVARX C000018684 Class R2 MVRTX C000060789 INVESTOR CLASS 0000787441 S000006894 MainStay Diversified Income Fund C000018685 Class A MASAX C000018686 Class B MASBX C000018687 Class C MSICX C000018688 Class I MSDIX C000060790 INVESTOR CLASS 0000787441 S000006895 MainStay Government Fund C000018689 Class A MGVAX C000018690 Class B MCSGX C000018691 Class C MGVCX C000018692 Class I MGOIX C000060791 INVESTOR CLASS 0000787441 S000006896 MainStay High Yield Corporate Bond Fund C000018693 Class A MHCAX C000018694 Class B MKHCX C000018695 Class C MYHCX C000018696 Class I MHYIX C000057099 Class R2 C000060792 INVESTOR CLASS 0000787441 S000006897 MainStay Money Market Fund C000018697 Class A MMAXX C000018698 Class B MKMXX C000018699 Class C MSCXX C000060793 INVESTOR CLASS 0000787441 S000006898 MainStay Tax Free Bond Fund C000018700 Class A MTBAX C000018701 Class B MKTBX C000018702 Class C MTFCX C000060794 INVESTOR CLASS 0000787441 S000006899 MainStay Convertible Fund C000018703 Class A MCOAX C000018704 Class B MCSVX C000018705 Class C MCCVX C000060795 INVESTOR CLASS 0000787441 S000006900 MainStay Total Return Fund C000018706 Class A MTRAX C000018707 Class B MKTRX C000018708 Class C MCTRX C000018709 Class I MTOIX C000060796 INVESTOR CLASS 0000787441 S000006901 MainStay Global High Income Fund C000018710 Class A MGHAX C000018711 Class B MGHBX C000018712 Class C MHYCX C000052120 Class I C000060797 INVESTOR CLASS 0000787441 S000006902 MainStay International Equity Fund C000018713 Class A MSEAX C000018714 Class B MINEX C000018715 Class C MIECX C000018716 Class I MSIIX C000018717 Class R1 MIERX C000018718 Class R2 MIRRX C000030957 Class R3 C000060798 INVESTOR CLASS 0000787441 S000006903 MainStay Common Stock Fund C000018719 Class A MSOAX C000018720 Class B MOPBX C000018721 Class C MGOCX C000018722 Class I MSOIX C000057100 Class R2 C000060799 INVESTOR CLASS 0000787441 S000006904 MainStay Equity Index Fund C000018723 Class A MCSEX 0000787441 S000006905 MainStay Large Cap Growth Fund C000018724 Class A MLAAX C000018725 Class B MLABX C000018726 Class C MLACX C000018727 Class I MLAIX C000018728 Class R1 MLRRX C000018729 Class R2 MLRTX C000030958 Class R3 C000060800 INVESTOR CLASS 0000787441 S000006906 MainStay MAP Fund C000018730 Class A MAPAX C000018731 Class B MAPBX C000018732 Class C MMPCX C000018733 Class I MUBFX C000018734 Class R1 MAPRX C000018735 Class R2 MPRRX C000030959 Class R3 C000060801 INVESTOR CLASS 0000787441 S000006907 MainStay Mid Cap Growth Fund C000018736 Class A MMCPX C000018737 Class B MMGBX C000018738 Class C MMGCX C000018739 Class I MMGOX C000030960 Class R3 C000057101 Class R2 C000060802 INVESTOR CLASS 0000787441 S000006908 MainStay Mid Cap Value Fund C000018740 Class A MYIAX C000018741 Class B MEIBX C000018742 Class C MCEIX C000018743 Class I MMVIX C000018744 Class R1 MMIRX C000018745 Class R2 MMRRX C000060803 INVESTOR CLASS 0000787441 S000006909 MainStay Small Cap Growth Fund C000018746 Class A MSMAX C000018747 Class B MSOBX C000018748 Class C MSCCX C000034034 Class I C000060804 INVESTOR CLASS 0000787441 S000006910 MainStay Small Cap Value Fund C000018749 Class A MSPAX C000018750 Class B MSPBX C000018751 Class C MSMCX C000018752 Class I MSVVX C000060805 INVESTOR CLASS 0000787441 S000018790 MainStay Institutional Bond Fund C000051986 Class I 0000787441 S000018791 MainStay Principal Preservation Fund C000051987 Class I 0000787441 S000021251 S000010077 C000060722 INVESTOR CLASS 0000787441 S000021252 S000010078 C000060723 INVESTOR CLASS 0000787441 S000021253 S000010079 C000060724 INVESTOR CLASS N-CSR/A 1 y50750nvcsrza.txt N-CSR/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM N-CSR/A CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT INVESTMENT COMPANIES Investment Company Act file number 811-04550 THE MAINSTAY FUNDS (Exact name of Registrant as specified in charter) 51 Madison Avenue, New York, NY 10010 (Address of principal executive offices) (Zip code) Marguerite E.H. Morrison, Esq. 169 Lackawanna Avenue Parsippany, NJ 07054 (Name and address of agent for service) Registrant's telephone number, including area code: (973) 394-4437 Date of fiscal year end: October 31 Date of reporting period: October 31, 2007 Explanatory Note The Registrant is filing this amendment to its Form N-CSR for the period ended October 31, 2007, originally filed with the Securities and Exchange Commission on January 7, 2008 (Accession Number 0000950123-08-000133) to amend Item 4, "Audit Fees." The purpose of the amendment to Item 4 is to amend information related to the fiscal year ended 2007. Items 1, 2, 3, and 5 through 11 to this Form N-CSR are incorporated by reference to the Form N-CSR filed on EDGAR on January 7, 2008 (Accession Number 0000950123-08-000133). FORM N-CSR/A ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES. (a) Audit Fees The aggregate fees billed for the fiscal year ended October 31, 2007 for professional services rendered by KPMG LLP ("KPMG") for the audit of the Registrant's annual financial statements or services that are normally provided by KPMG in connection with statutory and regulatory filings or engagements for that fiscal year were $747,000. The aggregate fees billed for the fiscal year ended October 31, 2006 for professional services rendered by KPMG for the audit of the Registrant's annual financial statements or services that are normally provided by KPMG in connection with statutory and regulatory filings or engagements for that fiscal year were $812,750. (b) Audit Related Fees The aggregate fees billed for assurance and related services by KPMG 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 were: (i) $5,000 for the fiscal year ended October 31, 2007, and (ii) $0 for the fiscal year ended October 31, 2006. These audit-related services include review of financial highlights for Registrant's registration statements and issuance of consents to use of the auditor's reports. (c) Tax Fees The aggregate fees billed for professional services rendered by KPMG for tax compliance, tax advice, and tax planning were: (i) $98,450 during the fiscal year ended October 31, 2007, and (ii) $90,100 during the fiscal year ended October 31, 2006. These services primarily included preparation of federal, state and local income tax returns and excise tax returns, as well as services relating to excise tax distribution requirements. (d) All Other Fees The aggregate fees billed for products and services provided by KPMG, other than the services reported in paragraphs (a) through (c) of this Item were: (i) $0 during the fiscal year ended October 31, 2007, and (ii) $0 during the fiscal year ended October 31, 2006. (e) Pre-Approval Policies and Procedures (1) The Registrant's Audit and Compliance Committee has adopted pre-approval policies and procedures (the "Procedures") to govern the Committee's pre-approval of (i) all audit services and permissible non-audit services to be provided to the Registrant by its independent accountant, and (ii) all permissible non-audit services to be provided by such independent accountant to the Registrant's investment adviser and to any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant (collectively, the "Service Affiliates") if the services directly relate to the Registrant's operations and financial reporting. In accordance with the Procedures, the Audit and Compliance Committee is responsible for the engagement of the independent accountant to certify the Registrant's financial statements for each fiscal year. With respect to the pre-approval of non-audit services provided to the Registrant and its Service Affiliates, the Procedures provide that the Audit and Compliance Committee may annually pre-approve a list of the types of services that may be provided to the Registrant or its Service Affiliates, or the Audit and Compliance Committee may pre-approve such services on a project-by-project basis as they arise. Unless a type of service has received general pre-approval, it will require specific pre-approval by the Audit and Compliance Committee if it is to be provided by the independent accountant. The Procedures also permit the Audit and Compliance Committee to delegate authority to one or more of its members to pre-approve any proposed non-audit services that have not been previously pre-approved by the Audit and Compliance Committee, subject to the ratification by the full Audit and Compliance Committee no later than its next scheduled meeting. To date, the Audit and Compliance Committee has not delegated such authority. (2) With respect to the services described in paragraphs (b) through (d) of this Item 4, no amount was approved by the Audit and Compliance Committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. (f) There were no hours expended on KPMG's engagement to audit the Registrant's financial statements for the most recent fiscal year attributable to work performed by persons other than KPMG's full-time, permanent employees. (g) All non-audit fees billed by KPMG for services rendered to the Registrant for the fiscal years ended October 31, 2007 and October 31, 2006 are disclosed in 4(b)-(d) above. The aggregate non-audit fees billed by KPMG for services rendered to the Registrant's investment adviser (not including any sub-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 adviser that provides ongoing services to the Registrant were approximately: (i) $33,750 for the fiscal year ended October 31, 2007, and (ii) $25,000 for the fiscal year ended October 31, 2006. (h) The Registrant's Audit and Compliance Committee has determined that the non-audit services rendered by KPMG for the fiscal year ended October 31, 2007 to the Registrant's investment adviser and any entity controlling, controlled by, or under common control with the Registrant's investment adviser that provides ongoing services to the Registrant that were not required to be pre-approved by the Audit and Compliance Committee because they did not relate directly to the operations and financial reporting of the registrant were compatible with maintaining the respective independence of KPMG during the relevant time period. ITEM 12. EXHIBITS. (a)(1) Code of Ethics (a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2 under the Investment Company Act of 1940. (b) Certifications of principal executive officer and principal financial officer as required by Section 906 of the Sarbanes-Oxley Act of 2002. 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. THE MAINSTAY FUNDS By: /s/ Stephen P. Fisher --------------------------------- Stephen P. Fisher President Date: March 5, 2008 Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this Report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. By: /s/ Stephen P. Fisher --------------------------------- Stephen P. Fisher President Date: March 5, 2008 By: /s/ Jack R. Benintende --------------------------------- Jack R. Benintende Treasurer and Principal Financial and Accounting Officer Date: March 5, 2008 EXHIBIT INDEX (a)(1) Code of Ethics - filed as Exhibit (a)(1) to Form N-CSR filed on EDGAR on January 7, 2008 (Accession Number 0000950123-08-000133). (a)(2) Certifications of principal executive officer and principal financial officer as required by Rule 30a-2 under the Investment Company Act of 1940. (b) Certification of principal executive officer and principal financial officer as required by Section 906 of the Sarbanes-Oxley Act of 2002. EX-99.CERT 2 y50750exv99wcert.txt EX-99.CERT: CERTIFICATION [EX-99.CERT] Exhibit (a)(2) SECTION 302 CERTIFICATIONS I, Stephen P. Fisher, President of The MainStay Funds, certify that: 1. I have reviewed this amended report on Form N-CSR of The MainStay Funds; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of trustees (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. By: /s/ Stephen P. Fisher ------------------------------------ Stephen P. Fisher President Date: March 5, 2008 SECTION 302 CERTIFICATIONS I, Jack R. Benintende, Treasurer and Principal Financial and Accounting Officer of The MainStay Funds, certify that: 1. I have reviewed this amended report on Form N-CSR of The MainStay Funds; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of trustees (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. By: /s/ Jack R. Benintende ------------------------------------ Jack R. Benintende Treasurer and Principal Financial and Accounting Officer Date: March 5, 2008 EX-99.906CERT 3 y50750exv99w906cert.txt EX-99.906CERT: CERTIFICATION [EX.-99.906CERT] Exhibit (b) SECTION 906 CERTIFICATIONS In connection with this amended report on Form N-CSR for the Registrant as furnished to the Securities and Exchange Commission on the date hereof (the "Report"), the undersigned hereby certifies, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. By: /s/ Stephen P. Fisher ------------------------------------ Stephen P. Fisher President Date: March 5, 2008 SECTION 906 CERTIFICATIONS In connection with this amended report on Form N-CSR for the Registrant as furnished to the Securities and Exchange Commission on the date hereof (the "Report"), the undersigned hereby certifies, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that: (1) the Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as applicable; and (2) the information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant. By: /s/ Jack R. Benintende ------------------------------------ Jack R. Benintende Treasurer and Principal Financial and Accounting Officer Date: March 5, 2008 -----END PRIVACY-ENHANCED MESSAGE-----