N-CSRS 1 lp1.htm SEMI-ANNUAL REPORT lp1.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

811-04813

 

 

 

Dreyfus Investment Funds

 

 

(Exact name of Registrant as specified in charter)

 

 

 

 

 

 

c/o The Dreyfus Corporation

200 Park Avenue

New York, New York 10166

 

 

(Address of principal executive offices) (Zip code)

 

 

 

 

 

John Pak, Esq.

200 Park Avenue

New York, New York 10166

 

 

(Name and address of agent for service)

 

 

Registrant's telephone number, including area code:

(212) 922-6000

 

 

Date of fiscal year end:

 

9/30

 

Date of reporting period:

3/31/2014

 

             

 

 

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 a different fiscal year end and, therefore, different N-CSR reporting requirements. Separate N-CSR Forms will be filed for those series, as appropriate.

 

-Dreyfus Diversified Emerging Markets Fund

-Dreyfus/Newton International Equity Fund

-Dreyfus Tax Sensitive Total Return Bond Fund

-Dreyfus/The Boston Company Small Cap Growth Fund

-Dreyfus/The Boston Company Small Cap Value Fund

-Dreyfus/The Boston Company Small/Mid Cap Growth Fund

 

 


 

 

 

FORM N-CSR

Item 1.       Reports to Stockholders.

 

 


 

Dreyfus 
Diversified Emerging 
Markets Fund 

 

SEMIANNUAL REPORT March 31, 2014




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

The views expressed in this report reflect those of the portfolio manager only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views.These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.




 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

16     

Statement of Assets and Liabilities

17     

Statement of Operations

18     

Statement of Changes in Net Assets

20     

Financial Highlights

24     

Notes to Financial Statements

40     

Proxy Results

41     

Information About the Renewal of the Fund’s Investment Advisory and Fund Accounting and Administration Services Agreements and the Approval of the Fund’s Sub-Advisory Agreement

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus 
Diversified Emerging 
Markets Fund 

 

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

This semiannual report for Dreyfus Diversified Emerging Markets Fund covers the six-month period from October 1, 2013, through March 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The past six months produced generally favorable results for international equities. Stocks in the world’s developed markets advanced, on average, as Europe appeared to put its sovereign debt and banking crises behind it, while Japanese equities appreciated more modestly in the wake of previous robust gains as the country endeavored to reflate its long-stagnant domestic economy. In contrast, the emerging markets mostly continued to struggle with local economic slowdowns and depreciating currencies, causing their stock markets to lag global market averages.

Looking forward, we anticipate a pickup in the global economy, led by developed nations amid ongoing monetary stimulus and reduced headwinds related to fiscal austerity and deleveraging.We also expect the U.S. economic recovery to continue to gain traction on its way to producing a 3% annualized growth rate over the next several years. As always, we encourage you to discuss our observations with your financial advisor to assess their potential impact on your investments.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
April 15, 2014

2



DISCUSSION OF FUND PERFORMANCE

For the period of October 1, 2013, through March 31, 2014, as provided by Elizabeth Slover; MichelleY. Chan, CFA; Gaurav Patankar;Warren Chiang, CFA; Ronald P. Gala, CFA; Peter D. Goslin, CFA; Robert Marshall-Lee; and Sophia Whitbread, CFA, Portfolio Managers

Fund and Market Performance Overview

For the six-month period ended March 31, 2014, Dreyfus Diversified Emerging Markets Fund’s Class A shares produced a total return of 0.91%, Class C shares returned 0.51%, and Class I shares returned 0.94%. From its inception on January 31, 2014, through March 31, 2014, the fund’s Class Y shares returned 6.67%.1 In comparison, the fund’s benchmark, the Morgan Stanley Capital International Emerging Markets Index (the “MSCI EM Index”), produced a total return of 1.39% for the six-month reporting period.2 Emerging-markets equities eked out modest gains, on average, amid heightened market volatility stemming from various economic and geopolitical concerns. The fund produced lower returns than its benchmark, mainly due to shortfalls in its security selection strategies.

The fund adopted a new name, investment objective, and investment strategy as of January 31, 2014.

The Fund’s Investment Approach

The fund seeks long-term capital growth.To pursue its goal, the fund invests at least 80% of its assets in equity securities (or other instruments with similar economic characteristics) of companies located, organized, or with a majority of assets or business, in countries considered to be emerging markets including other investment companies that invest in such securities.

From the start of the reporting period through January 31, 2014, the fund employed a “bottom-up” investment approach, which emphasized individual stock selection.As of January 31, 2014, the fund uses a “manager of managers” approach by selecting one or more experienced investment managers to serve as subadvisers to the fund.The fund also uses a “fund of funds” approach by investing in one or more underlying funds.The fund currently allocates its assets among emerging market equity strategies employed by The Boston Company Asset Management, LLC (the TBCAM Strategy) and Mellon Capital Management Corporation (the Mellon Capital Strategy), each an affiliate of Dreyfus, and one affiliated underlying fund, Dreyfus Global Emerging Markets Fund, which is sub-advised by Newton Capital Management Limited (the Newton Fund), an affiliate of Dreyfus. Currently, one-third of the fund’s total assets is allocated to each of the TBCAM Strategy, the Mellon Capital Strategy and the Newton Fund.

TBCAM Strategy TBCAM’s strategy is a largely fundamental, bottom-up research-driven investment process that looks to capture both strategic and opportunistic stock ideas leveraged to the growth potential of emerging markets. Top-down, quantitative analysis is used to manage/optimize country allocations and macro risks.

Mellon Cap Strategy Mellon Cap’s strategy employs a systematic, quantitative investment approach that seeks alpha generation via bottom-up stock selection within a measured (model-driven) framework of EM country and currency allocation

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

decisions.A proprietary valuation model is used to rank stocks within the EM universe based on three main criteria – (1) valuation; (2) earnings sustainability; and (3) behavioral factors – and the highest ranked stocks are emphasized in the portfolio.

Newton Fund This underlying fund principally invests in common stocks and other equity securities (or derivative or other strategic instruments with similar economic characteristics) of companies organized or with their principal place of business, or majority of assets or business, in emerging market countries.The Newton Fund also may invest in companies organized or with their principal place of business, or majority of assets or business, in developed markets and frontier markets. Newton employs a fundamental bottom-up investment process that emphasizes quality, return on capital employed and governance.

Macroeconomic Concerns Weighed on Emerging Markets

Emerging equity markets proved volatile over the reporting period as investors responded to disappointing economic data and political developments. Most emerging markets rallied early in the reporting period when investors regained confidence in the wake of earlier market weakness sparked by the Federal Reserve Board’s unexpected plans to begin backing away from its massive quantitative easing program. Although most emerging markets gained a degree of value over the final months of 2013 as investment capital flowed back into their financial markets, they gave back a significant portion of those gains over the first three months of 2014 when concerns resurfaced regarding sluggish economic growth, the health of certain banking systems, and intensifying geopolitical turmoil in some countries.

Sub-Adviser Strategies Produced Mixed Results

Over the first four months of the reporting period, the fund was managed by its previous portfolio management team, which produced results that were roughly in line with the benchmark. Gains in India and China were largely balanced by shortfalls in Turkey and Brazil.

After its transition to a multi-strategy approach on January 31, 2014, the fund’s underlying portfolio management teams produced mixed results. The TBCAM Strategy achieved strong relative performance in India, Indonesia, and Brazil, but exposure to South Africa and a higher-than-usual cash position proved counterproductive. From a market sector perspective, the TBCAM Strategy experienced relative success in the financials sector, but investments in the information technology sector lagged market averages. The Mellon Capital Strategy fared well in the utilities and consumer discretionary sectors, but experienced shortfalls in the materials and telecommunications services sectors. Colombia, Indonesia, and South Africa proved to be winners for the Mellon Capital Strategy, but Russia and Hungary fared relatively poorly. Finally, the Newton Fund achieved particularly strong relative results in China, but experienced more disappointing performance in Russia and Hong Kong. From an industry group perspective, the Newton Fund’s relative performance benefited from the industrials, health care, and consumer discretionary sectors, but lagged in the energy, information technology, and financials sectors.

Maintaining a Multi-Strategy Approach

Although investor sentiment generally has continued to weigh on the emerging markets, we have begun to see signs of progress in some countries, such as India and

4



Indonesia, where current account trends have improved and regulators are taking steps to shore up their economies and currency values.

The TBCAM Strategy has identified opportunities in which its research analysts have a high degree of conviction or have identified a strong near-term catalyst for earnings growth or share price appreciation.The Mellon Capital Strategy employs a quantitative-based process, which favors companies with attractive valuations and improving business fundamentals. Finally, the Newton Fund relies on a fundamental, bottom-up investment process that emphasizes quality, return on capital, and governance.

April 15, 2014

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

The fund’s performance will be influenced by political, social, and economic factors affecting investments in foreign companies.These special risks include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political instability, and differing auditing and legal standards. Investments in foreign currencies are subject to the risk that those currencies will decline in value relative to the U.S. dollar, or, in the case of hedged positions, that the U.S. dollar will decline relative to the currency being hedged. Emerging markets tend to be more volatile than the markets of more mature economies, and generally have less diverse and less mature economic structures and less stable political systems than those of developed countries.

The ability of the fund to achieve its investment goal depends, in part, on the ability of Dreyfus to allocate effectively the fund’s assets among investment strategies, subadvisers and underlying funds.There can be no assurance that the actual allocations will be effective in achieving the fund’s investment goal or that an investment strategy, subadviser or underlying fund will achieve its particular investment objective.

Each subadviser makes investment decisions independently and it is possible that the investment styles of the subadvisers may not complement one another. As a result, the fund’s exposure to a given stock, industry, sector, market capitalization, geographic area or investment style could unintentionally be greater or smaller than it would have been if the fund had a single adviser or investment strategy.

The risks of investing in other investment companies, including ETFs, typically reflect the risks associated with the types of instruments in which the investment companies and ETFs invest.When the fund or an underlying fund invests in another investment company or ETF, shareholders of the fund will bear indirectly their proportionate share of the expenses of the other investment company or ETF (including management fees) in addition to the expenses of the fund. ETFs are exchange-traded investment companies that are, in many cases, designed to provide investment results corresponding to an index.The value of the underlying securities can fluctuate in response to activities of individual companies or in response to general market and/or economic conditions.

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.The fund’s returns reflect the absorption of certain fund expenses 
byThe Dreyfus Corporation pursuant to an agreement in effect through February 1, 2015, at which time it may be 
extended, terminated, or modified. Had these expenses not been absorbed, the fund’s returns would have been lower. 
The fund changed its investment strategy on January 31, 2014. Prior to that date, the fund invested in individual 
securities using a bottom-up investment approach which emphasized individual stock selection through the use of 
proprietary computer models and fundamental analysis.The fund did not use a “manager of managers” or “fund of 
funds” approach. Different investment strategies may lead to different performance results.The fund’s performance for 
periods prior to January 31, 2014, reflects the investment strategy in effect prior to that date. 
2 SOURCE: LIPPER INC. – Reflects reinvestment of net dividends and, where applicable, capital gain distributions. 
The Morgan Stanley Capital International (MSCI) Emerging Markets Index is a free float-adjusted market 
capitalization weighted index that is designed to measure the equity performance in global emerging markets.The 
index consists of select designated MSCI emerging market national indices. MSCI Indices reflect investable 
opportunities for global investors by taking into account local market restrictions on share ownership by foreigners. 
Investors cannot invest directly in any index. 

 

The Fund 5



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Diversified Emerging Markets Fund from October 1, 2013 to March 31, 2014. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††  $ 8.01  $ 11.75  $ 6.76  $ 2.29 
Ending value (after expenses)  $ 1,009.10  $ 1,005.10  $ 1,009.40  $ 1,066.70 

 

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 March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††††  $ 8.05  $ 11.80  $ 6.79  $ 6.79 
Ending value (after expenses)  $ 1,016.95  $ 1,013.21  $ 1,018.20  $ 1,018.20 

 

  From the close of business on January 31, 2014 (commencement of initial offering) to March 31, 2014 for 
  ClassY shares. 
††  Expenses are equal to the fund’s annualized expense ratio of 1.60% for Class A, 2.35% for Class C and 
  1.35% for Class I, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the 
  one-half year period). Expenses are equal to the fund’s annualized expense ratio of 1.35% for ClassY, multiplied 
  by the average account value over the period, multiplied by 60/365 (to reflect the actual days in the period). 
†††  Please note that while ClassY shares commenced operations on January 31, 2014, the hypothetical expenses paid 
  during the period reflect projected activitity for the full six month period for purposes of comparability.This projection 
  assumes that annualized expense ratios were in effect during the period October 1, 2013 to March 31, 2014. 
††††  Expenses are equal to the fund’s annualized expense ratio of 1.60% for Class A, 2.35% for Class C, 1.35% for 
  Class I and 1.35% for ClassY, multiplied by the average account value over the period, multiplied by 182/365 
  (to reflect the one-half year period). 

 

6



STATEMENT OF INVESTMENTS

March 31, 2014 (Unaudited)

Common Stocks—58.7%  Shares   Value ($) 
Brazil—2.5%       
AMBEV  24,100   180,033 
BM&FBovespa  61,700   305,917 
BR Malls Participacoes  3,800   32,792 
CCR  43,800   336,270 
Cia de Saneamento       
Basico do Estado de Sao Paulo  60,300   560,744 
Grupo BTG Pactual  18,000   227,598 
JBS  100,600   344,053 
Multiplus  16,500   181,798 
Porto Seguro  4,500   63,167 
Ultrapar Participacoes  15,800   382,361 
Via Varejo  22,300 a  233,418 
      2,848,151 
Chile—.6%       
Banco Santander Chile  5,052,600   296,683 
Enersis  887,095   277,108 
ENTEL Chile  7,791   95,431 
      669,222 
China—10.5%       
Agile Property Holdings  20,000   16,447 
Agricultural Bank of China, Cl. H  688,000   300,036 
Anhui Conch Cement, Cl. H  214,500   920,497 
Bank of China, Cl. H  1,062,000   471,344 
Bank of Communications, Cl. H  145,000   94,979 
BBMG, Cl. H  208,500   162,546 
China BlueChemical, Cl. H  114,000   58,956 
China CITIC Bank, Cl. H  533,000   308,014 
China Communications Construction, Cl. H  451,000   316,211 
China Construction Bank, Cl. H  1,738,000   1,217,656 
China Life Insurance, Cl. H  153,000   433,441 
China Merchants Bank, Cl. H  170,500   309,282 
China Minsheng Banking, Cl. H  272,500   273,519 
China National Building Material, Cl. H  176,000   176,669 

 

The Fund 7



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
China (continued)       
China Oilfield Services, Cl. H  106,000   250,165 
China Railway Construction, Cl. H  34,000   28,877 
China Shenhua Energy, Cl. H  148,000   427,888 
China ZhengTong Auto Services Holdings  646,500 a  360,183 
CNOOC  499,000   754,307 
Country Garden Holdings  42,000   17,544 
CSR, Cl. H  768,000   647,908 
Evergrande Real Estate Group  56,000   26,482 
Great Wall Motor, Cl. H  98,750   497,649 
Industrial & Commercial Bank of China, Cl. H  109,000   67,082 
Jiangsu Expressway, Cl. H  114,000   130,006 
Longfor Properties  10,000   13,839 
New China Life Insurance, Cl. H  24,800 a  75,041 
People’s Insurance Company Group of China, Cl. H  566,000   233,690 
PetroChina, Cl. H  546,000   590,770 
PICC Property & Casualty, Cl. H  258,000   353,247 
Ping An Insurance Group Company of China, Cl. H  14,500   120,325 
Sino-Ocean Land Holdings  31,500   17,257 
Sinopec Engineering Group, Cl. H  32,500   35,366 
Sinopharm Group, Cl. H  53,200   146,769 
Tencent Holdings  25,400   1,768,500 
Weichai Power, Cl. H  85,000   324,634 
Zhejiang Expressway, Cl. H  130,000   118,523 
      12,065,649 
Colombia—.3%       
Ecopetrol  183,561   375,139 
Czech Republic—.5%       
Komercni Banka  2,400   573,240 
Hong Kong—1.7%       
China Mobile  34,000   308,937 
China Overseas Land & Investment  126,000   326,881 
China Resources Land  22,000   48,320 
China Resources Power Holdings  200,000   520,988 

 

8



Common Stocks (continued)  Shares  Value ($) 
Hong Kong (continued)     
China Unicom Hong Kong  418,000  549,490 
Geely Automobile Holdings  360,000  141,559 
Shimao Property Holdings  14,000  30,823 
    1,926,998 
Hungary—.2%     
Richter Gedeon  9,510  166,018 
India—5.0%     
Axis Bank  11,760  287,588 
Cairn India  50,494  281,490 
HCL Technologies  809  18,874 
Infosys  864  47,537 
ITC  71,330  421,306 
Larsen & Toubro  21,220  451,378 
LIC Housing Finance  93,879  370,941 
Maruti Suzuki India  7,820  257,943 
Oil & Natural Gas  81,440  434,282 
Power Finance  71,699  231,745 
Reliance Capital  51,304  298,096 
Reliance Industries  47,930  748,040 
Rural Electrification  35,327  136,161 
State Bank of India  9,546  306,199 
Tata Motors  52,240  349,913 
Tata Steel  97,683  648,168 
Tech Mahindra  16,170  486,787 
    5,776,448 
Indonesia—1.5%     
Bank Negara Indonesia Persero  1,368,700  602,429 
Bank Rakyat Indonesia Persero  543,700  462,765 
Indocement Tunggal Prakarsa  128,500  267,195 
Telekomunikasi Indonesia Persero  2,068,600  405,125 
    1,737,514 
Macau—.1%     
Sands China  22,000  165,189 

 

The Fund 9



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Malaysia—1.7%       
AirAsia  452,300   353,121 
British American Tobacco Malaysia  3,800   68,803 
CIMB Group Holdings  193,400   423,388 
DiGi.Com  45,300   74,784 
Hong Leong Financial Group  4,000   19,234 
IJM  131,200   246,917 
Malayan Banking  118,000   349,757 
MISC  59,500 a  125,701 
Tenaga Nasional  65,700   240,513 
      1,902,218 
Mexico—1.9%       
Alfa, Cl. A  113,900   287,902 
America Movil, Ser. L  234,100   233,463 
Coca-Cola Femsa, Ser. L  21,100   221,885 
Fibra Uno Administracion  17,000   55,002 
Grupo Aeroportuario del Pacifico, Cl. B  56,800   332,564 
Grupo Financiero Inbursa, Cl. O  108,200   279,544 
Grupo Lala  217,300   449,397 
Kimberly-Clark de Mexico, Cl. A  141,000   376,382 
      2,236,139 
Peru—.2%       
Credicorp  2,040   281,357 
Philippines—1.0%       
Ayala Land  465,600   310,473 
Metropolitan Bank & Trust  332,038 a  573,819 
SM Prime Holdings  61,100   19,924 
Universal Robina  71,140   225,428 
      1,129,644 
Poland—.5%       
PGE  33,496   208,839 
Powszechny Zaklad Ubezpieczen  2,438   346,333 
      555,172 
Russia—2.3%       
Gazprom, ADR  74,256   571,771 
Lukoil, ADR  4,200   233,352 

 

10



Common Stocks (continued)  Shares   Value ($) 
Russia (continued)       
Magnit  2,140 b  492,812 
Rosneft, GDR  36,205   241,089 
Sberbank of Russia, ADR  37,670   367,378 
Sberbank of Russia, ADR  45,198   441,584 
Severstal, GDR  7,200   54,504 
Sistema, GDR  8,215   184,920 
Tatneft, ADR  2,200   75,372 
      2,662,782 
South Africa—3.5%       
African Rainbow Minerals  8,167   161,837 
Barloworld  15,974   167,329 
Bidvest Group  18,920   500,377 
FirstRand  95,812   328,562 
Growthpoint Properties  16,405   38,038 
Imperial Holdings  17,500   313,356 
Kumba Iron Ore  579   20,719 
Liberty Holdings  10,466   123,692 
Mediclinic International  46,540   330,059 
MTN Group  26,910   550,999 
Redefine Properties  28,501   25,842 
RMB Holdings  43,707   198,217 
Sasol  9,045   506,563 
Steinhoff International Holdings  7,872   38,137 
Vodacom Group  24,237   299,272 
Woolworths Holdings  60,428   421,217 
      4,024,216 
South Korea—8.9%       
AMOREPACIFIC Group  316   151,817 
BS Financial Group  10,440   148,121 
Coway  2,670   187,319 
DGB Financial Group  7,960   115,114 
Dongbu Insurance  314   16,317 
E-Mart  3,381   778,296 
Halla Visteon Climate Control  3,440   157,292 
Hana Financial Group  12,750   465,225 

 

The Fund 11



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
South Korea (continued)       
Hankook Tire  6,090   346,351 
Hanwha  10,330   312,195 
Hanwha Life Insurance Co.  10,940   71,823 
Hyundai Mobis  993   294,554 
Hyundai Motor  4,547   1,074,754 
Hyundai Steel  23   1,491 
Industrial Bank of Korea  26,430   336,073 
Kia Motors  8,198   457,789 
Korea Investment Holdings  320   11,043 
Korea Zinc  533   165,588 
LG Display  19,260 a  483,480 
Lotte Shopping  1,030   324,069 
NAVER  654   476,121 
Samsung Electronics  1,534   1,939,848 
Samsung Life Insurance  6,305   595,104 
SK Hynix  29,280 a  993,696 
SK Telecom  1,880   381,394 
      10,284,874 
Taiwan—7.5%       
Advanced Semiconductor Engineering  399,000   441,294 
Asustek Computer  31,000   306,362 
Catcher Technology  107,000   775,466 
Chailease Holding  103,000   248,139 
Cheng Uei Precision Industry Co.  66,000   139,859 
Compal Electronics  482,000   341,013 
Delta Electronics  90,000   557,840 
E.Sun Financial Holding  842,000   508,192 
Hon Hai Precision Industry  7,000   19,849 
Inventec  276,000   272,993 
Lite-On Technology  167,000   249,132 
Mega Financial Holding  365,000   282,954 
Pou Chen  190,000   268,181 
Radiant Opto-Electronics  143,000   578,049 
Realtek Semiconductor  87,000   262,449 

 

12



Common Stocks (continued)  Shares   Value ($) 
Taiwan (continued)       
Ruentex Industries  105,000   251,502 
SinoPac Financial Holdings  332,000   159,979 
Taishin Financial Holdings  400,000   181,529 
Taiwan Cement  187,000   288,045 
Taiwan Semiconductor Manufacturing  317,000   1,238,634 
Taiwan Semiconductor Manufacturing, ADR  53,750   1,076,075 
Zhen Ding Technology Holding  92,000   236,125 
      8,683,661 
Thailand—1.6%       
Advanced Info Service  35,200   245,929 
Kasikornbank  71,200   407,215 
PTT Exploration & Production, NVDR  60,400   292,880 
PTT Global Chemical  225,443   503,112 
PTT Global Chemical, NVDR  191,600   427,588 
      1,876,724 
Turkey—1.7%       
Emlak Konut Gayrimenkul Yatirim Ortakligi  203,944   240,156 
Enka Insaat ve Sanayi  76,020   227,001 
Eregli Demir ve Celik Fabrikalari  225,509   290,633 
Turkcell Iletisim Hizmetleri  53,845 a  298,711 
Turkiye Garanti Bankasi  192,310   657,023 
Turkiye Halk Bankasi  35,690   220,675 
      1,934,199 
United States—5.0%       
Global X FTSE Colombia 20 ETF  28,030   522,199 
iShares MSCI Emerging Markets ETF  40,870   1,676,079 
iShares MSCI Indonesia ETF  17,370   480,107 
iShares MSCI Philippines ETF  23,340   795,661 
Market Vectors Gold Miners ETF  12,710   300,020 
Vanguard FTSE Emerging Markets ETF  27,600   1,120,008 
WisdomTree India Earnings Fund  46,490   881,450 
      5,775,524 
Total Common Stocks       
    (cost $64,255,862)      67,650,078 

 

The Fund 13



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Preferred Stocks—4.9%  Shares      Value ($) 
Brazil—4.8%         
AES Tiete  14,500      115,284 
Banco do Estado do Rio Grande do Sul, Cl. B  44,600      257,890 
Bradespar  30,800      267,141 
Cia Brasileira de Distribuicao Grupo Pao de Acucar  18,900      830,884 
Cia Energetica de Minas Gerais  46,800      314,544 
Cia Energetica de Sao Paulo, Cl. B  20,900      245,476 
Cia Paranaense de Energia, Cl. B  12,200      160,283 
Itau Unibanco Holding  37,400      558,775 
Itausa—Investimentos Itau  91,200      371,794 
Metalurgica Gerdau  32,300      247,837 
Petroleo Brasileiro  116,000      806,734 
Suzano Papel e Celulose, Cl. A  132,200      488,249 
Telefonica Brasil  24,700      522,847 
Usinas Siderurgicas de Minas Gerais, Cl. A  68,800  a   310,191 
        5,497,929 
Chile—.1%         
Sociedad Quimica y Minera de Chile, Cl. B  4,831      153,112 
Colombia—.0%         
Grupo Aval Acciones y Valores  36,321      24,037 
Total Preferred Stocks         
     (cost $5,084,949)        5,675,078 
  Number of       
Rights—.0%  Rights      Value ($) 
Taiwan         
Taishin Financial Holdings         
     (cost $884)  11,193 a   669 

 

14



Other Investment—32.6%  Shares   Value ($) 
Registered Investment Company;       
Dreyfus Global Emerging Markets Fund, Cl. Y       
(cost $35,667,333)  2,758,927 a,c  37,604,173 
 
Total Investments (cost $105,009,028)  96.2 %  110,929,998 
Cash and Receivables (Net)  3.8 %  4,421,863 
Net Assets  100.0 %  115,351,861 

 

ADR—American Depository Receipts
ETF—Exchange-Traded Funds
GDR—Global Depository Receipts
NVDR—Non-Voting Depository Receipts

a Non-income producing security. 
b The valuation of this security has been determined in good faith by management under the direction of the Board of 
Trustees.At March 31, 2014, the value of this security amounted to $492,812 or .4% of net assets. 
c Investment in affiliated mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Mutual Funds: Domestic  32.6  Industrial  4.0 
Financial  16.5  Consumer Staples  3.9 
Information Technology  11.0  Telecommunication Services  3.6 
Energy  6.0  Utilities  2.3 
Consumer Discretionary  5.5  Health Care  .6 
Materials  5.2     
Exchange-Traded Funds  5.0    96.2 
 
† Based on net assets.       
See notes to financial statements.       

 

The Fund 15



STATEMENT OF ASSETS AND LIABILITIES

March 31, 2014 (Unaudited)

  Cost  Value  
Assets ($):       
Investments in securities—See Statement of Investments:       
Unaffiliated issuers  69,341,695  73,325,825  
Affiliated issuers  35,667,333  37,604,173  
Cash    4,442,081  
Cash denominated in foreign currencies  345,007  346,045  
Receivable for shares of Beneficial Interest subscribed    2,005,641  
Receivable for investment securities sold    1,698,887  
Dividends receivable    53,444  
Unrealized appreciation on forward foreign       
currency exchange contracts—Note 4    2,840  
Prepaid expenses    50,417  
    119,529,353  
Liabilities ($):       
Due to The Dreyfus Corporation and affiliates—Note 3(c)    120,402  
Payable for investment securities purchased    3,958,451  
Payable for shares of Beneficial Interest redeemed    52,958  
Unrealized depreciation on forward foreign       
currency exchange contracts—Note 4    7,397  
Accrued expenses    38,284  
    4,177,492  
Net Assets ($)    115,351,861  
Composition of Net Assets ($):       
Paid-in capital    110,518,643  
Accumulated investment (loss)—net    (52,308 ) 
Accumulated net realized gain (loss) on investments    (1,028,046 ) 
Accumulated net unrealized appreciation (depreciation)       
on investments and foreign currency transactions    5,913,572  
Net Assets ($)    115,351,861  

 

Net Asset Value Per Share         
  Class A  Class C  Class I  Class Y 
Net Assets ($)  99,390  74,073  619,711  114,558,687 
Shares Outstanding  4,854  3,762  30,557  5,642,583 
Net Asset Value Per Share ($)  20.48  19.69  20.28  20.30 
 
See notes to financial statements.         

 

16



STATEMENT OF OPERATIONS

Six Months Ended March 31, 2014 (Unaudited)

Investment Income ($):     
Income:     
Cash dividends (net of $15,256 foreign taxes withheld at source):     
Unaffiliated issuers  139,598  
Affiliated issuers  4  
Total Income  139,602  
Expenses:     
Investment advisory fee—Note 3(a)  99,670  
Custodian fees—Note 3(c)  60,820  
Professional fees  48,383  
Registration fees  38,746  
Administration fees—Note 3(a)  9,065  
Prospectus and shareholders’ reports  4,820  
Trustees’ fees and expenses—Note 3(d)  1,779  
Shareholder servicing costs—Note 3(c)  993  
Distribution fees—Note 3(b)  249  
Loan commitment fees—Note 2  70  
Miscellaneous  14,651  
Total Expenses  279,246  
Less—reduction in expenses due to undertaking—Note 3(a)  (89,032 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (1 ) 
Net Expenses  190,213  
Investment (Loss)—Net  (50,611 ) 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments and foreign currency transactions  (100,396 ) 
Net realized gain (loss) on forward foreign currency exchange contracts  (20,414 ) 
Net Realized Gain (Loss)  (120,810 ) 
Net unrealized appreciation (depreciation) on     
investments and foreign currency transactions:     
    Unaffiliated issuers  3,570,666  
    Affiliated issuers  1,936,841  
Net unrealized appreciation (depreciation) on     
forward foreign currency exchange contracts  (4,557 ) 
Net Unrealized Appreciation (Depreciation)  5,502,950  
Net Realized and Unrealized Gain (Loss) on Investments  5,382,140  
Net Increase in Net Assets Resulting from Operations  5,331,529  
See notes to financial statements.     

 

The Fund 17



STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)a   September 30, 2013  
Operations ($):         
Investment income (loss)—net  (50,611 )  54,479  
Net realized gain (loss) on investments  (120,810 )  280,434  
Net unrealized appreciation         
(depreciation) on investments  5,502,950   (195,305 ) 
Net Increase (Decrease) in Net Assets         
Resulting from Operations  5,331,529   139,608  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (1,321 )   
Class I  (38,708 )   
Total Dividends  (40,029 )   
Beneficial Interest Transactions ($):         
Net proceeds from shares sold:         
Class A  19,646   58,085  
Class C  57,645   5,942  
Class I  1,400,103   8,530  
Class Y  114,295,551    
Dividends reinvested:         
Class A  1,321    
Class I  7,091    
Cost of shares redeemed:         
Class A  (53,303 )  (36,590 ) 
Class C  (61,062 )  (26,219 ) 
Class I  (5,939,696 )  (1,074,296 ) 
Class Y  (3,232,151 )   
Increase (Decrease) in Net Assets from         
Beneficial Interest Transactions  106,495,145   (1,064,548 ) 
Total Increase (Decrease) in Net Assets  111,786,645   (924,940 ) 
Net Assets ($):         
Beginning of Period  3,565,216   4,490,156  
End of Period  115,351,861   3,565,216  
Undistributed investment income (loss)—net  (52,308 )  38,332  

 

18



  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)a   September 30, 2013  
Capital Share Transactions:         
Class Ab         
Shares sold  982   2,745  
Shares issued for dividends reinvested  65    
Shares redeemed  (2,516 )  (1,856 ) 
Net Increase (Decrease) in Shares Outstanding  (1,469 )  889  
Class Cb         
Shares sold  2,947   309  
Shares redeemed  (3,042 )  (1,258 ) 
Net Increase (Decrease) in Shares Outstanding  (95 )  (949 ) 
Class I         
Shares sold  72,559   398  
Shares issued for dividends reinvested  350    
Shares redeemed  (206,656 )  (55,065 ) 
Net Increase (Decrease) in Shares Outstanding  (133,747 )  (54,667 ) 
Class Y         
Shares sold  5,805,627    
Shares redeemed  (163,044 )   
Net Increase (Decrease) in Shares Outstanding  5,642,583    

 

a Effective January 31, 2014, the fund commenced offering ClassY shares. 
b During the period ended September 30, 2013, 1,256 Class C shares representing $26,182 were exchanged for 
1,200 Class A shares. 

 

See notes to financial statements.

The Fund 19



FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated. All information (except portfolio turnover rate) reflects financial results for a single fund share.Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions.These figures have been derived from the fund’s financial statements.

Six Months Ended                  
March 31, 2014     Year Ended September 30,     
Class A Shares  (Unaudited)   2013  2012   2011   2010  2009 a 
Per Share Data ($):                     
Net asset value,                     
beginning of period  20.58   19.78  21.86   26.99   22.70  13.55  
Investment Operations:                     
Investment income (loss)—netb  (.06 )  .23  .07   .09   .17  .14  
Net realized and unrealized                     
gain (loss) on investments  .24   .57  2.15   (5.14 )  4.12  9.01  
Total from Investment Operations  .18   .80  2.22   (5.05 )  4.29  9.15  
Distributions:                     
Dividends from                     
investment income—net  (.28 )    (.08 )  (.08 )     
Dividends from net realized                     
gain on investments      (4.22 )       
Total Distributions  (.28 )    (4.30 )  (.08 )     
Net asset value, end of period  20.48   20.58  19.78   21.86   26.99  22.70  
Total Return (%)c  .91 d  3.99  12.48   (18.77 )  18.85  67.60 d 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  9.00 e,f  6.20  5.55   3.66   3.69  11.21 f 
Ratio of net expenses                     
to average net assets  1.60 e,f  1.60  2.25   2.25   2.25  2.00 f 
Ratio of net investment income                     
(loss) to average net assets  (.64 )e,f  1.10  .36   .30   .71  1.56 f 
Portfolio Turnover Rate  161.37 d  67.74  70.79   75.59   102.30  157.45  
Net Assets, end of period                     
($ x 1,000)  99   130  107   158   152  25  

 

a  From March 31, 2009 (commencement of initial offering) to September 30, 2009. 
b  Based on average shares outstanding at each month end. 
c  Exclusive of sales charge. 
d  Not annualized. 
e  Amount does not include the expenses of the underlying fund. 
f  Annualized. 

 

See notes to financial statements.

20



Six Months Ended                    
March 31, 2014     Year Ended September 30,      
Class C Shares  (Unaudited)   2013  2012   2011   2010   2009 a 
Per Share Data ($):                       
Net asset value,                       
beginning of period  19.60   18.98  21.23   26.36   22.62   13.55  
Investment Operations:                       
Investment income (loss)—netb  (.14 )  .04  (.14 )  (.16 )  (.13 )  (.03 ) 
Net realized and unrealized                       
gain (loss) on investments  .23   .58  2.14   (4.97 )  4.17   9.10  
Total from Investment Operations  .09   .62  2.00   (5.13 )  4.04   9.07  
Distributions:                       
Dividends from                       
investment income—net      (.03 )    (.30 )   
Dividends from net realized                       
gain on investments      (4.22 )       
Total Distributions      (4.25 )    (.30 )   
Net asset value, end of period  19.69   19.60  18.98   21.23   26.36   22.62  
Total Return (%)c  .51 d  3.21  11.63   (19.43 )  17.95   66.94 d 
Ratios/Supplemental Data (%):                       
Ratio of total expenses                       
to average net assets  9.23 e,f  6.62  5.79   3.92   4.18   3.80 f 
Ratio of net expenses                       
to average net assets  2.35 e,f  2.35  3.00   3.00   3.00   2.75 f 
Ratio of net investment income                       
(loss) to average net assets  (1.46 )e,f  .22  (.69 )  (.58 )  (.57 )  (.35 )f 
Portfolio Turnover Rate  161.37 d  67.74  70.79   75.59   102.30   157.45  
Net Assets, end of period                       
($ x 1,000)  74   76  91   157   258   178  

 

a  From March 31, 2009 (commencement of initial offering) to September 30, 2009. 
b  Based on average shares outstanding at each month end. 
c  Exclusive of sales charge. 
d  Not annualized. 
e  Amount does not include the expenses of the underlying fund. 
f  Annualized. 

 

See notes to financial statements.

The Fund 21



FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                    
March 31, 2014     Year Ended September 30,      
Class I Shares  (Unaudited)   2013  2012   2011   2010   2009 a 
Per Share Data ($):                       
Net asset value,                       
beginning of period  20.45   19.60  21.82   26.79   22.67   21.33  
Investment Operations:                       
Investment income (loss)—netb  (.22 )  .26  .24   .25   .18   .24  
Net realized and unrealized                       
gain (loss) on investments  .39   .59  2.10   (5.11 )  4.26   2.21  
Total from Investment Operations  .17   .85  2.34   (4.86 )  4.44   2.45  
Distributions:                       
Dividends from                       
investment income—net  (.34 )    (.34 )  (.11 )  (.32 )  (.26 ) 
Dividends from net realized                       
gain on investments      (4.22 )      (.85 ) 
Total Distributions  (.34 )    (4.56 )  (.11 )  (.32 )  (1.11 ) 
Net asset value, end of period  20.28   20.45  19.60   21.82   26.79   22.67  
Total Return (%)  .94 c  4.23  13.36   (18.27 )  19.73   14.90  
Ratios/Supplemental Data (%):                       
Ratio of total expenses                       
to average net assets  3.77 d,e  5.39  4.66   2.83   3.07   3.50  
Ratio of net expenses                       
to average net assets  1.35 d,e  1.35  1.50   1.50   1.50   1.43  
Ratio of net investment income                       
(loss) to average net assets  (.79 )d,e  1.27  1.19   .90   .75   1.43  
Portfolio Turnover Rate  161.37 c  67.74  70.79   75.59   102.30   157.45  
Net Assets, end of period                       
($ x 1,000)  620   3,359  4,291   8,090   15,978   16,585  

 

a The fund commenced offering three classes of shares on March 31, 2009.The existing shares were redesignated as 
   Class I shares. 
b Based on average shares outstanding at each month end. 
c Not annualized. 
d Amount does not include the expenses of the underlying fund. 
e Annualized. 

 

See notes to financial statements.

22



  Period Ended  
Class Y Shares  March 31, 2014a  
Per Share Data ($):     
Net asset value, beginning of period  19.03  
Investment Operations:     
Investment (loss)—netb  (.00 )c 
Net realized and unrealized     
   gain (loss) on investments  1.27  
Total from Investment Operations  1.27  
Net asset value, end of period  20.30  
Total Return (%)  6.67 d 
Ratios/Supplemental Data (%):     
Ratio of total expenses to average net assetse  1.38 f 
Ratio of net expenses to average net assetse  1.35 f 
Ratio of net investment (loss) to average net assetse  (.22 )f 
Portfolio Turnover Rate  161.37 d 
Net Assets, end of period ($ x 1,000)  114,559  

 

a From the close of business on January 31, 2014 (commencement of initial offering) to March 31, 2014. 
b Based on average shares outstanding at each month end. 
c Amount represents less than $.01 per share. 
d Not annualized. 
e Amount does not include the expenses of the underlying fund. 
f Annualized. 

 

See notes to financial statements.

The Fund 23



NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus Diversified Emerging Markets Fund (the “fund”) is a separate diversified series of Dreyfus Investment Funds (the “Trust”), 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 seven series, including the fund.The fund’s investment objective is to seek long-term growth of capital.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.

At a meeting held on October 30-31, 2013, the Trust’s Board of Trustees (the “Board”) approved, effective January 31, 2014 (the “Effective Date”), a change in the fund’s name from “Dreyfus/The Boston Company Emerging Markets Core Equity Fund” to “Dreyfus Diversified Emerging Markets Fund”.

The Board also approved, subject to shareholder approval, various other changes.As of the Effective Date, the fund uses a “manager of managers” approach by selecting one or more experienced investment managers to serve as subadvisers to the fund. The fund also uses a “fund of funds” approach by investing in one or more underlying funds. As of the Effective Date, the fund allocates its assets among emerging market equity strategies employed byThe Boston Company Asset Management, LLC (“TBCAM”) and Mellon Capital Management Corporation (“Mellon Capital”), each a sub-adviser to the fund and an affiliate of Dreyfus, and one affiliated underlying fund. Shareholders approved these changes and additional changes to the fund. See “Proxy Results–Results of ShareholderVote” on page 40.

At a meeting held on November 21, 2013, the Board also approved, as of the Effective Date, for the fund to offer ClassY shares.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares:

24



Class A, Class C, Class I and ClassY. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold primarily to bank trust departments and other financial service providers (including The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, and its affiliates), 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 Plan fees. Class I shares are offered without a front-end sales charge or CDSC. Class Y shares are offered at net asset value generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

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

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

The Fund 25



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

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

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

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

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

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

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official clos-

26



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

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

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

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

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

The Fund 27



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

    Level 2—Other   Level 3—     
  Level 1—  Significant   Significant     
  Unadjusted  Observable   Unobservable     
  Quoted Prices  Inputs   Inputs  Total  
Assets ($)             
Investments in Securities:           
Equity Securities—             
Foreign             
Common Stocks  3,447,612  58,426,942 ††    61,874,554  
Equity Securities—             
Foreign Preferred             
Stocks    5,675,078 ††    5,675,078  
Exchange-Traded             
Funds  5,775,524      5,775,524  
Mutual Funds  37,604,173      37,604,173  
Rights  669      669  
Other Financial             
Instruments:             
Forward Foreign             
Currency Exchange             
Contracts†††    2,840     2,840  
Liabilities ($)             
Other Financial             
Instruments:             
Forward Foreign             
Currency Exchange             
Contracts†††    (7,397 )    (7,397 ) 

 

  See Statement of Investments for additional detailed categorizations. 
††  Securities classified within Level 2 at period end as the values were determined pursuant to the 
  fund’s fair valuation procedures. See note above for additional information. 
†††  Amount shown represents unrealized appreciation (depreciation) at period end. 

 

At September 30, 2013, $2,904,942 of exchange traded foreign equity securities were classified within Level 2 of the fair value hierarchy pursuant to the fund’s fair valuation procedures.

28



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

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

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

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

Affiliated           
Investment  Value       Net Realized 
Company  9/30/2013 ($)  Purchases ($)  Sales ($)  Gain (Loss) ($) 
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market           
Fund  15,470   380,632  396,102   

 

The Fund 29



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Affiliated             
Investment  Value         Net Realized 
Company  9/30/2013 ($)  Purchases ($)   Sales ($)  Gain (Loss) ($) 
Dreyfus             
Global             
Emerging             
Markets             
Fund, Cl. Y    35,667,332      
Total  15,470   36,047,964   396,102   
 
† Includes reinvested dividends/distributions.          
 
 
  Change in Net          
Affiliated  Unrealized          
Investment  Appreciation   Value   Net  Dividends/ 
Company  (Depreciation) ($)   3/31/2014 ($)  Assets (%)  Distributions ($) 
Dreyfus             
Institutional             
Preferred             
Plus Money             
Market             
Fund        4 
Dreyfus             
Global             
Emerging             
Markets             
Fund, Cl. Y  1,936,841   37,604,173   32.6   
Total  1,936,841   37,604,173   32.6  4 

 

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

(f) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”).To the extent that

30



net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.

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

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

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

The fund has an unused capital loss carryover of $759,912 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to September 30, 2013.The fund has $650,204 of post-enactment short-term capital losses and $109,708 of post-enactment long-term capital losses which can be carried forward for an unlimited period.

The tax character of current year distributions will be determined at the end of the current fiscal year.

The Fund 31



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 9, 2013, the unsecured credit facility with Citibank, N.A. was $210 million. 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 March 31, 2014, the fund did not borrow under the Facilities.

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

(a) Pursuant to an investment advisory agreement with the Manager, the fund has agreed to pay an investment advisory fee at the annual rate of 1.10% of the value of the fund’s average daily net assets other than assets allocated to investments in other investment companies (other underlying funds, which may consist of affiliated funds, mutual funds and exchange traded funds) and is payable monthly. The Manager has contractually agreed, from October 1, 2013 through February 1, 2015 for Class A, Class C and Class I shares and from January 31, 2014 through February 1, 2015 for ClassY shares, to waive receipt of its fees and/or assume the expenses of the fund so that the direct expenses of the fund (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings, acquired fund fees and expenses of the underlying fund and extraordinary expenses) do not exceed 1.35% of the fund’s average daily net assets.The reduction in expenses, pursuant to the undertaking, amounted to $89,032 during the period ended March 31, 2014.

Pursuant to separate sub-investment advisory agreements between Dreyfus and TBCAM and Dreyfus and Mellon Capital, TBCAM and

32



Mellon Capital serve as the fund’s sub-advisers responsible for the day-to-day management of a portion of the fund’s portfolio. Dreyfus has obtained an exemptive order from the SEC, upon which the fund may rely, to use a manager of managers approach that permits Dreyfus, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more subadvisers who are either unaffiliated with Dreyfus or are wholly-owned subsidiaries (as defined in the Act) of Dreyfus’ ultimate parent company, BNY Mellon, without obtaining shareholder approval. The order also relieves the fund from disclosing the sub-investment advisory fee paid by Dreyfus to an unaffiliated subadviser in documents filed with the SEC and provided to shareholders. In addition, pursuant to the order, it is not necessary to disclose the sub-investment advisory fee payable by Dreyfus separately to a subadviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to Dreyfus. Dreyfus has ultimate responsibility (subject to oversight by the Board) to supervise any subadviser and recommend the hiring, termination, and replacement of any subadviser to the Board.

The fund has an Accounting and Administration Agreement (the “Administration Agreement”) with Dreyfus, whereby Dreyfus performs administrative, accounting and recordkeeping services for the fund.The fund has agreed to compensate Dreyfus for providing accounting services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities, equipment and clerical help. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .10% of the first $500 million, .065% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to Dreyfus for this service, Dreyfus has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both Dreyfus’ costs in providing these services and a reasonable allocation of the costs incurred by Dreyfus

The Fund 33



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

and its affiliates related to the support and oversight of these services. The fund also reimburses Dreyfus for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $9,065 during the period ended March 31, 2014.

During the period ended March 31, 2014, the Distributor retained $37 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended March 31, 2014, Class C shares were charged $249 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at the annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2014, Class A and Class C shares were charged $128 and $83, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

The fund has arrangements with the transfer agent and the custodian whereby the fund may receive earnings credits when positive cash

34



balances are maintained, which are used to offset transfer agency and custody fees. For financial reporting purposes, the fund includes net earnings credits as an expense offset in the Statement of Operations.

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2014, the fund was charged $488 for transfer agency services and $16 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $1.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2014, the fund was charged $60,820 pursuant to the custody agreement.

During the period ended March 31, 2014, the fund was charged $4,547 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees $69,293, Distribution Plan fees $42, Shareholder Services Plan fees $34, custodian fees $43,288, Chief Compliance Officer fees $2,285, administration fees $5,240 and transfer agency fees $220.

(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 subject

The Fund 35



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

to certain exceptions, including redemptions made through use of the fund’s exchange privilege. During the period ended March 31, 2014, redemption fees charged and retained by the fund amounted to $4,591.

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 March 31, 2014, amounted to $148,675,604 and $46,838,728, respectively.

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

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract decreases between those dates. With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying finan-

36



cial instruments.The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited to the unrealized gain on each open contract. The following summarizes open forward contracts at March 31, 2014:

    Foreign      Unrealized  
Forward Foreign Currency Currency       Appreciation  
Exchange Contracts Amounts  Cost ($)  Value ($)  (Depreciation) ($)  
Purchases:            
Indian Rupee,            
    Expiring            
    4/2/2014a   17,253,562  289,465  288,896  (569 ) 
Indonesian Rupiah,            
    Expiring            
    4/1/2014a  414,874,646  36,457  36,521  64  
Malaysian Ringgit,            
    Expiring            
    4/2/2014b  1,518,470  465,578  465,004  (574 ) 
Mexican New Peso,            
    Expiring            
    4/1/2014c  2,255,523  172,403  172,764  361  
South African Rand,            
    Expiring            
    4/2/2014d  474,392  44,922  45,060  138  
South Korean Won,            
    Expiring            
    4/1/2014b   743,353,404  696,570  698,345  1,775  
Sales:     Proceeds ($)       
Chilean Peso,            
    Expiring            
    4/2/2014e   141,970,741  255,113  258,893  (3,780 ) 
Hong Kong Dollar,            
    Expiring            
    4/1/2014f  5,085,730  655,555  655,673  (118 ) 
Indian Rupee,            
    Expiring            
    4/3/2014a   17,116,414  284,243  286,599  (2,356 ) 

 

The Fund 37



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

    Foreign      Unrealized  
Forward Foreign Currency  Currency      Appreciation  
Exchange Contracts  Amounts  Proceeds ($)  Value ($)  (Depreciation) ($)  
Sales (continued):           
Indonesian Rupiah,           
Expiring             
4/3/2014a  1,290,095,112  114,067  113,565  502  
Gross Unrealized           
Appreciation          2,840  
Gross Unrealized           
Depreciation          (7,397 ) 

 

Counterparties:

a  Deutsche Bank 
b  HSBC 
c  Credit Suisse 
d  JP Morgan Chase Bank 
e  Bank of Boston 
f  UBS 

 

In December 2011, with clarification in January 2013, FASB issued guidance that expands disclosure requirements with respect to the offsetting of certain assets and liabilities.The fund adopted these disclosure provisions during the current reporting period.These disclosures are required for certain investments, including derivative financial instruments subject to master netting arrangements (“MNA”) or similar agreements which are eligible for offsetting in the Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to MNA in the Statement of Assets and Liabilities.

At March 31, 2014, derivative assets and liabilities (by type) on a gross basis are as follows:

Derivative Financial Instruments:  Assets ($)  Liabilities ($)  
Forward contracts  2,840  (7,397 ) 
Total gross amount of derivative       
assets and liabilities in the       
Statement of Assets and Liabilities  2,840  (7,397 ) 
Derivatives not subject to       
MNA or similar agreements  361   
Total gross amount of assets and       
liabilities subject to MNA or       
similar agreements  2,479  (7,397 ) 

 

38



The following tables present derivative assets and liabilities net of amounts available for offsetting under MNA and net of related collateral received or pledged, if any, as of March 31, 2014:

      Financial          
      Instruments          
and
      Derivatives   Securities  Cash     
  Gross Amount of   Available   Collateral  Collateral  Net Amount  
Counterparties  Assets ($)1   for Offset ($)   Received ($)2  Received ($)2  of Assets ($)  
Credit Suisse  361         361  
Deutsche Bank  566   (566 )       
HSBC  1,775   (574 )      1,201  
JP Morgan                 
Chase Bank  138         138  
Total  2,840   (1,140 )      1,700  
 
 
      Financial          
      Instruments          
and
      Derivatives   Securities  Cash     
  Gross Amount of   Available   Collateral  Collateral  Net Amount of  
Counterparties  Liabilities ($)1   for Offset ($)   Pledged ($)2  Pledged ($)2  Liabilities ($)  
Bank of Boston  (3,780 )        (3,780 ) 
Deutsche Bank  (2,925 )  566       (2,359 ) 
HSBC  (574 )  574        
UBS  (118 )        (118 ) 
Total  (7,397 )  1,140       (6,257 ) 

 

1  Absent a default event or early termination, over-the-counter derivative assets and liabilities are 
  presented at gross amounts and are not offset in the Statement of Assets and Liabilities. 
2  In some instances, the actual collateral received and/or pledged may be more than the amount 
  shown due to overcollateralization. 

 

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

  Average Market Value ($) 
Forward contracts  499,923 

 

At March 31, 2014, accumulated net unrealized appreciation on investments was $5,920,970, consisting of $6,443,052 gross unrealized appreciation and $522,082 gross unrealized depreciation.

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

The Fund 39



PROXY RESULTS (Unaudited)

Dreyfus Diversified Emerging Markets Fund held a special meeting of shareholders on January 23, 2014. The proposals considered at the meeting and the results are as follows:

        Shares   
      For    Against 
1 .  To approve a sub-investment advisory agreement       
    for the fund between Dreyfus and The Boston       
    Company Asset Management, LLC.  92,965    531 
2 .  To approve a sub-investment advisory agreement       
    for the fund between Dreyfus and Mellon Capital       
    Management Corporation.  93,039    457 
3 .  To approve the implementation of a “manager of       
    managers” arrangement whereby Dreyfus the       
    fund’s investment adviser, under certain       
    circumstances, would be able to hire and       
    replace affiliated and unaffiliated sub-advisers       
    for the fund without obtaining shareholder approval.  92,965    531 
4 .  To approve revising the fund’s fundamental       
    investment restriction on investing in derivatives.  92,965    531 
5 .  To approve revising the fund’s fundamental       
    investment restriction on borrowing.  92,965    531 
6 .  To approve revising the fund’s fundamental       
    investment restriction on making loans.  92,965    531 
7 .  To approve removing the fund’s fundamental       
    investment restriction on margin.  92,965    531 

 

40



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
INVESTMENT ADVISORY AND FUND ACCOUNTING
AND ADMINISTRATION SERVICES AGREEMENTS
AND THE APPROVAL OF THE FUND’S
SUB-ADVISORY AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Trustees held on October 30-31, 2013 (the “October Board Meeting”), Dreyfus recommended the appointment of The Boston Company Asset Management, Inc. (“TBCAM”), an affiliate of Dreyfus, to serve as a sub-adviser for the fund. The recommendation of TBCAM was based on, among other information, Dreyfus’ review and due diligence report relating to TBCAM and its investment advisory services.The Board members also noted that investment personnel of TBCAM currently serve as dual employees of Dreyfus and TBCAM in managing (as Dreyfus employees) the fund and certain other funds in the Dreyfus Family of Funds for which they serve as Board members and that TBCAM currently serves as sub-adviser to certain other funds in the Dreyfus Family of Funds.

At the October Board Meeting, the Board, all of whose members are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”)) of the fund (“Independent Trustees”), considered and approved the Sub-Investment Advisory Agreement between Dreyfus and TBCAM (the “TBCAM Sub-Advisory Agreement”) for the fund. In determining whether to approve the TBCAM Sub-Advisory Agreement, the Board considered the materials prepared by Dreyfus and other information received in advance of the October Board Meeting, which included: (i) a copy of the TBCAM Sub-Advisory Agreement between Dreyfus and TBCAM; (ii) information regarding the process by which Dreyfus selected and recommended TBCAM for Board approval; (iii) information regarding the nature, extent and quality of the services TBCAM would provide to the fund; (iv) information regarding TBCAM’s investment process, reputation, investment management business, personnel and operations; (v) information regardingTBCAM’s brokerage and trading policies and practices; (vi) information regarding the level of sub-investment advisory fee to be charged by TBCAM; (vii) information regarding TBCAM’s compliance program; and (viii) information regarding TBCAM’s financial condition.The Board also considered the substance

The Fund 41



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATION SERVICES
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY
AGREEMENT (Unaudited) (continued)

of discussions with representatives of Dreyfus at the October Board Meeting. Additionally, the Board reviewed materials supplied by counsel that were prepared for use by the Board in fulfilling its duties under the 1940 Act.

Nature, Extent and Quality of Services to be Provided by TBCAM. In examining the nature, extent and quality of the services to be provided by TBCAM to the fund, the Board considered (i) TBCAM’s organization, history, reputation, qualification and background, as well as the qualifications of its personnel; (ii) its expertise in providing portfolio management services to other investment portfolios; (iii) its proposed investment strategies for the fund; and (iv) its compliance program.The Board specifically took into account TBCAM’s investment processes and research resources and capabilities, evaluating how TBCAM would complement the other proposed investment strategies for the fund. The Board also discussed the acceptability of the terms of the TBCAM Sub-Advisory Agreement. The Board also considered the review process undertaken by Dreyfus, and Dreyfus’ favorable assessment of the nature and quality of the sub-investment advisory services expected to be provided to the fund by TBCAM. The Board concluded that the fund will benefit from the quality and experience of TBCAM’s investment professionals. Based on their consideration and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by TBCAM were adequate and appropriate in light of TBCAM’s portfolio management and research resources to be applied in managing a portion of the fund’s portfolio, and Dreyfus’ recommendation to engage TBCAM, and supported a decision to approve the TBCAM Sub-Advisory Agreement.

Investment Performance of TBCAM. Because TBCAM would be a new sub-adviser for the fund, the Board could not consider TBCAM’s investment performance in managing the portion of the fund’s portfolio to be allocated toTBCAM as a factor in evaluating theTBCAM Sub-Advisory Agreement during the October Board Meeting. In addition, there were no relevant historical returns for the investment process to be used by the

42



team of portfolio managers at TBCAM managing the portion of the fund’s portfolio to be allocated to TBCAM which is different than the investment process currently used by the fund’s current portfolio managers. The Board discussed with representatives of Dreyfus the investment strategies to be employed by TBCAM in the management of its portion of the fund’s assets.The Board noted TBCAM’s reputation and experience, each portfolio manager’s experience, and Dreyfus’ experience in selecting, evaluating, and overseeing investment managers. Based on these factors, the Board supported a decision to approve the TBCAM Sub-Advisory Agreement.

Costs of Services to be Provided. The Board considered the proposed fee payable under the TBCAM Sub-Advisory Agreement, noting that the proposed fee would be paid by Dreyfus, and not the fund, and, thus, would not impact the fees paid by the fund. The Board concluded that the proposed fee payable to TBCAM by Dreyfus with respect to the assets to be allocated to TBCAM in its capacity as sub-adviser was reasonable and appropriate.

Profitability and Economies of Scale to be Realized. The Board recognized that, because TBCAM’s fee would be paid by Dreyfus, and not the fund, an analysis of profitability and economies of scale was more appropriate in the context of the Board’s consideration of the Investment Advisory Agreement for the fund pursuant to which Dreyfus provides the fund with investment advisory services (the “Investment Advisory Agreement”). Accordingly, considerations of profitability and economies of scale with respect to TBCAM were not relevant to the Board’s determination to approve the TBCAM Sub-Advisory Agreement.

The Board also considered whether there were any ancillary benefits that may accrue to TBCAM and its affiliates as a result of TBCAM’s relationship with the fund. The Board concluded that TBCAM may direct fund brokerage transactions to certain brokers to obtain research and other services. However, the Board noted that TBCAM is required to select brokers who meet the fund’s requirements for seeking best

The Fund 43



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATION SERVICES
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY
AGREEMENT (Unaudited) (continued)

execution, and that Dreyfus will monitor and evaluate TBCAM’s trade execution with respect to fund brokerage transactions on a quarterly basis and will provide reports to the Board on these matters. In addition, the Board recognized that, because TBCAM is a subsidiary of The Bank of NewYork Mellon Corporation (“BNY Mellon”), BNY Mellon will benefit from the sub-investment advisory fee paid by Dreyfus to TBCAM.The Board concluded that the benefits that were expected to accrue to TBCAM and its affiliates by virtue of its relationship with the fund were reasonable.

In considering the materials and information described above, the Independent Trustees received assistance from, and met separately with, their independent legal counsel, and were provided with a written description of their statutory responsibilities and the legal standards that are applicable to the approval of investment advisory and sub-investment advisory agreements.

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, all of whose members are Independent Trustees, with the assistance of independent legal counsel, concluded that the initial approval of the TBCAM Sub-Advisory Agreement was in the best interests of the fund, and approved the TBCAM Sub-Advisory Agreement for the fund.

———————

At the October Board Meeting, Dreyfus also recommended the appointment of Mellon Capital Management Corporation (“Mellon Capital”), an affiliate of Dreyfus, to serve as a sub-adviser for the fund.The recommendation of Mellon Capital was based on, among other information, Dreyfus’ review and due diligence report relating to Mellon Capital and its investment advisory services. The Board members also noted that investment personnel of Mellon Capital currently serve as dual employees of Dreyfus and Mellon Capital in managing (as Dreyfus employees) certain other funds in the Dreyfus Family of Funds for which they serve as Board members and that Mellon Capital currently serves as sub-adviser to certain other funds in the Dreyfus Family of Funds.

44



At the October Board Meeting, the Board, all of whose members are Independent Trustees, considered and approved the Sub-Investment Advisory Agreement between Dreyfus and Mellon Capital (the “Mellon Capital Sub-Advisory Agreement”). In determining whether to approve the Mellon Capital Sub-Advisory Agreement, the Board considered the materials prepared by Dreyfus and other information received in advance of the October Board Meeting, which included: (i) a copy of the Mellon Capital Sub-Advisory Agreement between Dreyfus and Mellon Capital; (ii) information regarding the process by which Dreyfus selected and recommended Mellon Capital for Board approval; (iii) information regarding the nature, extent and quality of the services Mellon Capital would provide to the fund; (iv) information regarding Mellon Capital’s investment process, reputation, investment management business, personnel and operations; (v) information regarding Mellon Capital’s brokerage and trading policies and practices; (vi) information regarding the level of sub-investment advisory fee to be charged by Mellon Capital; (vii) information regarding Mellon Capital’s compliance program; and (viii) information regarding Mellon Capital’s financial condition.The Board also considered the substance of discussions with representatives of Dreyfus at the October Board Meeting. Additionally, the Board reviewed materials supplied by counsel that were prepared for use by the Board in fulfilling its duties under the 1940 Act.

Nature, Extent and Quality of Services to be Provided by Mellon Capital. In examining the nature, extent and quality of the services to be provided by Mellon Capital to the fund, the Board considered (i) Mellon Capital’s organization, history, reputation, qualification and background, as well as the qualifications of its personnel; (ii) its expertise in providing portfolio management services to other investment portfolios; (iii) its proposed investment strategy for the fund; and (iv) its compliance pro-gram.The Board specifically took into account Mellon Capital’s investment process and research resources and capabilities, evaluating how

The Fund 45



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATION SERVICES
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY
AGREEMENT (Unaudited) (continued)

Mellon Capital would complement the other proposed investment strategies for the fund.The Board also discussed the acceptability of the terms of the Mellon Capital Sub-Advisory Agreement.The Board also considered the review process undertaken by Dreyfus, and Dreyfus’ favorable assessment of the nature and quality of the sub-investment advisory services expected to be provided to the fund by Mellon Capital. The Board concluded that the fund will benefit from the quality and experience of Mellon Capital’s investment professionals. Based on their consideration and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by Mellon Capital were adequate and appropriate in light of Mellon Capital’s portfolio management and research resources to be applied in managing a portion of the fund’s portfolio, and Dreyfus’ recommendation to engage Mellon Capital, and supported a decision to approve the Mellon Capital Sub-Advisory Agreement.

Investment Performance of Mellon Capital. Because Mellon Capital would be a new sub-adviser for the fund, the Board could not consider Mellon Capital’s investment performance in managing a portion of the fund’s portfolio as a factor in evaluating the Mellon Capital Sub-Advisory Agreement during the October Board Meeting. In addition, there were no relevant historical returns for the investment process to be used by Mellon Capital managing the portion of the fund’s portfolio to be allocated to Mellon Capital.The Board discussed with representatives of Dreyfus the investment strategies to be employed by Mellon Capital in the management of its portion of the fund’s assets.The Board noted Mellon Capital’s reputation and experience, each portfolio manager’s experience, and Dreyfus’ experience in selecting, evaluating, and overseeing investment managers. Based on these factors, the Board supported a decision to approve the Mellon Capital Sub-Advisory Agreement.

Costs of Services to be Provided. The Board considered the proposed fee payable under the Mellon Capital Sub-Advisory Agreement, noting that the proposed fee would be paid by Dreyfus, and not the fund, and, thus, would not impact the fees paid by the fund.The Board concluded

46



that the proposed fee payable to Mellon Capital by Dreyfus with respect to the assets to be allocated to Mellon Capital in its capacity as sub-adviser was reasonable and appropriate.

Profitability and Economies of Scale to be Realized.The Board recognized that, because Mellon Capital’s fee would be paid by Dreyfus, and not the fund, an analysis of profitability and economies of scale was more appropriate in the context of the Board’s consideration of the Investment Advisory Agreement. Accordingly, considerations of profitability and economies of scale with respect to Mellon Capital were not relevant to the Board’s determination to approve the Mellon Capital Sub-Advisory Agreement.

The Board also considered whether there were any ancillary benefits that may accrue to Mellon Capital and its affiliates as a result of Mellon Capital’s relationship with the fund.The Board concluded that Mellon Capital may direct fund brokerage transactions to certain brokers to obtain research and other services. However, the Board noted that Mellon Capital is required to select brokers who meet the fund’s requirements for seeking best execution, and that Dreyfus will monitor and evaluate Mellon Capital’s trade execution with respect to fund brokerage transactions on a quarterly basis and will provide reports to the Board on these matters. In addition, the Board recognized that, because Mellon Capital is a subsidiary of BNY Mellon, BNY Mellon will benefit from the sub-investment advisory fee paid by Dreyfus to Mellon Capital. The Board concluded that the benefits that were expected to accrue to Mellon Capital and its affiliates by virtue of its relationship with the fund were reasonable.

In considering the materials and information described above, the Independent Trustees received assistance from, and met separately with, their independent legal counsel, and were provided with a written description of their statutory responsibilities and the legal standards that are applicable to the approval of investment advisory and sub-investment advisory agreements.

The Fund 47



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATION SERVICES
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY
AGREEMENT (Unaudited) (continued)

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, all of whose members are Independent Trustees, with the assistance of independent legal counsel, concluded that the initial approval of the Mellon Capital Sub-Advisory Agreement was in the best interests of the fund, and approved the Mellon Capital Sub-Advisory Agreement for the fund.

———————

At the October Board Meeting, in connection with the engagement of TBCAM and Mellon Capital as sub-advisers for the fund, the Board considered the approval of amendment of the Investment Advisory Agreement and the fund’s Administration Agreement, pursuant to which Dreyfus provides the fund with administrative services (the “Administration Agreement” and together with the Investment Advisory Agreement, the “Agreement”). Dreyfus proposed to amend the Agreement so that no investment advisory fee or administration fee would be applied to the portion of the fund’s average daily net assets allocated to affiliated and unaffiliated open-end and closed-end funds (“Underlying Funds”), effective January 31, 2014 (the “Effective Date”), and to clarify Dreyfus’ ability to engage sub-investment advisers for the day-to-day management of all or a portion of the fund’s assets. The Board members, all of whom are Independent Trustees, were assisted in their review of the Agreement by independent legal counsel and met with counsel in executive session separate from representatives of Dreyfus. Since the Board had renewed the Agreement at a Board meeting earlier in the year (the “2013 15(c) Meeting”), since which there had been no material changes in the information presented other than as discussed below, and would again consider renewal of the Agreement at a Board meeting on February 19-20, 2014 (the “February 2014 Board Meeting”), certain matters normally considered in connection with approval or renewal of an advisory or administration agreement or amendment thereof were not considered.

48



Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information available to them at the October Board Meeting and in previous presentations from Dreyfus representatives regarding the nature, extent and quality of services provided to funds in the Dreyfus Family of Funds and that, other than as discussed at the October Board Meeting regarding the engagement of TBCAM and Mellon Capital and investment in Underlying Funds and other changes to the fund’s investment strategies, there would be no material change to the services provided.The Board discussed with representatives of Dreyfus the portfolio management team and the investment strategies to be employed in the management of the fund’s assets under the amended Agreement.

The Board also considered that Dreyfus would continue to provide oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements and would supervise TBCAM and Mellon Capital.The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. A Dreyfus representative noted that, as considered at the October Board Meeting, a Special Meeting of Shareholders is proposed for January 23, 2014, and shareholders of the fund would vote on several proposals with respect to the fund to become effective on the Effective Date, including the approval of the TBCAM Sub-Advisory Agreement and the Mellon Capital Sub-Advisory Agreement. Dreyfus representatives further noted that, as of the Effective Date, Dreyfus would allocate one-third of the fund’s total assets toTBCAM, one-third of the fund’s total assets to Mellon Capital and one-third of the fund’s total assets to Underlying Funds. The Board noted that the one-third being managed by TBCAM would be managed by a portfolio man-

The Fund 49



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATION SERVICES
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY
AGREEMENT (Unaudited) (continued)

agement team atTBCAM using a different investment process than the one currently used by the fund’s prior portfolio managers who were dual employees of Dreyfus and TBCAM and who not serve as portfolio managers of the fund.

The Board noted that there were no relevant historical returns for the investment process to be used by the fund, which is different than the investment process currently used by the fund’s portfolio managers.The Board also discussed with representatives of Dreyfus the investment strategies to be employed by each of TBCAM and Mellon Capital in the management of its respective portion of the fund’s assets and Dreyfus’ allocation methodology and noted Dreyfus’ experience in selecting, evaluating, and overseeing investment managers.

Dreyfus representatives stated that Dreyfus has contractually agreed to waive receipt of its fees and/or assume the expenses of the fund, until February 1, 2015, so that annual direct fund operating expenses of each of the fund’s share classes (excluding fees and expenses of the Underlying Funds, Rule 12b-1 Distribution Plan fees, shareholder services fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.35% of the fund’s average daily net assets.

Analysis of Profitability and Economies of Scale.The Board had considered profitability, economies of scale and potential benefits to Dreyfus of the Agreement at the 2013 15(c) Meeting. Dreyfus representatives noted that the amendments were anticipated to result in a reduction in Dreyfus’ fee (and therefor negatively impacting profitability and economies of scale) and that potential benefits would not change materially as a result of the amendments from those considered at the 2013 15(c) Meeting (noting that Dreyfus’ fees from Underlying Funds were anticipated to be less than the fees on corresponding assets paid under the Agreement currently).

50



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 amendment of the 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 services to be provided by Dreyfus continue to be adequate and appropriate.

  • The Board concluded that the fees to be paid to Dreyfus are reason- able in light of the considerations described above.

In evaluating the Agreement, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates, of the fund and the services provided to the fund by Dreyfus.The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreement, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, 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 and Dreyfus representatives.

The Fund 51



NOTES







Dreyfus/Newton 
International Equity Fund 

 

SEMIANNUAL REPORT March 31, 2014




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

The views expressed in this report reflect those of the portfolio manager only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views.These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value 

 



 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

11     

Statement of Assets and Liabilities

12     

Statement of Operations

13     

Statement of Changes in Net Assets

15     

Financial Highlights

19     

Notes to Financial Statements

35     

Information About the Renewal of the Fund’s Investment Advisory, Administration and Sub-Investment Advisory Agreements

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus/Newton
International Equity Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

This semiannual report for Dreyfus/Newton International Equity Fund covers the six-month period from October 1, 2013, through March 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The past six months produced generally favorable results for international equities. Stocks in the world’s developed markets advanced, on average, as Europe appeared to put its sovereign debt and banking crises behind it, while Japanese equities appreciated more modestly in the wake of previous robust gains as the country endeavored to reflate its long-stagnant domestic economy. In contrast, the emerging markets mostly continued to struggle with local economic slowdowns and depreciating currencies, causing their stock markets to lag global market averages.

Looking forward, we anticipate a pickup in the global economy, led by developed nations amid ongoing monetary stimulus and reduced headwinds related to fiscal austerity and deleveraging.We also expect the U.S. economic recovery to continue to gain traction on its way to producing a 3% annualized growth rate over the next several years. As always, we encourage you to discuss our observations with your financial advisor to assess their potential impact on your investments.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
April 15, 2014

2



DISCUSSION OF FUND PERFORMANCE

For the period of October 1, 2013, through March 31, 2014, as provided by Paul Markham, Lead Portfolio Manager of Newton Capital Management Limited, Sub-Investment Adviser

Fund and Market Performance Overview

For the six-month period ended March 31, 2014, Dreyfus/Newton International Equity Fund’s Class A shares produced a total return of 2.27%, Class C shares returned 1.87%, Class I shares returned 2.49%, and Class Y shares returned 2.47%.1 In comparison, the fund’s benchmark, the Morgan Stanley Capital International Europe, Australasia, Far East Index (“MSCI EAFE Index”), produced a total return of 6.41% for the same period.2

Evidence of economic improvement helped support international stock market gains over the reporting period. The fund underperformed its benchmark, mainly due to overweighted exposure to Japan and security selection shortfalls in the financials sector.

The Fund’s Investment Approach

The fund normally invests at least 80% of its assets in common stocks, securities convertible into common stocks of foreign companies, and in depositary receipts evidencing ownership in such securities. The process of selecting investments begins with Newton’s core list of global investment themes.These themes are based on observable economic, industrial, or social trends (typically global) that Newton believes will positively or negatively affect certain sectors or industries. The list of themes is discussed and updated on a regular basis. For instance, Newton’s Debt Burden theme asserts that excessive debt is weighing on economic activity, and that the way in which deleveraging occurs is critical to the outlook for economics and financial markets. Elsewhere, Newton’s Net Effects theme focuses upon the opportunities and risks inherent in the growth of information technology networks around the world.

Signs of Strength in Developed Markets

Investors in the world’s more developed markets generally responded positively to improving global economic data over the reporting period. After several years of economic weakness in Europe, investors began warming to the equity markets’ opportunities as growth picked up in core countries, such as Germany, and long-

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

awaited signs of recovery emerged in some of the region’s more troubled economies. Investors responded particularly positively in November 2013 to a surprise reduction in short-term interest rates by the European Central Bank. However, the Japanese stock market pulled back during the reporting period as it digested earlier gains stemming from President Shinzo Abe’s aggressively stimulative monetary and fiscal policies.The world’s emerging markets also generally struggled due to declining economic growth, widespread political uncertainty, military intervention in Eastern Europe, and a natural disaster in the Philippines.

In this environment, traditionally defensive market segments fared best, including the health care, telecommunications services and utilities sectors. The consumer discretionary, consumer staples and industrials sectors lagged market averages.

Allocation and Selection Strategies Weighed on Results

The fund’s overweighted allocation to Japan proved disadvantageous during the reporting period amid concerns regarding domestic economic conditions and an impending sales tax increase, which particularly affected the fund’s consumer-related holdings. For example, Japan Tobacco and retailer Don Quijote Holdings struggled in anticipation of the tax increase. Japan Tobacco also was hurt by a lack of pricing power and a Chinese ban on smoking in public places. Disappointing stock selections in Europe, including underweighted exposure to rallying financial institutions, weighed on relative results.Among individual holdings, the fund was hurt by Japanese bank Nomura Holdings, which suffered amid investor disenchantment with the government’s stimulus plans; Toyota Motor, which was swept up in the general investor backlash against Japan; and Chinese footwear retailer Belle International Holdings, which faced intensifying pressure from online competition.

The fund achieved better results through successful stock selections in the energy and industrials sectors. The fund’s top individual performers included diversified consumer staples company Associated British Foods, which successfully expanded its discount clothing subsidiary. Japanese building materials provider LIXIL Group recovered from previous concerns over its acquisition activity. Investment manager Aberdeen Asset Management, which was sold during the reporting period, benefited from rallying financial markets. Swiss pharmaceutical developer Actelion reported positive research-and-development news and strong financial results. Swiss insurer

4



Zurich Insurance Group was boosted by positive financial results and the appointment of a new chief financial officer.

Maintaining a Cautious Approach

As of the reporting period’s end, we have maintained a relatively defensive investment posture as we remain wary of the risks associated with chasing market momentum. Nevertheless, changes in market fundamentals and corrections in valuations may provide buying opportunities among securities where we have long-term conviction in their growth potential.

This positioning is reflected in the fund’s overweighted exposure to the health care and consumer discretionary sectors. Conversely, we have identified fewer opportunities in the materials and industrials sectors.Although we have reduced the fund’s underweighted position in the financials sector, we remain cautious regarding European banks. From a country perspective, we have maintained a significantly overweighted position in Japan, as central bank support, positive earnings, and higher inflation could produce gains for fundamentally sound companies with strong competitive positions.

April 15, 2014

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

Investing internationally involves special risks, including changes in currency exchange rates, political, economic and social instability, a lack of comprehensive company information, differing auditing and legal standards and less market liquidity. The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets. Derivatives can be highly volatile, illiquid, and difficult to value and there is the risk that changes in the value of a derivative held by the fund will not correlate with the underlying instruments or the fund’s other investments.

1 Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the 
maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed 
on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past 
performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon 
redemption, fund shares may be worth more or less than their original cost. 
2 SOURCE: LIPPER INC. — Reflects reinvestment of net dividends and, where applicable, capital gain 
distributions.The Morgan Stanley Capital International 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.The Index does not take into account fees and expenses to which the fund is subject. Investors cannot 
invest directly in any index. 

 

The Fund 5



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus/Newton International Equity Fund from October 1, 2013 to March 31, 2014. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 6.56  $ 10.32  $ 5.10  $ 5.10 
Ending value (after expenses)  $ 1,022.70  $ 1,018.70  $ 1,024.90  $ 1,024.70 

 

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 March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 6.54  $ 10.30  $ 5.09  $ 5.09 
Ending value (after expenses)  $ 1,018.45  $ 1,014.71  $ 1,019.90  $ 1,019.90 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.30% for Class A, 2.05% for Class C, 1.01% for 
Class I and 1.01% for ClassY, multiplied by the average account value over the period, multiplied by 182/365 (to 
reflect the one-half year period). 

 

6



STATEMENT OF INVESTMENTS 
March 31, 2014 (Unaudited) 

 

Common Stocks—96.1%  Shares   Value ($) 
Australia—.8%       
Dexus Property Group  5,958,988   5,858,950 
Belgium—1.0%       
Anheuser-Busch InBev  70,272   7,386,274 
Brazil—.3%       
International Meal Company Holdings  269,558 a  2,045,742 
China—.8%       
Sun Art Retail Group  4,723,000   5,937,685 
Finland—1.0%       
Nokia  953,463 a  7,020,175 
France—6.8%       
Air Liquide  90,436   12,266,843 
Sanofi  130,422   13,629,175 
Total  332,838   21,860,896 
      47,756,914 
Germany—8.8%       
Bayer  96,080   12,993,611 
Brenntag  53,222   9,883,277 
Deutsche Bank  126,056   5,638,606 
Gerry Weber International  180,762   8,945,214 
LEG Immobilien  212,303 a  13,932,458 
SAP  132,131   10,695,234 
      62,088,400 
Hong Kong—4.7%       
AIA Group  2,111,912   10,034,010 
Belle International Holdings  4,613,255   4,603,098 
Jardine Matheson Holdings  172,800   10,962,497 
Man Wah Holdings  4,532,800   7,675,370 
      33,274,975 
Israel—1.1%       
Bank Hapoalim  1,317,529   7,517,267 

 

The Fund 7



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares  Value ($) 
Japan—25.7%     
Don Quijote Holdings  245,200  12,646,968 
FANUC  50,300  8,856,456 
Japan Airlines  141,493  6,955,743 
Japan Display  358,200  2,502,177 
Japan Tobacco  289,600  9,080,781 
Lawson  135,200  9,556,611 
LIXIL Group  361,800  9,959,955 
M3  452,000  7,411,621 
Makita  174,200  9,618,362 
Mitsubishi UFJ Financial Group  1,953,800  10,717,901 
NGK Spark Plug  419,000  9,397,075 
Nissan Motor  974,700  8,674,735 
Nomura Holdings  1,954,000  12,513,007 
Sawai Pharmaceutical  93,600  5,732,435 
Sugi Holdings  306,700  13,663,606 
Suntory Beverage & Food  269,600  9,279,020 
Tokyo Electron  115,900  7,115,716 
TOPCON  647,900  10,593,739 
Toyota Motor  306,500  17,249,443 
    181,525,351 
Mexico—1.4%     
Grupo Financiero Santander Mexico, Cl. B, ADR  803,041  9,869,374 
Netherlands—3.1%     
Reed Elsevier  401,048  8,678,624 
Wolters Kluwer  476,291  13,452,747 
    22,131,371 
Norway—2.0%     
DNB  820,349  14,276,131 
Philippines—2.5%     
Energy Development  74,735,800  9,448,223 

 

8



Common Stocks (continued)  Shares   Value ($) 
Philippines (continued)       
LT Group  22,056,700   8,577,931 
      18,026,154 
Sweden—1.4%       
TeliaSonera  1,289,401   9,732,317 
Switzerland—14.4%       
Actelion  77,340 a  7,333,409 
Credit Suisse Group  401,133 a  12,989,438 
Nestle  267,056   20,122,365 
Novartis  218,046   18,519,827 
Roche Holding  65,818   19,784,004 
Swisscom  12,847   7,888,973 
Zurich Insurance Group  49,127 a  15,096,794 
      101,734,810 
United Kingdom—20.3%       
Associated British Foods  172,798   8,012,995 
Barclays  3,193,827   12,457,844 
British American Tobacco  148,648   8,275,777 
Centrica  2,287,414   12,596,388 
GlaxoSmithKline  552,532   14,719,160 
Imagination Technologies Group  677,192 a  2,292,181 
Merlin Entertainments  1,160,731 b  7,298,668 
Prudential  891,945   18,895,011 
Royal Dutch Shell, Cl. B  513,432   20,030,577 
SSE  393,156   9,640,177 
Vodafone Group  5,014,044   18,459,367 
Wolseley  194,277   11,078,082 
      143,756,227 
Total Common Stocks       
  (cost $571,762,814)      679,938,117 

 

The Fund 9



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Other Investment—3.8%  Shares   Value ($) 
Registered Investment Company;       
Dreyfus Institutional Preferred       
   Plus Money Market Fund       
(cost $27,222,874)  27,222,874 c  27,222,874 
 
Total Investments (cost $598,985,688)  99.9 %  707,160,991 
Cash and Receivables (Net)  .1 %  589,057 
Net Assets  100.0 %  707,750,048 

 

ADR—American Depository Receipts

a Non-income producing security. 
b Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933.This security may be 
resold in transactions exempt from registration, normally to qualified institutional buyers.At March 31, 2014, this 
security was valued at $7,298,668 or 1.0% of net assets. 
c Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Financial  22.7  Telecommunication Services  5.1 
Health Care  15.7  Utilities  4.5 
Consumer Discretionary  15.1  Information Technology  3.8 
Consumer Staples  13.3  Money Market Investment  3.8 
Industrial  8.3  Materials  1.7 
Energy  5.9    99.9 
 
† Based on net assets.       
See notes to financial statements.       

 

10



STATEMENT OF ASSETS AND LIABILITIES 
March 31, 2014 (Unaudited) 

 

      Cost  Value 
Assets ($):         
Investments in securities—See Statement of Investments:     
Unaffiliated issuers      571,762,814  679,938,117 
Affiliated issuers      27,222,874  27,222,874 
Cash        1,502,881 
Cash denominated in foreign currencies      477,922  478,494 
Dividends receivable        3,788,346 
Receivable for investment securities sold      1,795,024 
Receivable for shares of Beneficial Interest subscribed      1,741,405 
Unrealized appreciation on forward foreign       
currency exchange contracts—Note 4        1,012,750 
Prepaid expenses        39,616 
        717,519,507 
Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)      706,127 
Payable for investment securities purchased      7,938,195 
Unrealized depreciation on forward foreign       
currency exchange contracts—Note 4        550,483 
Payable for shares of Beneficial Interest redeemed      541,154 
Accrued expenses        33,500 
        9,769,459 
Net Assets ($)        707,750,048 
Composition of Net Assets ($):         
Paid-in capital        585,536,379 
Accumulated undistributed investment income—net      9,668,828 
Accumulated net realized gain (loss) on investments      3,869,124 
Accumulated net unrealized appreciation (depreciation)       
  on investments and foreign currency transactions      108,675,717 
Net Assets ($)        707,750,048 
 
 
Net Asset Value Per Share         
  Class A  Class C  Class I  Class Y 
Net Assets ($)  9,768,783  1,246,967  688,915,579  7,818,719 
Shares Outstanding  481,393  62,211  34,077,022  386,937 
Net Asset Value Per Share ($)  20.29  20.04  20.22  20.21 
 
See notes to financial statements.         

 

The Fund 11



STATEMENT OF OPERATIONS     
Six Months Ended March 31, 2014 (Unaudited)     
 
 
 
 
Investment Income ($):     
Income:     
Cash dividends (net of $503,734 foreign taxes withheld of source):     
Unaffiliated issuers  12,630,228  
Affiliated issuers  9,143  
Income from securities lending—Note 1(c)  11,716  
Total Income  12,651,087  
Expenses:     
Investment advisory fee—Note 3(a)  2,374,981  
Shareholder servicing costs—Note 3(c)  325,413  
Custodian fees—Note 3(c)  97,308  
Administration fees— Note 3(a)  91,029  
Registration fees  39,752  
Professional fees  32,857  
Trustees’ fees and expenses—Note 3(d)  19,321  
Prospectus and shareholders’ reports  6,484  
Distribution fees—Note 3(b)  4,516  
Loan commitment fees—Note 2  2,982  
Miscellaneous  21,798  
Total Expenses  3,016,441  
Less—reduction in fees due to earnings credits—Note 3(c)  (4 ) 
Net Expenses  3,016,437  
Investment Income—Net  9,634,650  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments and foreign currency transactions  19,446,566  
Net realized gain (loss) on forward foreign currency exchange contracts  166,584  
Net Realized Gain (Loss)  19,613,150  
Net unrealized appreciation (depreciation) on     
investments and foreign currency transactions  (15,140,266 ) 
Net unrealized appreciation (depreciation) on     
forward foreign currency exchange contracts  1,043,889  
Net Unrealized Appreciation (Depreciation)  (14,096,377 ) 
Net Realized and Unrealized Gain (Loss) on Investments  5,516,773  
Net Increase in Net Assets Resulting from Operations  15,151,423  
 
See notes to financial statements.     

 

12



STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013a  
Operations ($):         
Investment income—net  9,634,650   6,725,897  
Net realized gain (loss) on investments  19,613,150   32,104,423  
Net unrealized appreciation         
(depreciation) on investments  (14,096,377 )  49,773,557  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  15,151,423   88,603,877  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (142,170 )  (88,183 ) 
Class C  (13,199 )  (880 ) 
Class I  (9,907,582 )  (6,512,959 ) 
Class Y  (20 )   
Total Dividends  (10,062,971 )  (6,602,022 ) 
Beneficial Interest Transactions ($):         
Net proceeds from shares sold:         
Class A  897,513   2,287,145  
Class C  341,088   223,635  
Class I  169,160,940   109,529,721  
Class Y  7,787,350   1,000  
Dividends reinvested:         
Class A  141,362   87,532  
Class C  13,199   880  
Class I  4,475,491   2,853,477  
Cost of shares redeemed:         
Class A  (753,661 )  (1,685,573 ) 
Class C  (96,034 )  (101,618 ) 
Class I  (24,955,371 )  (87,866,516 ) 
Increase (Decrease) in Net Assets         
from Beneficial Interest Transactions  157,011,877   25,329,683  
Total Increase (Decrease) in Net Assets  162,100,329   107,331,538  
Net Assets ($):         
Beginning of Period  545,649,719   438,318,181  
End of Period  707,750,048   545,649,719  
Undistributed investment income—net  9,668,828   10,097,149  

 

The Fund 13



STATEMENT OF CHANGES IN NET ASSETS (continued)

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013a  
Capital Share Transactions:         
Class A         
Shares sold  44,442   122,017  
Shares issued for dividends reinvested  7,216   5,089  
Shares redeemed  (37,034 )  (90,839 ) 
Net Increase (Decrease) in Shares Outstanding  14,624   36,267  
Class C         
Shares sold  17,075   11,768  
Shares issued for dividends reinvested  680   52  
Shares redeemed  (4,760 )  (5,821 ) 
Net Increase (Decrease) in Shares Outstanding  12,995   5,999  
Class I         
Shares sold  8,463,721   5,861,410  
Shares issued for dividends reinvested  229,512   166,675  
Shares redeemed  (1,240,051 )  (4,836,153 ) 
Net Increase (Decrease) in Shares Outstanding  7,453,182   1,191,932  
Class Y         
Shares sold  386,884   52.85  
 
a Effective July 1, 2013, the fund commenced offering ClassY shares.      
See notes to financial statements.         

 

14



FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated.All information (except portfolio turnover rate) reflects financial results for a single fund share.Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions.These figures have been derived from the fund’s financial statements.

Six Months Ended                      
March 31, 2014       Year Ended September 30,      
Class A Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  20.15   16.96   14.74   16.80   16.27   18.18  
Investment Operations:                         
Investment income—neta  .28   .21   .18   .19   .21   .29  
Net realized and unrealized                         
gain (loss) on investments  .17   3.19   2.52   (1.82 )  .44   (1.57 ) 
Total from Investment Operations  .45   3.40   2.70   (1.63 )  .65   (1.28 ) 
Distributions:                         
Dividends from                         
investment income—net  (.31 )  (.21 )  (.23 )  (.17 )  (.12 )  (.16 ) 
Dividends from net realized                         
gain on investments      (.25 )  (.26 )    (.47 ) 
Total Distributions  (.31 )  (.21 )  (.48 )  (.43 )  (.12 )  (.63 ) 
Net asset value, end of period  20.29   20.15   16.96   14.74   16.80   16.27  
Total Return (%)b  2.27 c  20.24   18.92   (10.10 )  3.99   (6.33 ) 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  1.30 d  1.34   1.32   1.32   1.32   1.52  
Ratio of net expenses                         
to average net assets  1.30 d  1.34   1.32   1.32   1.32   1.26  
Ratio of net investment income                         
to average net assets  2.73 d  1.11   1.14   1.06   1.29   2.27  
Portfolio Turnover Rate  25.73 c  55.27   57.88   63.28   64.45   115.69  
Net Assets, end of period                         
($ x 1,000)  9,769   9,404   7,300   9,766   18,901   16,864  

 

a  Based on average shares outstanding at each month end. 
b  Exclusive of sales charge. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

The Fund 15



FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                      
March 31, 2014       Year Ended September 30,      
Class C Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  19.90   16.70   14.54   16.59   16.17   18.14  
Investment Operations:                         
Investment income—neta  .21   .05   .07   .05   .08   .26  
Net realized and unrealized                         
gain (loss) on investments  .16   3.17   2.47   (1.79 )  .45   (1.59 ) 
Total from Investment Operations  .37   3.22   2.54   (1.74 )  .53   (1.33 ) 
Distributions:                         
Dividends from                         
investment income—net  (.23 )  (.02 )  (.13 )  (.05 )  (.11 )  (.17 ) 
Dividends from net realized                         
gain on investments      (.25 )  (.26 )    (.47 ) 
Total Distributions  (.23 )  (.02 )  (.38 )  (.31 )  (.11 )  (.64 ) 
Net asset value, end of period  20.04   19.90   16.70   14.54   16.59   16.17  
Total Return (%)b  1.87 c  19.31   17.92   (10.79 )  3.20   (6.67 ) 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  2.05 d  2.13   2.16   2.07   2.11   1.83  
Ratio of net expenses                         
to average net assets  2.05 d  2.13   2.16   2.07   2.11   1.42  
Ratio of net investment income                         
to average net assets  2.08 d  .28   .42   .31   .52   2.07  
Portfolio Turnover Rate  25.73 c  55.27   57.88   63.28   64.45   115.69  
Net Assets, end of period                         
($ x 1,000)  1,247   979   722   924   1,345   1,191  

 

a  Based on average shares outstanding at each month end. 
b  Exclusive of sales charge. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

16



Six Months Ended                      
March 31, 2014       Year Ended September 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009  
Per Share Data ($):                         
Net asset value,                         
beginning of period  20.10   16.92   14.77   16.84   16.27   18.21  
Investment Operations:                         
Investment income—neta  .32   .26   .24   .26   .25   .30  
Net realized and unrealized                         
gain (loss) on investments  .17   3.18   2.49   (1.86 )  .45   (1.59 ) 
Total from Investment Operations  .49   3.44   2.73   (1.60 )  .70   (1.29 ) 
Distributions:                         
Dividends from                         
investment income—net  (.37 )  (.26 )  (.33 )  (.21 )  (.13 )  (.18 ) 
Dividends from net realized                         
gain on investments      (.25 )  (.26 )    (.47 ) 
Total Distributions  (.37 )  (.26 )  (.58 )  (.47 )  (.13 )  (.65 ) 
Net asset value, end of period  20.22   20.10   16.92   14.77   16.84   16.27  
Total Return (%)  2.49 b  20.62   19.27   (9.90 )  4.31   (6.32 ) 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  1.01 c  1.01   1.04   1.05   1.07   1.16  
Ratio of net expenses                         
to average net assets  1.01 c  1.01   1.04   1.05   1.07   1.13  
Ratio of net investment income                         
to average net assets  3.25 c  1.42   1.54   1.48   1.57   2.41  
Portfolio Turnover Rate  25.73 b  55.27   57.88   63.28   64.45   115.69  
Net Assets, end of period                         
($ x 1,000)  688,916   535,265   430,297   484,349   500,811   331,986  

 

a  Based on average shares outstanding at each month end. 
b  Not annualized. 
c  Annualized. 

 

See notes to financial statements.

The Fund 17



FINANCIAL HIGHLIGHTS (continued)

  Six Months Ended    
  March 31, 2014   Period Ended 
Class Y Shares  (Unaudited)   September 30, 2013a 
Per Share Data ($):       
Net asset value, beginning of period  20.11   18.74 
Investment Operations:       
Investment income—netb  .37   .06 
Net realized and unrealized       
  gain (loss) on investments  .11   1.31 
Total from Investment Operations  .48   1.37 
Distributions:       
Dividends from investment income—net  (.38 )   
Net asset value, end of period  20.21   20.11 
Total Return (%)c  2.47   6.29 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assetsd  1.01   .94 
Ratio of net expenses to average net assetsd  1.01   .94 
Ratio of net investment income       
to average net assetsd  5.17   1.19 
Portfolio Turnover Rate  25.73 c  55.27 
Net Assets, end of period ($ x 1,000)  7,819   1 

 

a From the close of business on July 1, 2013 (commencement of initial offering) to September 30, 2013. 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 (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus/Newton International Equity Fund (the “fund”) is a separate diversified series of Dreyfus Investment Funds (the “Trust”), 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 seven series, including the fund.The fund’s investment objective is to seek long-term growth of capital. 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. Newton Capital Management Limited (“Newton”) 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 an unlimited number of $.001 par value shares of Beneficial Interest in the following classes of shares: Class A, Class C, Class I and ClassY. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold primarily to bank trust departments and other financial services providers (including The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, and its affiliates), 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 Plan fees. Class I shares are offered without a front-end sales charge or CDSC. ClassY shares are offered at net asset value generally to institutional investors. Other differences

The Fund 19



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

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

20



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

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

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

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

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

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

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

Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs

The Fund 21



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

and financial futures. Utilizing these techniques may result in transfers between Level 1 and Level 2 of the fair value hierarchy.

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

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

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

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

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

  Level 2—Other   Level 3—   
Level 1—  Significant   Significant   
Unadjusted  Observable   Unobservable   
Quoted Prices  Inputs   Inputs  Total 
Assets ($)         
Investments in Securities:         
Equity Securities—         
Foreign         
Common Stocks9,869,374  670,068,743 ††    679,938,117 

 

22



    Level 2—Other Level 3—     
  Level 1—  Significant Significant     
  Unadjusted  Observable Unobservable     
  Quoted Prices  Inputs Inputs  Total  
Assets ($) (continued)         
Investments in Securities         
(continued):           
Mutual Funds  27,222,874    27,222,874  
Other Financial           
Instruments:           
Forward Foreign           
Currency Exchange           
Contracts†††    1,012,750   1,012,750  
Liabilities ($)           
Other Financial           
Instruments:           
Forward Foreign           
Currency Exchange           
Contracts†††    (550,483)   (550,483 ) 

 

  See Statement of Investments for additional detailed categorizations. 
††  Securities classified within Level 2 at period end as the values were determined pursuant to the 
  fund’s fair valuation procedures. 
†††  Amount shown represents unrealized appreciation (depreciation) at period end. 

 

At September 30, 2013, $522,098,678 of exchange traded foreign equity securities were classified within Level 2 of the fair value hierarchy pursuant to the fund’s fair valuation procedures.

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

Net realized foreign exchange gains or losses arise from sales of foreign currencies, currency gains or losses realized on securities transactions between trade and settlement date, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actu-

The Fund 23



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

ally received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments resulting from changes in exchange rates. Foreign currency gains and losses on foreign currency transactions are also included with net realized and unrealized gain or loss on investments.

(c) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by Dreyfus or U.S. Government and Agency securities.The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner,The Bank of NewYork Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended March 31, 2014, The Bank of New York Mellon earned $2,322 from lending portfolio securities, pursuant to the securities lending agreement.

24



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

Affiliated           
Investment  Value     Value Net 
Company 9/30/2013 ($) Purchases ($) Sales ($) 3/31/2014 (%) Assets ($)  
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market           
Fund  10,666,351  181,076,551 164,520,028  27,222,874  3.8
Dreyfus           
Institutional           
Cash           
Advantage           
Fund   9,322,774 9,322,774   
Total  10,666,351  190,399,325 173,842,802  27,222,874  3.8

 

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

(f) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal

The Fund 25



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Revenue Code of 1986, as amended (the “Code”).To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(g) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.

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

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

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

The fund has an unused capital loss carryover of $11,348,310 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to September 30, 2013. The fund has $6,709,345 of post-enactment short-term capital losses and $4,638,965 post-enactment long-term capital losses which can be carried forward for an unlimited period.

26



The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2013 was as follows: ordinary income $6,602,022. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 9, 2013, the unsecured credit facility with Citibank, N.A. was $210 million. 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 March 31, 2014, the fund did not borrow under the Facilities.

NOTE 3—Investment Advisory Fee, Sub-Investment Advisory Fee, Administration Fee and Other Transactions With Affiliates:

(a) Pursuant to an investment advisory agreement with Dreyfus, the investment advisory fee is computed at the annual rate of .80% of the value of the fund’s average daily net assets and is payable monthly.

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

The fund has an Accounting and Administration Agreement (the “Administration Agreement”) with Dreyfus, whereby Dreyfus performs administrative and accounting services for the fund. The fund has agreed to compensate Dreyfus for providing accounting services,

The Fund 27



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities and equipment. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .10% of the first $500 million, .065% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to Dreyfus for this service, Dreyfus has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both Dreyfus’ costs in providing these services and a reasonable allocation of the costs incurred by Dreyfus and its affiliates related to the support and oversight of these services.The fund also reimburses Dreyfus for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $91,029 during the period ended March 31, 2014.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended March 31, 2014, Class C shares were charged $4,516 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2014, Class A and Class C shares were charged $11,835 and $1,506, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is

28



approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2014, the fund was charged $1,628 for transfer agency services and $47 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $4.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2014, the fund was charged $97,308 pursuant to the custody agreement.

During the period ended March 31, 2014, the fund was charged $4,547 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees $462,137, Distribution Plan fees $785, Shareholder Services Plan fees $2,313, custodian fees $75,868, Chief Compliance Officer fees $2,285, administration fees $15,170 and transfer agency fees $147,569.

The Fund 29



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(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 March 31, 2014, amounted to $295,973,176 and $149,246,785, respectively.

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

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy.When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract decreases between those dates.With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed. The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations.The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is generally limited

30



to the unrealized gain on each open contract.The following summarizes open forward contracts at March 31, 2014:

      Foreign      Unrealized  
Forward Foreign Currency  Currency      Appreciation  
Exchange Contracts     Amounts  Cost ($)  Value ($)  (Depreciation) ($)  
Purchases:              
Australian Dollar,              
Expiring              
  5/15/2014 a     12,522,756  11,160,903  11,577,577  416,674  
British Pound,              
Expiring              
  4/1/2014 a     1,063,829  1,767,924  1,773,551  5,627  
Euro,              
Expiring:              
  4/1/2014 b     703,809  970,718  969,607  (1,111 ) 
  6/13/2014 c     3,841,237  5,274,178  5,291,290  17,112  
Hong Kong Dollar,              
Expiring              
  4/1/2014 b     2,165,505  279,164  279,186  22  
Japanese Yen,              
Expiring:              
  4/1/2014 b     284,970  2,788  2,761  (27 ) 
  4/2/2014 d   219,996,201  2,149,863  2,131,436  (18,427 ) 
  4/3/2014 b     52,648,370  510,103  510,084  (19 ) 
  5/15/2014 b   510,636,000  5,018,289  4,948,512  (69,777 ) 
  5/15/2014 d   1,123,166,000  11,037,944  10,884,467  (153,477 ) 
  6/13/2014 d   541,319,000  5,319,827  5,246,650  (73,177 ) 
Norwegian Krone,              
Expiring              
  4/1/2014 d     1,183,830  197,247  197,707  460  
Philippine Peso,              
Expiring              
  4/2/2014 e     10,894,953  243,028  242,947  (81 ) 
Swedish Krona,              
Expiring:              
  4/1/2014 c     845,335  130,368  130,608  240  
  5/15/2014 d     33,059,176  5,066,773  5,104,135  37,362  
Swiss Franc,              
Expiring              
  4/1/2014 b     1,214,526  1,368,234  1,373,821  5,587  

 

The Fund 31



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

      Foreign      Unrealized  
Forward Foreign Currency  Currency      Appreciation  
Exchange Contracts     Amounts  Proceeds ($)  Value ($)  (Depreciation) ($)  
Sales:              
Australian Dollar,              
Expiring              
5/15/2014 d     12,192,119  11,037,944  11,271,895  (233,951 ) 
British Pound,              
Expiring              
4/2/2014 b     100,028  166,324  166,760  (436 ) 
Euro,              
Expiring              
6/13/2014 d     3,840,986  5,319,827  5,290,945  28,882  
Japanese Yen,              
Expiring:              
5/15/2014 a   1,123,166,000  11,160,903  10,884,467  276,436  
5/15/2014 d   510,636,000  5,066,773  4,948,512  118,261  
6/13/2014 c   541,319,000  5,274,178  5,246,650  27,528  
Swedish Krona,              
Expiring              
5/15/2014 b     31,994,336  5,018,289  4,939,730  78,559  
Gross Unrealized              
Appreciation           1,012,750  
Gross Unrealized              
Depreciation           (550,483 ) 

 

Counterparties: 
a  UBS 
b  Royal Bank of Scotland 
c  Barclays Bank 
d  JP Morgan Chase Bank 
e  Deutsche Bank 

 

In December 2011, with clarification in January 2013, FASB issued guidance that expands disclosure requirements with respect to the offsetting of certain assets and liabilities.The fund adopted these disclosure provisions during the current reporting period.These disclosures are required for certain investments, including derivative financial instruments subject to master netting arrangements (“MNA”) or similar agreements which are eligible for offsetting in the Statement of Assets and Liabilities and require the fund to disclose both gross and net information with respect to such investments. For financial reporting purposes, the fund does not offset derivative assets and derivative liabilities that are subject to MNA in the Statement of Assets and Liabilities.

32



At March 31, 2014, derivative assets and liabilities (by type) on a gross basis are as follows:

Derivative Financial Instruments:  Assets ($)  Liabilities ($)  
Forward contracts  1,012,750  (550,483 ) 
Total gross amount of derivative       
assets and liabilities in the       
Statement of Assets and Liabilities  1,012,750  (550,483 ) 
Derivatives not subject to       
MNA or similar agreements     
Total gross amount of assets and       
liabilities subject to MNA or       
similar agreements  1,012,750  (550,483 ) 

 

The following tables present derivative assets and liabilities net of amounts available for offsetting under MNA and net of related collateral received or pledged, if any, as of March 31, 2014:

      Financial          
      Instruments          
and
      Derivatives   Securities  Cash     
  Gross Amount of   Available   Collateral  Collateral  Net Amount  
Counterparties  Assets ($)1   for Offset ($)   Received ($)2  Received ($)2  of Assets ($)  
Barclays Bank  44,880         44,880  
JP Morgan                 
Chase Bank  184,965   (184,965 )       
Royal Bank of                 
Scotland  84,168   (71,370 )      12,798  
UBS  698,737         698,737  
Total  1,012,750   (256,335 )      756,415  
 
 
      Financial          
      Instruments          
and
      Derivatives   Securities  Cash     
  Gross Amount of   Available   Collateral  Collateral  Net Amount of  
Counterparties  Liabilities ($)1   for Offset ($)   Pledged ($)2  Pledged ($)2  Liabilities ($)  
Deutsche Bank  (81 )        (81 ) 
JP Morgan                 
Chase Bank  (479,032 )  184,965       (294,067 ) 
Royal Bank of                 
Scotland  (71,370 )  71,370        
Total  (550,483 )  256,335       (294,148 ) 

 

1  Absent a default event or early termination, over-the-counter derivative assets and liabilities are 
  presented at gross amounts and are not offset in the Statement of Assets and Liabilities. 
2  In some instances, the actual collateral received and/or pledged may be more than the amount 
  shown due to overcollateralization. 

 

The Fund 33



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

  Average Market Value ($) 
Forward contracts  43,894,602 

 

At March 31, 2014, accumulated net unrealized appreciation on investments was $108,175,303, consisting of $124,977,920 gross unrealized appreciation and $16,802,617 gross unrealized depreciation.

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

34



INFORMATION ABOUT THE RENEWAL OF THE FUND’S 
INVESTMENT ADVISORY, ADMINISTRATION AND 
SUB-INVESTMENT ADVISORY AGREEMENTS (Unaudited) 

 

At a meeting of the fund’s Board of Trustees held on February 19-20, 2014, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which Dreyfus provides the fund with investment advisory services and administrative services (together, the “Agreement”), and the Sub-Investment Advisory Agreement (together, the “Agreements”), pursuant to which Newton Capital Management Limited (the “Sub-Adviser”) provides day-to-day management of the fund’s investments.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 the Sub-Adviser. 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 considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. 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 (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board 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,

The Fund 35



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY 
AGREEMENTS (Unaudited) (continued) 

 

including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures, as well as Dreyfus’ supervisory activities over the Sub-Adviser.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 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 December 31, 2013, 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 the date of its analysis. 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 discussed the results of the comparisons and noted that the fund’s total return performance was below the Performance Group medians for the various periods, except the two-year period when the fund’s performance was above the Performance Group median and the fund’s total return performance was below the Performance Universe medians for the various periods, except the two- and three-year periods when the fund’s performance was above the Performance Universe medians.The Board discussed with represen-

36



tatives of Dreyfus and the Sub-Adviser the investment strategy employed in the management of the fund’s assets and how that strategy affected the fund’s relative performance. A representative of the Sub-Adviser reminded the Board members that high quality, low-beta stocks have been out of favor, which affected the fund’s one-year relative total return performance. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board 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.The Board noted that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee was below the Expense Group median and above the Expense Universe median and the fund’s total expenses were below the Expense Group and Expense Universe medians.

Dreyfus representatives noted that, in connection with the Administration Agreement and its related fees, Dreyfus has contractually agreed to waive any fees to the extent that such fees exceed Dreyfus’ costs in providing the services contemplated under the Administration Agreement.

Dreyfus representatives reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by Dreyfus that are in the same Lipper category as the fund and (2) paid to Dreyfus or the Sub-Adviser or its affiliates for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients.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 considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness and reasonableness of the fund’s management fee.

The Fund 37



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY 
AGREEMENTS (Unaudited) (continued) 

 

The Board considered the fee to the Sub-Adviser in relation to the fee paid to Dreyfus by the fund and the respective services provided by the Sub-Adviser and Dreyfus.The Board also noted the 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 aggregate profitability percentage to Dreyfus of managing the funds in the Dreyfus fund complex, 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 fee waiver in effect pursuant to the Administration Agreement. The Board also 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 considered on the advice of its counsel the profitability analysis (1) as part of its evaluation of whether the fees under the Agreements bear a reasonable relationship to the mix of services provided by Dreyfus and the Sub-Adviser, 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 the Sub-Adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-Adviser’s profitability to be relevant to its deliberations. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund 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

38



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 also considered potential benefits to Dreyfus and the Sub-Adviser from acting as investment adviser and sub-investment adviser, respectively, 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 and the Sub-Adviser are adequate and appropriate.

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

  • The Board concluded that the fees paid to Dreyfus and the Sub- Adviser 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.

In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates and the Sub-Adviser, of the fund and the services provided to the fund by Dreyfus and the Sub-Adviser.The Board also relied on information received on a routine and regular basis throughout the year relating to

The Fund 39



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY, ADMINISTRATION AND SUB-INVESTMENT ADVISORY 
AGREEMENTS (Unaudited) (continued) 

 

the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, 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 and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years.The Board determined that renewal of the Agreements was in the best interests of the fund and its shareholders.

40





For More Information


Telephone Call your financial representative or 1-800-DREYFUS

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

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

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



Dreyfus 
Tax Sensitive 
Total Return Bond Fund 

 

SEMIANNUAL REPORT March 31, 2014




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 President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

19     

Statement of Assets and Liabilities

20     

Statement of Operations

21     

Statement of Changes in Net Assets

23     

Financial Highlights

27     

Notes to Financial Statements

38     

Proxy Results

39     

Information About the Renewal of the Fund’s Investment Advisory and Fund Accounting and Administrative Services Agreements and the Approval of the Fund’s Sub-Advisory Agreement

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus 
Tax Sensitive 
Total Return Bond Fund 

 

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

This semiannual report for Dreyfus Tax Sensitive Total Return Bond Fund covers the six-month period from October 1, 2013, through March 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

Municipal bonds generally stabilized over the past six months in the wake of previously heightened volatility, enabling them to post positive total returns, on average, for the reporting period. Investors generally took the Federal Reserve Board’s gradual shift to a more moderately accommodative monetary policy in stride, investor demand rebounded while the supply of newly issued securities ebbed, and most states and municipalities saw improved credit conditions in the recovering U.S. economy.

We remain cautiously optimistic regarding the municipal bond market’s prospects over the months ahead.We expect the domestic economy to continue to strengthen over the next year, which could support higher tax revenues for most states and municipalities. We also anticipate rising demand for a limited supply of securities as more income-oriented investors seek the tax advantages of municipal bonds. However, municipal bonds could prove sensitive to rising long-term interest rates as the economic recovery gains additional traction.As always, we encourage you to discuss our observations with your financial advisor to assess their potential impact on your investments.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
April 15, 2014

2



DISCUSSION OF FUND PERFORMANCE

For the period of October 1, 2013, through March 31, 2014, as provided by Christine L. Todd,Thomas Casey, Daniel Rabasco and Jeffrey Burger, Portfolio Managers

Fund and Market Performance Overview

For the six-month period ended March 31, 2014, Dreyfus Tax Sensitive Total Return Bond Fund’s Class A shares produced a total return of 2.04%, Class C shares returned 1.62%, Class I shares returned 2.17%, and Class Y shares returned 2.20%.1 In comparison, the fund’s benchmark, the Barclays 3-, 5-, 7-, 10-Year Municipal Bond Index (the “Index”), provided a total return of 2.02% for the same period.2

Despite heightened volatility early in the reporting period, municipal bonds fared relatively well as investor demand rebounded and credit conditions improved. The fund’s Class A, Class I, and ClassY shares outperformed the benchmark, mainly due to an emphasis on revenue-backed bonds and intermediate-term securities.

Effective February 21, 2014 (the “Effective Date”), the fund changed its name, investment objective, investment strategy and certain fundamental investment policies, and Jeffrey Burger and Daniel Rabasco became portfolio managers.

The Fund’s Investment Approach

As of the Effective Date, the fund seeks high after-tax total return.To pursue its goal, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in bonds.The fund normally invests at least 65% of its net assets in municipal bonds that provide income exempt from federal personal income tax.The fund may invest up to 35% of its net assets in taxable bonds.The fund invests principally in bonds rated investment grade at the time of purchase or, if unrated, determined to be of comparable quality.3 The fund may invest up to 25% of its assets in bonds rated below investment grade.

We seek relative value opportunities among municipal bonds and to invest selectively in taxable securities with the potential to enhance after-tax total return and/or reduce volatility. We use a combination of fundamental credit analysis and macroeconomic and quantitative inputs to identify undervalued sectors and securities, and we select municipal bonds using fundamental credit analysis to estimate the relative value and attractiveness of various sectors and securities and to exploit pricing inefficiencies.

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

Municipal Bonds Rebounded from Earlier Weakness

After struggling with rising long-term interest rates in a recovering U.S. economy, municipal bonds stabilized over the fourth quarter of 2013, and the first three months of 2014 witnessed a market recovery. Uncertainty regarding changes in U.S. monetary policy was largely resolved in December when the Federal Reserve Board (the “Fed”) began to taper its quantitative easing program, helping buoy investor demand. Demand was particularly robust for higher yielding securities when investors sought to reinvest interest payments in municipal bonds with higher coupon rates. Demand from nontraditional investors, such as banks, also proved strong. Meanwhile, the supply of newly issued municipal bonds declined due to less refinancing activity in the rising interest rate environment.

The economic rebound resulted in better underlying credit conditions for most issuers, as improving tax revenues and reduced spending enabled many states to balance their budgets and replenish reserves. However, credit concerns lingered with regard to the fiscal problems of two major issuers:The City of Detroit filed for bankruptcy protection during the summer of 2013, and in September, municipal bonds issued by Puerto Rico lost value after media reports detailed the U.S. territory’s economic challenges.

Revenue Bonds Boosted Relative Performance

The fund’s relative performance during the reporting period was buoyed by an overweighted position in revenue-backed municipal bonds, particularly those backed by hospitals, airports, and the states’ settlement of litigation with U.S. tobacco companies. The fund also benefited from our interest rate strategies, including underweighted exposure to municipal bonds with maturities in the zero- to five-year range and overweighted positions in 10-year maturities. We maintained a slightly long average duration compared to the benchmark, which enabled the fund to participate more fully in gains among longer-dated securities.

After the Effective Date, we reallocated approximately 5% of the fund’s assets to taxable bonds, including shorter term commercial mortgage-backed securities, asset-backed bonds secured by automobile loan receivables, and bonds backed by student loans from Sallie Mae.

4



Although disappointments proved relatively mild during the reporting period, even light exposure to Puerto Rico bonds weighed on relative performance. Higher quality essential-services revenue bonds also lagged market averages.

Staying Focused on Income

We believe that recently improved market trends have been driven, in part, by investors returning their focus to market and issuer fundamentals now that the Fed is tapering its quantitative easing program, and we expect this positive trend to continue. However, we are cautious regarding municipal bonds in the wake of recent market gains. Moreover, we remain watchful for stronger-than-expected economic data, which could drive longer term interest rates higher and cause yield differences to widen along the market’s maturity spectrum. Therefore, we have continued to emphasize income-oriented municipal bonds, which we believe are likely to hold up relatively well in a rising interest rate environment. We are also looking for taxable bond opportunities that will enhance total return and minimize portfolio return volatility.

April 15, 2014

Bond funds are subject generally to interest rate, credit, liquidity, and market risks, to varying degrees, all of which are more fully described in the fund’s prospectus. Generally, all other factors being equal, bond prices are inversely related to interest-rate changes, and rate increases can cause price declines.

The use of derivatives involves risks different from, or possibly greater than, the risks associated with investing directly in the underlying assets. Derivatives can be highly volatile, illiquid, and difficult to value, and there is the risk that changes in the value of a derivative held by the fund will not correlate with the underlying instruments of the fund’s other investments.

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. 
Neither Class I nor ClassY shares are subject to any initial or deferred sales charge. Past performance is no guarantee 
of future results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be 
worth more or less than their original cost. Income may be subject to state and local taxes, and some income may be 
subject to the federal alternative minimum tax (AMT) for certain investors. Capital gains, if any, are taxable.The 
total return figures presented for ClassY shares of the fund reflect the performance since 7/1/13 (the inception date 
for ClassY shares). Return figures provided reflect the absorption of certain fund expenses by The Dreyfus 
Corporation, pursuant to an agreement in effect through February 21, 2015, at which time it may be extended, 
modified or terminated. Had these expenses not been absorbed, the fund’s returns would have been lower. 
2 Source: Lipper Inc. 
3 The fund may continue to own investment-grade bonds (at the time of purchase), which are subsequently downgraded 
to below investment grade. 

 

The Fund 5



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Tax Sensitive Total Return Bond Fund from October 1, 2013 to March 31, 2014. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 3.53  $ 7.29  $ 2.27  $ 2.27 
Ending value (after expenses)  $ 982.10  $ 978.30  $ 983.30  $ 1,005.00 

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds.All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 3.53  $ 7.29  $ 2.27  $ 2.27 
Ending value (after expenses)  $ 1,021.44  $ 1,017.70  $ 1,022.69  $ 1,022.69 

 

† Expenses are equal to the fund’s annualized expense ratio of .70% for Class A, 1.45% for Class C, .45% for 
Class I and .45% for Class Y multiplied by the average account value over the period, multiplied by 182/365 (to 
reflect the one-half year period). 

 

6



STATEMENT OF INVESTMENTS

March 31, 2014 (Unaudited)

  Coupon  Maturity  Principal   
Corporate Bonds—1.9%  Rate (%)  Date  Amount ($)  Value ($) 
Consumer Finance;         
SLM,         
Sr. Unscd. Notes         
(cost $2,882,716)  4.88  6/17/19  2,800,000  2,855,692 
 
Long-Term Municipal         
Investments—92.1%         
Alabama—.8%         
Birmingham Water Works Board,         
Water Revenue (Insured;         
Assured Guaranty Municipal Corp.)  5.00  1/1/17  1,000,000  1,110,380 
Arizona—.3%         
Pima County Industrial Development         
Authority, Education Revenue         
(American Charter Schools         
Foundation Project)  5.13  7/1/15  375,000  376,841 
California—14.0%         
California,         
Economic Recovery Bonds  5.00  7/1/18  1,500,000  1,748,010 
California,         
GO (Insured; AMBAC)  6.00  4/1/16  1,000,000  1,111,870 
California,         
GO (Insured; AMBAC)  6.00  2/1/17  1,000,000  1,149,320 
California,         
GO (Various Purpose)  5.00  9/1/22  1,000,000  1,186,300 
California,         
GO (Various Purpose)  5.00  10/1/24  1,000,000  1,130,190 
California Health Facilities         
Financing Authority, Revenue         
(Sutter Health)  5.00  8/15/18  1,030,000  1,199,353 
California Housing Finance Agency,         
Home Mortgage Revenue         
(Insured; Assured Guaranty         
Municipal Corp.)  5.13  8/1/18  1,250,000  1,280,087 
California State Public Works         
Board, LR (Judicial Council of         
California) (Various Judicial         
Council Projects)  5.00  12/1/17  1,015,000  1,163,555 
California State University         
Trustees, Systemwide Revenue  5.00  11/1/22  1,000,000  1,180,250 

 

The Fund 7



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Long-Term Municipal  Coupon  Maturity  Principal   
Investments (continued)  Rate (%)  Date  Amount ($)  Value ($) 
California (continued)         
Golden State Tobacco         
Securitization Corporation,         
Enhanced Tobacco Settlement         
Asset-Backed Bonds         
(Insured; AMBAC)  4.60  6/1/23  750,000  776,835 
Los Angeles Department of Water         
and Power, Power System Revenue  5.00  7/1/20  1,000,000  1,196,200 
Los Angeles Department of Water         
and Power, Power System Revenue  5.00  7/1/23  1,000,000  1,214,060 
Sacramento County,         
Airport System Senior Revenue  5.00  7/1/22  1,275,000  1,436,415 
Southern California Public Power         
Authority, Revenue (Canyon         
Power Project)  5.00  7/1/22  2,000,000  2,280,540 
Southern California Public Power         
Authority, Revenue (Windy         
Point/Windy Flats Project)  5.00  7/1/23  1,000,000  1,153,810 
Stockton Unified School District,         
GO (Insured; Assured Guaranty         
Municipal Corp.)  4.00  7/1/16  500,000  534,035 
Tuolumne Wind Project Authority,         
Revenue (Tuolumne         
Company Project)  5.00  1/1/18  1,000,000  1,138,320 
Colorado—.6%         
City and County of Denver,         
Airport System         
Subordinate Revenue  5.00  11/15/22  720,000  827,129 
Connecticut—.8%         
Connecticut,         
GO  5.00  10/15/21  1,000,000  1,183,610 
District of Columbia—.8%         
Metropolitan Washington         
Airports Authority, Airport         
System Revenue  5.00  10/1/24  1,000,000  1,137,010 
Florida—9.2%         
Citizens Property Insurance         
Corporation, Personal Lines         
Account/Commercial Lines         
Account Senior Secured Revenue  5.00  6/1/20  1,500,000  1,709,580 

 

8



Long-Term Municipal  Coupon  Maturity  Principal   
Investments (continued)  Rate (%)  Date  Amount ($)  Value ($) 
Florida (continued)         
Florida Department of         
Transportation,         
Turnpike Revenue  5.00  7/1/25  1,000,000  1,169,730 
Lakeland,         
Energy System Revenue         
(Insured; Assured Guaranty         
Municipal Corp.)  5.00  10/1/17  1,000,000  1,135,930 
Miami-Dade County,         
Aviation Revenue (Miami         
International Airport)  5.25  10/1/23  1,000,000  1,130,400 
Miami-Dade County,         
Seaport Revenue  5.00  10/1/22  2,000,000  2,283,640 
Miami-Dade County,         
Water and Sewer System Revenue         
(Insured; Assured Guaranty         
Municipal Corp.)  5.25  10/1/19  2,000,000  2,359,140 
Orlando Utilities Commission,         
Utility System Revenue  5.00  10/1/14  100,000  102,449 
Orlando-Orange County         
Expressway Authority,         
Revenue (Insured; Assured         
Guaranty Municipal Corp.)  5.00  7/1/18  1,000,000  1,153,160 
South Miami Health Facilities         
Authority, HR (Baptist Health         
South Florida Obligated Group)  5.00  8/15/18  750,000  842,040 
Tampa,         
Capital Improvement Cigarette         
Tax Allocation Revenue (H. Lee         
Moffitt Cancer Center Project)  5.00  9/1/23  500,000  568,100 
Tampa,         
Health System Revenue (BayCare         
Health System Issue)  5.00  11/15/18  1,000,000  1,151,380 
Georgia—7.8%         
Atlanta,         
Airport General Revenue  5.00  1/1/16  1,000,000  1,078,580 
Atlanta,         
Airport General Revenue  5.00  1/1/22  1,000,000  1,134,740 
Atlanta,         
Water and Wastewater Revenue  6.00  11/1/20  1,000,000  1,216,110 

 

The Fund 9



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Long-Term Municipal  Coupon  Maturity  Principal   
Investments (continued)  Rate (%)  Date  Amount ($)  Value ($) 
Georgia (continued)         
DeKalb County,         
Water and Sewerage Revenue  5.00  10/1/21  2,380,000  2,784,172 
Georgia State Road and Tollway         
Authority, Guaranteed Revenue  5.00  3/1/19  1,175,000  1,380,742 
Municipal Electric Authority of         
Georgia, GO (Project One         
Subordinated Bonds)  5.00  1/1/21  1,000,000  1,158,060 
Private Colleges and Universities         
Authority, Revenue         
(Emory University)  5.00  9/1/16  2,500,000  2,772,750 
Illinois—8.4%         
Chicago,         
Customer Facility Charge         
Senior Lien Revenue (Chicago         
O’Hare International Airport)  5.25  1/1/24  1,500,000  1,698,105 
Chicago,         
General Airport Third Lien         
Revenue (Chicago O’Hare         
International Airport)         
(Insured; Assured Guaranty         
Municipal Corp.)  5.00  1/1/20  1,000,000  1,097,380 
Chicago,         
GO (Insured; Assured Guaranty         
Municipal Corp.)  5.50  1/1/19  2,000,000  2,310,220 
Chicago,         
GO (Project and Refunding Series)  5.00  1/1/25  1,000,000  1,072,090 
Cook County Community High School         
District Number 219, GO School         
Bonds (Insured; FGIC)         
(Escrowed to Maturity)  7.88  12/1/14  100,000  105,153 
Cook County Community High School         
District Number 219, GO School         
Bonds (Insured; National         
Public Finance Guarantee Corp.)  7.88  12/1/14  650,000  681,954 
Illinois,         
GO  5.00  7/1/22  900,000  1,012,464 
Illinois,         
GO  5.00  8/1/22  500,000  562,600 
Illinois Finance Authority,         
Revenue (DePaul University)  5.00  10/1/16  1,000,000  1,062,800 

 

10



Long-Term Municipal  Coupon  Maturity  Principal   
Investments (continued)  Rate (%)  Date  Amount ($)  Value ($) 
Illinois (continued)         
Northern Illinois University Board         
of Trustees, Auxiliary         
Facilities System Revenue         
(Insured; Assured Guaranty         
Municipal Corp.)  5.00  4/1/17  1,500,000  1,646,280 
Railsplitter Tobacco Settlement         
Authority, Tobacco Settlement         
Revenue  5.00  6/1/17  1,000,000  1,114,400 
Indiana—2.2%         
Indianapolis Local Public         
Improvement Bond Bank, Revenue  5.00  6/1/17  1,625,000  1,809,210 
Knox County,         
EDR (Good Samaritan         
Hospital Project)  5.00  4/1/23  1,300,000  1,422,707 
Kansas—2.0%         
Kansas Department of         
Transportation, Highway Revenue  5.00  9/1/18  1,415,000  1,651,659 
Kansas Development Finance         
Authority, Revolving Funds         
Revenue (Kansas Department of         
Health and Environment)  5.00  3/1/21  1,150,000  1,345,155 
Kentucky—.8%         
Louisville and Jefferson County         
Metropolitan Sewer District,         
Sewer and Drainage         
System Revenue  5.00  5/15/23  1,000,000  1,168,780 
Louisiana—1.6%         
Louisiana,         
State Highway         
Improvement Revenue  5.00  6/15/25  1,000,000  1,179,360 
Tobacco Settlement Financing         
Corporation of Louisiana,         
Tobacco Settlement         
Asset-Backed Bonds  5.00  5/15/20  1,000,000  1,139,860 
Maryland—.7%         
Maryland Economic         
Development Corporation,         
EDR (Transportation         
Facilities Project)  5.13  6/1/20  1,000,000  1,072,750 

 

The Fund 11



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Long-Term Municipal  Coupon  Maturity  Principal   
Investments (continued)  Rate (%)  Date  Amount ($)  Value ($) 
Michigan—2.6%         
Detroit,         
Sewage Disposal System Senior         
Lien Revenue (Insured; Assured         
Guaranty Municipal Corp.)  5.25  7/1/19  1,000,000  1,018,030 
Michigan Finance Authority,         
Unemployment Obligation         
Assessment Revenue  5.00  7/1/21  1,500,000  1,708,335 
Wayne County Airport Authority,         
Airport Revenue (Detroit         
Metropolitan Wayne         
County Airport)  5.00  12/1/16  1,000,000  1,096,640 
New Jersey—4.0%         
New Jersey Economic Development         
Authority, Water Facilities         
Revenue (New Jersey—American         
Water Company, Inc. Project)  5.10  6/1/23  1,000,000  1,115,310 
New Jersey Educational Facilities         
Authority, Revenue (Rowan         
University Issue)  5.00  7/1/18  1,225,000  1,420,878 
New Jersey Health Care Facilities         
Financing Authority, Revenue         
(Virtua Health Issue)  5.00  7/1/25  1,000,000  1,130,020 
New Jersey Higher Education         
Student Assistance Authority,         
Senior Student Loan Revenue  5.00  12/1/18  1,000,000  1,108,490 
New Jersey Transportation         
Trust Fund Authority         
(Transportation System)  5.00  12/15/16  1,000,000  1,116,650 
New York—11.2%         
Metropolitan Transportation         
Authority, Dedicated Tax         
Fund Revenue  5.00  11/15/24  2,000,000  2,344,440 
New York City,         
GO  5.00  8/1/16  1,300,000  1,437,449 
New York City,         
GO  5.00  8/1/21  2,000,000  2,323,500 

 

12



Long-Term Municipal  Coupon  Maturity  Principal     
Investments (continued)  Rate (%)  Date  Amount ($)    Value ($) 
New York (continued)           
New York City,           
GO  5.00  3/1/25  1,000,000    1,160,230 
New York City Health and Hospitals           
Corporation, Health           
System Revenue  5.00  2/15/19  1,000,000    1,152,910 
New York City Transitional Finance           
Authority, Future Tax Secured           
Subordinate Revenue  5.00  11/1/18  1,000,000    1,165,930 
New York State Dormitory           
Authority, Revenue (New York           
State Department of Health)  5.00  7/1/17  1,000,000    1,127,750 
New York State Urban Development           
Corporation, State Personal           
Income Tax Revenue           
(General Purpose)  5.00  3/15/19  1,475,000    1,724,083 
Tobacco Settlement Financing           
Corporation of New York,           
Asset-Backed Revenue (State           
Contingency Contract Secured)  5.00  6/1/20  1,500,000    1,628,655 
Triborough Bridge and Tunnel           
Authority, General Revenue           
(MTA Bridges and Tunnels)  5.00  11/15/24  2,150,000    2,515,672 
North Carolina—.6%           
Wake County Industrial Facilities           
and Pollution Control           
Financing Authority, PCR           
(Carolina Power and Light           
Company Project)           
(Insured; AMBAC)  0.07  10/1/22  1,000,000  a  913,750 
Ohio—2.8%           
Ohio Air Quality Development           
Authority, Air Quality           
Development Revenue (The           
Cincinnati Gas and Electric           
Company Project)           
(Insured; AMBAC)  0.31  9/1/37  1,325,000  a  1,212,375 

 

The Fund 13



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Long-Term Municipal  Coupon  Maturity  Principal   
Investments (continued)  Rate (%)  Date  Amount ($)  Value ($) 
Ohio (continued)         
Ohio Higher Educational Facility         
Commission, Higher Educational         
Facility Revenue (Case Western         
Reserve University Project)  5.00  12/1/23  1,500,000  1,761,735 
University of Toledo,         
General Receipts Bonds  5.00  6/1/17  1,050,000  1,177,775 
Pennsylvania—2.9%         
Pennsylvania Economic         
Development Financing         
Authority, Unemployment         
Compensation Revenue  5.00  7/1/22  2,000,000  2,186,860 
Pennsylvania Intergovernmental         
Cooperation Authority, Special         
Tax Revenue (City of         
Philadelphia Funding Program)  5.00  6/15/17  1,000,000  1,131,390 
Philadelphia School District,         
GO  5.00  9/1/14  1,000,000  1,018,960 
Rhode Island—.6%         
Rhode Island Health and         
Educational Building         
Corporation, Higher Education         
Facilities Revenue (Brown         
University Issue)  5.00  9/1/21  700,000  836,339 
South Dakota—1.8%         
South Dakota Conservancy District,         
Revenue (State Revolving         
Fund Program)  5.00  8/1/17  2,370,000  2,694,050 
Tennessee—.8%         
Metropolitan Government of         
Nashville and Davidson County,         
GO  5.00  7/1/22  1,000,000  1,194,380 
Texas—9.8%         
Corpus Christi,         
Utility System Junior Lien         
Revenue (Insured; Assured         
Guaranty Municipal Corp.)  5.00  7/15/23  1,725,000  2,001,259 

 

14



Long-Term Municipal  Coupon  Maturity  Principal    
Investments (continued)  Rate (%)  Date  Amount ($)   Value ($) 
Texas (continued)           
Houston,           
Combined Utility System First           
Lien Revenue  5.00  11/15/18  1,355,000   1,581,678 
Houston Convention and           
Entertainment Facilities           
Department, Hotel Occupancy           
Tax and Special Revenue  5.00  9/1/20  1,000,000   1,125,730 
Love Field Airport Modernization           
Corporation, Special           
Facilities Revenue           
(Southwest Airlines           
Company—Love Field           
Modernization Program Project)  5.00  11/1/15  1,000,000   1,053,900 
Sam Rayburn Municipal Power           
Agency, Power Supply           
System Revenue  5.00  10/1/20  1,210,000   1,384,385 
Stafford Economic Development           
Corporation, Sales Tax Revenue           
(Insured; National Public           
Finance Guarantee Corp.)  6.00  9/1/15  525,000   550,909 
Tarrant Regional Water District,           
Water Transmission Facilities           
Contract Revenue (City of           
Dallas Project)  5.00  9/1/18  1,000,000   1,166,780 
Texas,           
GO (College Student Loan)  5.00  8/1/17  1,000,000   1,132,020 
Texas Municipal Power Agency,           
Revenue (Insured; National           
Public Finance Guarantee Corp.)           
(Escrowed to Maturity)  0.00  9/1/16  10,000 b  9,854 
Texas Transportation Commission,           
State Highway Fund           
First Tier Revenue  5.00  4/1/16  1,000,000   1,091,860 
Texas Transportation Commission,           
State Highway Fund           
First Tier Revenue  5.00  4/1/20  1,905,000   2,143,144 

 

The Fund 15



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Long-Term Municipal  Coupon  Maturity  Principal   
Investments (continued)  Rate (%)  Date  Amount ($)  Value ($) 
Texas (continued)         
West Travis County Public Utility         
Agency, Revenue  5.00  8/15/23  1,140,000  1,281,280 
Utah—.0%         
Utah Housing Finance Agency,         
SMFR (Collateralized; FHA)  5.40  7/1/20  5,000  5,009 
Virginia—1.6%         
Virginia Public School Authority,         
School Financing Bonds  5.00  8/1/24  2,000,000  2,346,160 
Washington—1.2%         
Energy Northwest,         
Electric Revenue (Columbia         
Generating Station)  5.00  7/1/19  1,500,000  1,765,305 
West Virginia—.9%         
West Virginia University Board of         
Governors, University         
Improvement Revenue (West         
Virginia University Projects)  5.00  10/1/17  1,135,000  1,290,960 
Wyoming—.4%         
Wyoming Community Development         
Authority, Housing Revenue  5.50  12/1/17  625,000  657,925 
U.S. Related—.9%         
Puerto Rico Sales Tax Financing         
Corporation, Sales Tax Revenue         
(First Subordinate Series)  5.50  8/1/22  1,500,000  1,384,515 
Total Long-Term Municipal Investments       
(cost $130,618,244)        136,193,009 

 

16



Short-Term Municipal  Coupon  Maturity  Principal      
Investment—1.3%  Rate (%)  Date  Amount ($)     Value ($) 
Michigan;             
University of Michigan Regents,             
General Revenue             
(cost $1,900,000)  0.04  4/1/14  1,900,000   c  1,900,000 
 
Total Investments (cost $135,400,960)    95.3 %    140,948,701 
Cash and Receivables (Net)      4.7 %    6,994,960 
Net Assets      100.0 %    147,943,661 

 

a Variable rate security—interest rate subject to periodic change. 
b Security issued with a zero coupon. Income is recognized through the accretion of discount. 
c Variable rate demand note—rate shown is the interest rate in effect at March 31, 2014. Maturity date represents the 
next demand date, or the ultimate maturity date if earlier. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Transportation Services  19.9  Housing  1.3 
Utility-Water and Sewer  14.1  Industrial  1.1 
Education  12.6  County  .8 
Utility-Electric  9.2  Lease  .8 
State/Territory  6.9  Pollution Control  .6 
Special Tax  6.5  Prerefunded  .6 
Health Care  5.1  Other  9.8 
City  4.1     
Consumer Finance  1.9    95.3 

 

  Based on net assets. 

 

The Fund 17



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Summary of Abbreviations     
 
ABAG  Association of Bay Area  ACA  American Capital Access 
  Governments     
AGC  ACE Guaranty Corporation  AGIC  Asset Guaranty Insurance Company 
AMBAC  American Municipal Bond  ARRN  Adjustable Rate 
  Assurance Corporation    Receipt Notes 
BAN  Bond Anticipation Notes  BPA  Bond Purchase Agreement 
CIFG  CDC Ixis Financial Guaranty  COP  Certificate of Participation 
CP  Commercial Paper  DRIVERS  Derivative Inverse 
      Tax-Exempt Receipts 
EDR  Economic Development  EIR  Environmental Improvement 
  Revenue    Revenue 
FGIC  Financial Guaranty  FHA  Federal Housing 
  Insurance Company    Administration 
FHLB  Federal Home  FHLMC  Federal Home Loan Mortgage 
  Loan Bank    Corporation 
FNMA  Federal National  GAN  Grant Anticipation Notes 
  Mortgage Association     
GIC  Guaranteed Investment  GNMA  Government National Mortgage 
  Contract    Association 
GO  General Obligation  HR  Hospital Revenue 
IDB  Industrial Development Board  IDC  Industrial Development Corporation 
IDR  Industrial Development  LIFERS  Long Inverse Floating 
  Revenue    Exempt Receipts 
LOC  Letter of Credit  LOR  Limited Obligation Revenue 
LR  Lease Revenue  MERLOTS  Municipal Exempt Receipts 
      Liquidity Option Tender 
MFHR  Multi-Family Housing Revenue  MFMR  Multi-Family Mortgage Revenue 
PCR  Pollution Control Revenue  PILOT  Payment in Lieu of Taxes 
P-FLOATS  Puttable Floating Option  PUTTERS  Puttable Tax-Exempt Receipts 
  Tax-Exempt Receipts     
RAC  Revenue Anticipation Certificates  RAN  Revenue Anticipation Notes 
RAW  Revenue Anticipation Warrants  RIB  Residual Interest Bonds 
ROCS  Reset Options Certificates  RRR  Resources Recovery Revenue 
SAAN  State Aid Anticipation Notes  SBPA  Standby Bond Purchase Agreement 
SFHR  Single Family Housing Revenue  SFMR  Single Family Mortgage Revenue 
SONYMA  State of New York  SPEARS  Short Puttable Exempt 
  Mortgage Agency    Adjustable Receipts 
SWDR  Solid Waste Disposal Revenue  TAN  Tax Anticipation Notes 
TAW  Tax Anticipation Warrants  TRAN  Tax and Revenue Anticipation Notes 
XLCA  XL Capital Assurance     
 
See notes to financial statements.     

 

18



STATEMENT OF ASSETS AND LIABILITIES

March 31, 2014 (Unaudited)

  Cost  Value 
Assets ($):     
Investments in securities—See Statement of Investments  135,400,960  140,948,701 
Cash    5,734,019 
Interest receivable    1,717,540 
Receivable for shares of Beneficial Interest subscribed    26,499 
Prepaid expenses    45,928 
    148,472,687 
Liabilities ($):     
Due to The Dreyfus Corporation and affiliates—Note 3(c)    55,788 
Payable for shares of Beneficial Interest redeemed    427,189 
Accrued expenses    46,049 
    529,026 
Net Assets ($)    147,943,661 
Composition of Net Assets ($):     
Paid-in capital    142,353,357 
Accumulated undistributed investment income—net    3,369 
Accumulated net realized gain (loss) on investments    39,194 
Accumulated net unrealized appreciation     
(depreciation) on investments    5,547,741 
Net Assets ($)    147,943,661 

 

Net Asset Value Per Share         
  Class A  Class C  Class I  Class Y 
Net Assets ($)  5,977,290  1,502,671  140,462,692  1,008 
Shares Outstanding  262,443  65,960  6,164,566  44.25 
Net Asset Value Per Share ($)  22.78  22.78  22.79  22.78 
See notes to financial statements.         

 

The Fund 19



STATEMENT OF OPERATIONS

Six Months Ended March 31, 2014 (Unaudited)

Investment Income ($):     
Interest Income  2,023,490  
Expenses:     
Investment advisory fee—Note 3(a)  289,586  
Professional fees  51,914  
Administration fee—Note 3(a)  43,438  
Shareholder servicing costs—Note 3(c)  43,252  
Registration fees  31,708  
Prospectus and shareholders’ reports  7,756  
Distribution fees—Note 3(b)  6,255  
Custodian fees—Note 3(c)  5,176  
Trustees’ fees and expenses—Note 3(d)  5,030  
Loan commitment fees—Note 2  997  
Miscellaneous  20,344  
Total Expenses  505,456  
Less—reduction in expenses due to undertaking—Note 3(a)  (162,451 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (12 ) 
Net Expenses  342,993  
Investment Income—Net  1,680,497  
Realized and Unrealized Gain (Loss) on Investments—Note 4($):     
Net realized gain (loss) on investments  69,959  
Net unrealized appreciation (depreciation) on investments  1,181,474  
Net Realized and Unrealized Gain (Loss) on Investments  1,251,433  
Net Increase in Net Assets Resulting from Operations  2,931,930  
 
See notes to financial statements.     

 

20



STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013a  
Operations ($):         
Investment income—net  1,680,497   3,299,250  
Net realized gain (loss) on investments  69,959   (43,405 ) 
Net unrealized appreciation         
(depreciation) on investments  1,181,474   (4,388,106 ) 
Net Increase (Decrease) in Net Assets         
Resulting from Operations  2,931,930   (1,132,261 ) 
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (66,574 )  (145,558 ) 
Class C  (11,356 )  (28,239 ) 
Class I  (1,599,186 )  (3,139,673 ) 
Class Y  (12 )  (6 ) 
Net realized gain on investments:         
Class A    (34,521 ) 
Class C    (11,026 ) 
Class I    (667,647 ) 
Total Dividends  (1,677,128 )  (4,026,670 ) 
Beneficial Interest Transactions ($):         
Net proceeds from shares sold:         
Class A  923,482   3,511,221  
Class C  36,232   717,609  
Class I  59,425,543   36,460,867  
Class Y    1,000  
Dividends reinvested:         
Class A  63,786   170,617  
Class C  11,217   38,746  
Class I  1,347,770   3,459,905  
Cost of shares redeemed:         
Class A  (1,972,915 )  (3,175,829 ) 
Class C  (390,517 )  (901,716 ) 
Class I  (45,019,160 )  (39,761,232 ) 
Increase (Decrease) in Net Assets from         
Beneficial Interest Transactions  14,425,438   521,188  
Total Increase (Decrease) in Net Assets  15,680,240   (4,637,743 ) 
Net Assets ($):         
Beginning of Period  132,263,421   136,901,164  
End of Period  147,943,661   132,263,421  
Undistributed investment income—net  3,369    

 

The Fund 21



STATEMENT OF CHANGES IN NET ASSETS (continued)

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013a  
Capital Share Transactions:         
Class Ab         
Shares sold  40,736   152,431  
Shares issued for dividends reinvested  2,807   7,391  
Shares redeemed  (87,270 )  (136,871 ) 
Net Increase (Decrease) in Shares Outstanding  (43,727 )  22,951  
Class Cb         
Shares sold  1,600   31,424  
Shares issued for dividends reinvested  494   1,674  
Shares redeemed  (17,248 )  (39,187 ) 
Net Increase (Decrease) in Shares Outstanding  (15,154 )  (6,089 ) 
Class I         
Shares sold  2,622,881   1,581,246  
Shares issued for dividends reinvested  59,301   149,780  
Shares redeemed  (1,990,222 )  (1,725,344 ) 
Net Increase (Decrease) in Shares Outstanding  691,960   5,682  
Class Y         
Shares sold    44.25  

 

a Effective July 1, 2013, the fund commenced offering ClassY shares. 
b During the period ended September 30, 2013, 2,712 Class C shares representing $63,079 were exchanged for 
2,714 Class A shares. 

 

See notes to financial statements.

22



FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated.All information (except portfolio turnover rate) reflects financial results for a single fund share.Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions.These figures have been derived from the fund’s financial statements.

Six Months Ended                      
March 31, 2014       Year Ended September 30,      
Class A Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  22.56   23.44   23.05   22.95   22.45   21.07  
Investment Operations:                         
Investment income—netb  .24   .51   .53   .61   .61   .32  
Net realized and unrealized                         
gain (loss) on investments  .22   (.76 )  .64   .14   .54   1.42  
Total from Investment Operations  .46   (.25 )  1.17   .75   1.15   1.74  
Distributions:                         
Dividends from                         
investment income—net  (.24 )  (.51 )  (.52 )  (.62 )  (.65 )  (.36 ) 
Dividends from net realized                         
gain on investments    (.12 )  (.26 )  (.03 )     
Total Distributions  (.24 )  (.63 )  (.78 )  (.65 )  (.65 )  (.36 ) 
Net asset value, end of period  22.78   22.56   23.44   23.05   22.95   22.45  
Total Return (%)c  2.04 d  (1.10 )  5.19   3.38   5.24   8.30 d 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  .93 e  .89   .90   .98   .96   .96 e 
Ratio of net expenses                         
to average net assets  .70 e  .70   .80   .80   .80   .80 e 
Ratio of net investment income                         
to average net assets  2.12 e  2.20   2.25   2.72   2.80   3.31 e 
Portfolio Turnover Rate  6.86 d  35.03   21.97   27.67   32.07   22.49  
Net Assets, end of period                         
($ x 1,000)  5,977   6,908   6,639   4,760   1,665   55 c 

 

a  From March 31, 2009 (commencement of initial offering) to September 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.

The Fund 23



FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                      
March 31, 2014       Year Ended September 30,      
Class C Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  22.57   23.45   23.05   22.95   22.45   21.07  
Investment Operations:                         
Investment income-netb  .15   .33   .35   .45   .40   .27  
Net realized and unrealized                         
gain (loss) on investments  .21   (.75 )  .66   .13   .59   1.39  
Total from Investment Operations  .36   (.42 )  1.01   .58   .99   1.66  
Distributions:                         
Dividends from                         
investment income—net  (.15 )  (.34 )  (.35 )  (.45 )  (.49 )  (.28 ) 
Dividends from net realized                         
gain on investments    (.12 )  (.26 )  (.03 )     
Total Distributions  (.15 )  (.46 )  (.61 )  (.48 )  (.49 )  (.28 ) 
Net asset value, end of period  22.78   22.57   23.45   23.05   22.95   22.45  
Total Return (%)c  1.62 d  (1.80 )  4.39   2.60   4.46   7.91 d 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  1.71 e  1.65   1.67   1.73   1.74   1.72 e 
Ratio of net expenses                         
to average net assets  1.45 e  1.45   1.55   1.55   1.55   1.55 e 
Ratio of net investment income                         
to average net assets  1.37 e  1.45   1.48   1.99   1.94   2.59 e 
Portfolio Turnover Rate  6.86 d  35.03   21.97   27.67   32.07   22.49  
Net Assets, end of period                         
($ x 1,000)  1,503   1,831   2,045   719   480   16  

 

a  From March 31, 2009 (commencement of initial offering) to September 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.

24



Six Months Ended                      
March 31, 2014       Year Ended September 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  22.57   23.45   23.06   22.95   22.45   20.85  
Investment Operations:                         
Investment income—netb  .26   .57   .60   .70   .73   .79  
Net realized and unrealized                         
gain (loss) on investments  .23   (.76 )  .65   .14   .50   1.60  
Total from Investment Operations  .49   (.19 )  1.25   .84   1.23   2.39  
Distributions:                         
Dividends from                         
investment income—net  (.27 )  (.57 )  (.60 )  (.70 )  (.73 )  (.79 ) 
Dividends from net realized                         
gain on investments    (.12 )  (.26 )  (.03 )     
Total Distributions  (.27 )  (.69 )  (.86 )  (.73 )  (.73 )  (.79 ) 
Net asset value, end of period  22.79   22.57   23.45   23.06   22.95   22.45  
Total Return (%)  2.17 c  (.85 )  5.54   3.79   5.61   11.73  
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  .68 d  .61   .61   .63   .64   .67  
Ratio of net expenses                         
to average net assets  .45 d  .45   .45   .45   .45   .45  
Ratio of net investment income                         
to average net assets  2.34 d  2.45   2.61   3.10   3.26   3.74  
Portfolio Turnover Rate  6.86 c  35.03   21.97   27.67   32.07   22.49  
Net Assets, end of period                         
($ x 1,000)  140,463   123,524   128,217   128,398   109,470   106,900  

 

a The fund commenced offering three classes of shares on March 31, 2009.The existing shares were redesignated as 
   Class I shares. 
b Based on average shares outstanding at each month end. 
c Not annualized. 
d Annualized. 

 

See notes to financial statements.

The Fund 25



FINANCIAL HIGHLIGHTS (continued)

  Six Months Ended      
  March 31, 2014   Year Ended  
Class Y Shares  (Unaudited)   September 30, 2013a  
Per Share Data ($):         
Net asset value, beginning of period  22.57   22.60  
Investment Operations:         
Investment income—netb  .28   .14  
Net realized and unrealized gain (loss) on investments  .20   (.03 ) 
Total from Investment Operations  .48   .11  
Distributions:         
Dividends from investment income—net  (.27 )  (.14 ) 
Dividends from net realized gain on investments     
Total Distributions  (.27 )  (.14 ) 
Net asset value, end of period  22.78   22.57  
Total Return (%)c  2.20   .50  
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assetsd  .56   .58  
Ratio of net expenses to average net assetsd  .45   .45  
Ratio of net investment income to average net assetsd  2.43   2.57  
Portfolio Turnover Rate  6.86 c  35.03  
Net Assets, end of period ($ x 1,000)  1   1  

 

a  Effective July 1, 2013, the fund commenced offering ClassY shares. 
b  Based on average shares outstanding at each month end. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

26



NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

DreyfusTax SensitiveTotal Return Bond Fund (the “fund”) is a separate non-diversified series of Dreyfus Investment Funds (the “Trust”), 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 seven series, including the fund.The fund’s investment objective is to seek a high after-tax total return. Prior to February 21, 2014, the fund’s investment objective was to seek a high level of interest income exempt from federal income tax, while preserving shareholders’ capital. 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.

At a meeting held on October 30-31, 2013, the Trust’s Board of Trustees (the “Board”) approved, effective February 21, 2014 (the “Effective Date”), a proposal to change the name of the fund from “Dreyfus/Standish Intermediate Tax Exempt Bond Fund” to “Dreyfus Tax Sensitive Total Return Bond Fund”.

The Board also approved, subject to shareholder approval, various other changes.As of the Effective Date, the fund normally invests at least 80% of its net assets, plus any borrowings for investment purposes, in bonds (or other instruments with similar economic characteristics).The fund normally invests at least 65% of its net assets in municipal bonds that provide income exempt from federal personal income tax. The fund may invest up to 35% of its net assets in taxable bonds and may invest, without limitation, in municipal bonds, the income from which is subject to the federal alternative minimum tax.As of the Effective Date, the fund uses a “manager of managers” approach by selecting one or more experienced investment managers to serve as subadvisers to the fund and Standish Mellon Asset Management Company LLC (“Standish”), an affiliate of Dreyfus, is a sub-adviser to the fund. Shareholders approved these changes and additional changes to the fund. See “Proxy Results–Results of Shareholder Vote ” on page 38.

The Fund 27



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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 an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class A, Class C, Class I and ClassY. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear a Distribution and/or Shareholder Service Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold primarily to bank trust departments and other financial service providers (including The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, and its affiliates), 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 Plan fees. Class I shares are offered without a front-end sales charge or CDSC. Class I and ClassY shares are offered at net asset value generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

As of March 31, 2014, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding ClassY shares of the fund.

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

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S.

28



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.

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

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

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 Fund 29



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

Investments in securities are valued each business day by an independent pricing service (the “Service”) approved by the Board. Investments for which quoted bid prices are readily available and are representative of the bid side of the market in the judgment of the Service are valued at the mean between the quoted bid prices (as obtained by the Service from dealers in such securities) and asked prices (as calculated by the Service based upon its evaluation of the market for such securities). Other investments (which constitute a majority of the portfolio securities) are carried at fair value as determined by the Service, based on methods which include consideration of the following: yields or prices of municipal securities of comparable quality, coupon, maturity and type; indications as to values from dealers; and general market conditions. All of the preceding securities are categorized within Level 2 of the fair value hierarchy.

The Service’s procedures are reviewed by Dreyfus under the general supervision of the Board.

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, but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers.These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

30



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

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

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Corporate Bonds    2,855,692    2,855,692 
Municipal Bonds    138,093,009    138,093,009 

 

  See Statement of Investments for additional detailed categorizations. 

 

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

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Interest income, adjusted for accretion of discount and amortization of premium on investments, is earned from settlement date and recognized on the accrual basis. Securities purchased or sold on a when issued or delayed delivery basis may be settled a month or more after the trade date.

(c) Dividends to shareholders: It is the policy of the fund to declare dividends daily from investment income-net. Such dividends are paid monthly. Dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”).To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

The Fund 31



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(f) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, which can distribute tax-exempt dividends, by complying with the applicable provisions of the Code, and to make distributions of income and net realized capital gain sufficient to relieve it from substantially all federal income and excise taxes.

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

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

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

The fund has an unused capital loss carryover of $43,405 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to September 30, 2013.These post-enactment short-term capital losses can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2013 was as follows:: tax-exempt income $3,313,701, ordinary income $208,429 and long-term capital gains $504,540, respectively. The tax character of current year distributions will be determined at the end of the current fiscal year.

32



NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 9, 2013, the unsecured credit facility with Citibank, N.A. was $210 million. 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 March 31, 2014, the fund did not borrow under the Facilities.

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

(a) Pursuant to an investment advisory agreement with Dreyfus, the fund has agreed to pay an investment advisory fee at the annual rate of .40% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has agreed from October 1, 2013 through February 1, 2015, for Class A, Class C, Class I and ClassY shares to waive receipt of its fees and assume the expenses of the fund so that the direct expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .45% of the value of the fund’s average daily net assets. The reduction in expenses, pursuant to the undertaking, amounted to $162,451 during the year ended March 31, 2014.

Pursuant to a sub-investment advisory agreement between Dreyfus and Standish, Standish serves as the fund’s sub-adviser responsible for the day-to–day management of the fund’s portfolio. Dreyfus has obtained an exemptive order from the SEC, upon which the fund may rely, to

The Fund 33



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

use a manager of managers approach that permits Dreyfus, subject to certain conditions and approval by the Board, to enter into and materially amend sub-investment advisory agreements with one or more subadvisers who are either unaffiliated with Dreyfus or are wholly-owned subsidiaries (as defined in the Act) of Dreyfus’ ultimate parent company, BNY Mellon, without obtaining shareholder approval. The order also relieves the fund from disclosing the sub-investment advisory fee paid by Dreyfus to an unaffiliated subadviser in documents filed with the SEC and provided to shareholders. In addition, pursuant to the order, it is not necessary to disclose the sub-investment advisory fee payable by Dreyfus separately to a subadviser that is a wholly-owned subsidiary of BNY Mellon in documents filed with the SEC and provided to shareholders; such fees are to be aggregated with fees payable to Dreyfus. Dreyfus has ultimate responsibility (subject to oversight by the Board) to supervise any subadviser and recommend the hiring, termination, and replacement of any subadviser to the Board.

The fund has an Accounting and Administration Agreement (the “Administration Agreement”) with Dreyfus, whereby Dreyfus performs administrative and accounting services for the fund. The fund has agreed to compensate Dreyfus for providing accounting services, administration, compliance monitoring, regulatory and shareholder reporting, as well as for related facilities and equipment. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to Dreyfus for this service, Dreyfus has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both Dreyfus’ costs in providing these services and a reasonable allocation of the costs incurred by Dreyfus and

34



its affiliates related to the support and oversight of these services.The fund also reimburses Dreyfus for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $43,438 during the period ended March 31, 2014.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended March 31, 2014, Class C shares were charged $6,255 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at the annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2014, Class A and Class C shares were charged $7,872 and $2,085, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

The Fund 35



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2014, the fund was charged $4,231 for transfer agency services and $142 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $12.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2014, the fund was charged $5,176 pursuant to the custody agreement.

During the period ended March 31, 2014, the fund was charged $4,547 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees $48,344, administration fees $7,252, Distribution Plan fees $958, Shareholder Services Plan fees $1,601, custodian fees $4,994, Chief Compliance Officer fees $2,285 and transfer agency fees $1,656, which are offset against an expense reimbursement currently in effect in the amount of $11,302.

36



(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 March 31, 2014, amounted to $19,654,539 and $9,238,175, respectively.

At March 31, 2014, accumulated net unrealized appreciation on investments was $5,547,741, consisting of $5,789,802 gross unrealized appreciation and $242,061 gross unrealized depreciation.

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

The Fund 37



PROXY RESULTS (Unaudited)

Dreyfus Tax Sensitive Total Return Bond Fund held a special meeting of shareholders on February 13, 2014. The proposals considered at the meeting and the results are as follows:

        Shares   
      For  Against  Abstained 
1 .  To approve changing the fund’s       
    investment objective.  3,036,761  1,361,786  47,121 
2 .  To approve removing the fund’s       
    fundamental investment policy to       
    invest, under normal circumstances,       
    at least 80% of its net assets in       
    municipal bonds that provide income       
    exempt from federal income tax.  3,487,559  911,309  46,800 
3 .  To approve removing the fund’s       
    fundamental investment policy to       
    invest at least 65% of its net assets       
    in general obligation bonds and       
    revenue bonds.  3,488,131  911,308  46,229 
4 .  To approve revising the fund’s       
    fundamental investment restriction on       
    borrowings, issuing senior securities       
    and pledging assets.  3,502,252  888,211  55,205 
5 .  To approve revising the fund’s       
    fundamental investment restriction       
    on making loans.  3,499,598  901,197  44,873 
6 .  To approve revising the fund’s       
    fundamental investment restriction on       
    investing in derivatives.  4,193,911  204,989  46,768 
7 .  To approve removing the fund’s       
    fundamental investment restriction       
    regarding issuer diversification.  3,503,780  897,015  44,873 
8 .  To approve removing the fund’s       
    fundamental investment restriction       
    on margin.  3,497,452  901,987  46,229 
9 .  To approve revising the fund’s       
    fundamental investment restriction       
    on investing in real estate and       
    real estate related securities.  4,007,526  392,730  45,412 
10. To approve changing the fund’s       
    fundamental investment restriction       
    with respect to investing in       
    certain restricted or illiquid securities       
    to a non-fundamental policy.  3,498,158  901,282  46,228 
11. To approve a sub-investment advisory       
    Agreement for the fund between Dreyfus       
    and Standish Mellon Asset       
    Management Company LLC.  4,340,856  39,502  65,310 
12. To approve the implementation of a       
    “manager of managers” arrangement       
    whereby Dreyfus, the fund’s investment       
    adviser, under certain circumstances,       
    would be able to hire and replace affiliated       
    and unaffiliated sub-advisers for the fund       
    without obtaining shareholder approval.  4,200,234  196,445  48,989 

 

38



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S INVESTMENT ADVISORY AND FUND
ACCOUNTING AND ADMINISTRATIVE SERVICES
AGREEMENTS AND THE APPROVAL OF THE
FUND’S SUB-ADVISORY AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Trustees held on October 30-31, 2013 (the “October Board Meeting”), Dreyfus recommended the appointment of Standish Mellon Asset Management Company LLC (“Standish”) to serve as a sub-adviser for the fund.The recommendation of Standish was based on, among other information, Dreyfus’ review and due diligence report relating to Standish and its investment advisory services. The Board members also noted that investment personnel of Standish currently serve as dual employees of Dreyfus and Standish in managing (as Dreyfus employees) the fund and certain other funds in the Dreyfus Family of Funds for which they serve as Board members and that Standish currently serves as sub-adviser to another fund in the Dreyfus Family of Funds for which they serve as Board members.

At the October Board Meeting, the Board, all of whose members are “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) of the fund (“Independent Trustees”), considered and approved the Sub-Investment Advisory Agreement between Dreyfus and Standish (the “Standish Sub-Advisory Agreement”) for the fund. In determining whether to approve the Standish Sub-Advisory Agreement, the Board considered the due diligence materials prepared by Dreyfus and other information received in advance of the October Board Meeting, which was comprised of: (i) a copy of the Standish Sub-Advisory Agreement between Dreyfus and Standish; (ii) information regarding the process by which Dreyfus selected and recommended Standish for Board approval; (iii) information regarding the nature, extent and quality of the services Standish would provide to the fund; (iv) information regarding Standish’s investment process, reputation, investment management business, personnel and operations; (v) information regarding Standish’s brokerage and trading policies and practices; (vi) information regarding the level of sub-investment advisory fee to be charged by Standish; (vii) information regarding Standish’s compliance program; (viii) information regarding historical performance returns of

The Fund 39



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE
SERVICES AGREEMENTS AND THE APPROVAL OF THE FUND’S
SUB-ADVISORY AGREEMENT (Unaudited) (continued)

the fund, with such performance compared to relevant indices (there were no relevant historical returns for the new investment strategy approved by the Board for the fund (the “New Bond Fund Strategy”); and (ix) information regarding Standish’s financial condition. The Board also considered the substance of discussions with representatives of Dreyfus at the October Board Meeting. Additionally, the Board reviewed materials supplied by counsel that were prepared for use by the Board in fulfilling its duties under the 1940 Act.

Nature, Extent and Quality of Services to be Provided by Standish. In examining the nature, extent and quality of the services to be provided by Standish to the fund, the Board considered (i) Standish’s organization, history, reputation, qualification and background, as well as the qualifications of its personnel; (ii) its expertise in providing portfolio management services to other similar investment portfolios; (iii) its proposed New Bond Strategy for the fund; (iv) its long- and short-term performance relative to unmanaged indices; and (v) its compliance program.The Board specifically took into account Standish’s investment process and research resources and capabilities. The Board also discussed the acceptability of the terms of the Standish Sub-Advisory Agreement. The Board also considered the review process undertaken by Dreyfus, and Dreyfus’ favorable assessment of the nature and quality of the sub-investment advisory services expected to be provided to the fund by Standish.The Board concluded that the fund will benefit from the quality and experience of Standish’s investment professionals. Based on their consideration and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by Standish were adequate and appropriate in light of Standish’s experience in managing fixed-income assets, Standish’s portfolio management and research resources to be applied in managing the fund’s portfolio, and Dreyfus’ recommendation to engage Standish, and supported a decision to approve the Standish Sub-Advisory Agreement.

Investment Performance of Standish.The Board considered the investment performance of the fund, which is managed by dual employees of Dreyfus and Standish, as a factor in evaluating the Standish Sub-

40



Advisory Agreement during the October Board Meeting (there were no relevant historical returns for the New Bond Fund Strategy). The Board also discussed with representatives of Dreyfus the investment strategies to be employed by Standish in the management of the fund’s assets. The Board noted Standish’s reputation and experience with respect to fixed-income investing, each portfolio manager’s experience, and Dreyfus’ experience in selecting, evaluating, and overseeing investment managers. Based on these factors, the Board supported a decision to approve the Standish Sub-Advisory Agreement.

Costs of Services to be Provided. The Board considered the proposed fees payable under the Standish Sub-Advisory Agreement, noting that the proposed fee would be paid by Dreyfus, and not the fund, and, thus, would not impact the fee paid by the fund.The Board concluded that the proposed fees payable to Standish by Dreyfus in its capacity as sub-adviser were reasonable and appropriate.

Profitability and Economies of Scale to be Realized.The Board recognized that, because Standish’s fees would be paid by Dreyfus, and not the fund, an analysis of profitability and economies of scale was more appropriate in the context of the Board’s consideration of the Investment Advisory Agreement for the fund pursuant to which Dreyfus provides the fund with investment advisory services (the “Investment Advisory Agreement”). Accordingly, considerations of profitability and economies of scale with respect to Standish were not relevant to the Board’s determination to approve the Standish Sub-Advisory Agreement.

The Board also considered whether there were any ancillary benefits that may accrue to Standish and its affiliates as a result of Standish’s relationship with the fund. The Board recognized that, because Standish is a subsidiary of The Bank of NewYork Mellon Corporation (“BNY Mellon”), BNY Mellon will benefit from the sub-investment advisory fees paid by Dreyfus to Standish. The Board concluded that the benefits that were expected to accrue to Standish and its affiliates by virtue of its relationship with the fund were reasonable.

The Fund 41



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE
SERVICES AGREEMENTS AND THE APPROVAL OF THE FUND’S
SUB-ADVISORY AGREEMENT (Unaudited) (continued)

In considering the materials and information described above, the Independent Trustees received assistance from, and met separately with, their independent legal counsel, and were provided with a written description of their statutory responsibilities and the legal standards that are applicable to the approval of investment advisory and sub-investment advisory agreements.

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, all of whose members are Independent Trustees, with the assistance of independent legal counsel, concluded that the initial approval of the Standish Sub-Advisory Agreement was in the best interests of the fund and approved the Standish Sub-Advisory Agreement.

———————

At a meeting of the fund’s Board of Trustees held on February 19-20, 2014 (the “February 2014 Board Meeting”), the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which Dreyfus provides the fund with investment advisory services and administrative services (together, the “Agreement”). The Board members, all of whom are Independent Trustees, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, 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 considered information provided to them at the February 2014 Board Meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. 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

42



had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board 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 also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board 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 December 31, 2013, 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 the date of its analysis. 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. They also noted that performance generally should

The Fund 43



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE
SERVICES AGREEMENTS AND THE APPROVAL OF THE FUND’S
SUB-ADVISORY AGREEMENT (Unaudited) (continued)

be considered over longer periods of time, although it is possible that long-term performance can be adversely affected by even one period of significant underperformance so that a single investment decision or theme has the ability to affect disproportionately long-term performance. The Board discussed the results of the comparisons and noted that the fund’s total return performance was below the Performance Group Universe median for the various periods, except the one- and ten-year periods when the fund’s performance was above the Performance Group median (ranking highest in the Performance Group in the ten-year period), and the fund’s performance was above the Performance Universe median for each of the various periods.

The Board also noted that the fund’s yield performance was at or below the Performance Group medians for all ten one-year periods ended December 31st and above the Performance Universe medians for seven of the ten one-year periods ended December 31st. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s Lipper category average, and the Board noted that the fund’s performance was above the category average in eight of the ten one-year periods.

A Dreyfus representative reminded the Board members that a Special Meeting of Shareholders had been held on February 13, 2014, and shareholders of the fund had approved several proposals with respect to the fund which would became effective on or about February 21, 2014 (the “Effective Date”), including the approval of changes to the fund’s investment objective and investment strategy and the approval of the Standish Sub-Advisory Agreement. Dreyfus representatives further noted that the Standish Sub-Advisory Agreement was not being considered for renewal by the Board at the February 2014 Board Meeting and that the performance information provided for the fund was based on the fund’s investment objective and investment strategies and portfolio management team in place prior to the Effective Date and that, as of the Effective Date, the fund would undergo certain changes to its portfolio management team and be managed pursuant to different investment objective and strategies.

44



The Board noted that there were no relevant historical returns for the New Bond Fund Strategy that was to be used by the fund as of the Effective Date, which is different than the investment process used by the fund prior to the Effective Date.The Board discussed with representatives of Standish the investment strategies to be employed by Standish in the management of the fund’s assets.

The Board 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.The Board 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 median and below the Expense Universe median and the fund’s total expenses were below the Expense Group and Expense Universe medians.

Dreyfus representatives noted that Dreyfus has contractually agreed to waive receipt of its fees and/or assume the expenses of the fund, until February 1, 2015, so that annual direct fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings, acquired fund fees and extraordinary expenses) do not exceed .45% of the fund’s average daily net assets. Dreyfus representatives also noted that, in connection with the Administration Agreement and its related fees, Dreyfus has contractually agreed to waive any fees to the extent that such fees exceed Dreyfus’ costs in providing the services contemplated under the Administration Agreement.

Dreyfus representatives reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by Dreyfus that are in the same Lipper category as the fund and (2) paid to Dreyfus or the Dreyfus-affiliated primary employer of the fund’s primary portfolio manager(s) for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients.They dis-

The Fund 45



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE
SERVICES AGREEMENTS AND THE APPROVAL OF THE FUND’S
SUB-ADVISORY AGREEMENT (Unaudited) (continued)

cussed 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 considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness and reasonableness of the fund’s management fee.

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 aggregate profitability percentage to Dreyfus of managing the funds in the Dreyfus fund complex, 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 also 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 considered on the advice of its counsel the profitability analysis (1) as part of its evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, 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. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund 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

46



direction from, changes in the fund’s asset level.The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted that 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 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 services provided by Dreyfus are adequate and appropriate.

  • The Board noted the recent changes to the fund and agreed to closely monitor performance.

  • 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.

In evaluating the Agreement, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates, of the fund and the services provided to the fund by Dreyfus.The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreement, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance

The Fund 47



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE
SERVICES AGREEMENTS AND THE APPROVAL OF THE FUND’S
SUB-ADVISORY AGREEMENT (Unaudited) (continued)

indices; general market outlook as applicable to the fund; and compliance reports. In addition, 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 and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years.The Board determined that renewal of the Agreement was in the best interests of the fund and its shareholders.

48





For More Information


Telephone Call your Financial Representative or 1-800-DREYFUS

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

E-mail Send your request to info@dreyfus.com

Internet Information can be viewed online or downloaded at: http://www.dreyfus.com

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

Information regarding how the fund voted proxies relating to portfolio securities for the most recent 12-month period ended June 30 is available on the SEC’s website at http://www.sec.gov and without charge, upon request, by calling 1-800-DREYFUS.



Dreyfus/The Boston 
Company Small Cap 
Growth Fund 

 

SEMIANNUAL REPORT March 31, 2014




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

The views expressed in this report reflect those of the portfolio manager only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views.These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value 

 



 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

15     

Financial Highlights

17     

Notes to Financial Statements

26     

Information About the Renewal of the Fund’s Investment Advisory and Administration Agreements

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus/The Boston
Company Small Cap
Growth Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

This semiannual report for Dreyfus/The Boston Company Small Cap Growth Fund covers the six-month period from October 1, 2013, through March 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The past six months have produced outstanding returns for U.S. equities. Despite periodic bouts of heightened volatility, stocks generally gained substantial value in light of a sustained U.S. economic recovery, waning concerns regarding global economic conditions, low inflation, and rising corporate earnings. Indeed, several broad measures of stock market performance reached record highs over the course of the reporting period. Companies in economically sensitive businesses generally fared best in the constructive market environment, and small-cap stocks produced higher returns than their larger counterparts, on average.

Looking forward, we expect the U.S. economic recovery to continue to gain traction on its way to producing a 3% annualized growth rate over the next several years. We also anticipate a pickup in the global economy, led by developed nations amid ongoing monetary stimulus and reduced headwinds related to fiscal austerity and deleveraging. As always, we encourage you to discuss our observations with your financial advisor to assess their potential impact on your investments.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
April 15, 2014

2



DISCUSSION OF FUND PERFORMANCE

For the period of October 1, 2013, through March 31, 2014, as provided by Todd W. Wakefield, CFA, and Robert C. Zeuthen, CFA, Primary Portfolio Managers

Fund and Market Performance Overview

For the six-month period ended March 31, 2014, Dreyfus/The Boston Company Small Cap Growth Fund’s Class I shares produced a total return of 10.41%, and Class Y shares returned 10.42%.1 In comparison, the fund’s benchmark, the Russell 2000 Growth Index (the “Index”), produced a total return of 8.70% for the same period.2

Improved economic conditions helped support U.S. stock market gains over the reporting period.The fund produced higher returns than its benchmark, mainly due to the success of our security selection strategy in the health care, materials, financials, and industrials sectors.

The Fund’s Investment Approach

The fund seeks long-term growth of capital. To pursue its goal, the fund normally invests at least 80% of its net assets in equity securities of small-cap U.S. companies with total market capitalizations equal to or less than that of the largest company in the Index. When choosing stocks, we seek to identify high-quality, small-cap companies that are experiencing or are expected to experience rapid current or expected earnings or revenue growth.We employ fundamental research to identify companies with attractive characteristics, such as strong business and competitive positions, solid cash flows and balance sheets, high-quality management and high sustainable growth. We also may invest in companies that our research indicates will experience accelerating revenues and expanding operating margins.

Recovering Economy Fueled Market’s Gains

Stocks climbed over the reporting period during a sustained economic recovery fueled by falling unemployment, rebounding housing markets, and low short-term interest rates. After several months of economic uncertainty and market weakness over the summer of 2013, investors were relieved and stocks rallied in the fall when the Federal Reserve Board (the “Fed”) refrained from tapering its quantitative easing

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

program. Stocks continued to advance over the final months of the year amid new releases of encouraging economic data. In December, investors took the Fed’s first reduction of its bond purchasing program in stride.The market gave back some of its gains in January 2014 amid concerns regarding economic slowdowns in the emerging markets, but stocks rebounded in February and maintained their value in March when those worries proved to be overblown.

In this environment, companies that tend to be more sensitive to economic conditions fared better than their more traditionally defensive counterparts. From a market capitalization perspective, small-cap stocks lagged large-cap stocks, on average, and growth stocks generally trailed their more value-oriented counterparts.

Stock Selections Bolstered Fund Results

The fund participated more than fully in the market’s gains over the reporting period, and its relative performance was particularly buoyed by strong stock selections in the health care sector. Spine disorders specialist LDR Holding reported better-than-expected revenues and earnings through its focus on a fast-growing market niche. Medical devices maker Globus Medical, which also specializes in spine disorders, advanced after posting robust quarterly sales. Diabetes management solutions provider Insulet benefited from rising sales of new products and greater adoption of its products among patients. Salix Pharmaceuticals exceeded expectations on the strength of robust sales of a gastrointestinal drug. Investors responded positively when Pacira Pharmaceuticals preannounced strong sales of its EXPAREL liposome injection anesthetic followed by positive data supporting EXPAREL’s expanded use. Medical billing and technology services provider athenahealth benefited from impressive physician additions to its platform, a modest revenue beat, and solid fourth quarter gross margins.

Results in the materials sector were driven by gains in the metals-and-mining industry, where Netherlands-based aluminum specialty products manufacturer Constellium benefited from greater use of aluminum by carmakers and aircraft producers. Minerals and technology products developer AMCOL International was acquired at a premium to its stock price at the time. Chemicals maker Flowtek Industries rose as the company reported earnings ahead of expectations driven by strong results in their chemical business. In the financials sector, winners included PrivateBancorp, which reported higher profit margins stemming from solidly positive business trends. In the industrials

4



sector, Spirit Airlines was rewarded for its strong operations, and building products maker Trex benefited from a recovering U.S. housing market.

Disappointments during the reporting period were concentrated primarily in the information technology and energy sectors. Most notably, software developer Infoblox lost value after reporting delays in the signing of key customer contracts, and seismic services provider Geospace Technologies was hurt by lower revenues and margins impacted by pricing pressures.

Finding Growth Opportunities Across Market Sectors

Although valuations have grown richer after recent market rallies, we have continued to identify ample opportunities among small-cap growth stocks. Better weather is expected to unlock pent up consumer demand, and improved business conditions could cause corporations to spend more freely on capital expenditures and mergers-and-acquisitions activity.As of the reporting period’s end, the fund was positioned to participate in a constructive market environment through overweighted exposure to the health care, information technology, and consumer discretionary sectors.We have identified fewer opportunities meeting our growth criteria in the materials, financials, and industrials sectors.

April 15, 2014

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

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

1 Total return includes reinvestment of dividends and any capital gains paid. 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.The fund’s returns reflect the absorption of certain expenses by The Dreyfus Corporation 
pursuant to an agreement in effect through February 1, 2015. Had these expenses not been absorbed, returns would 
have been lower. 
2 SOURCE: LIPPER INC. — Reflects the reinvestment of dividends and, where applicable, capital gain 
distributions.The Russell 2000 Growth Index is an unmanaged index, which measures the performance of those 
Russell 2000 companies with higher price-to-book ratios and higher forecasted growth values. Investors cannot invest 
directly in any index. 

 

The Fund 5



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus/The Boston Company Small Cap Growth Fund from October 1, 2013 to March 31, 2014. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended March 31, 2014

    Class I    Class Y 
Expenses paid per $1,000  $ 4.98  $ 4.93 
Ending value (after expenses)  $ 1,104.10  $ 1,104.20 

 

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 March 31, 2014

    Class I    Class Y 
Expenses paid per $1,000  $ 4.78  $ 4.73 
Ending value (after expenses)  $ 1,020.19  $ 1,020.24 

 

† Expenses are equal to the fund’s annualized expense ratio of .95% for Class I and .94% for ClassY, multiplied by 
the average account value over the period, multiplied by 182/365 (to reflect the one-half year period). 

 

6



STATEMENT OF INVESTMENTS

March 31, 2014 (Unaudited)

Common Stocks—98.8%  Shares   Value ($) 
Automobiles & Components—1.5%       
Drew Industries  7,270   394,034 
Tenneco  7,560 a  439,009 
      833,043 
Banks—3.6%       
Boston Private Financial Holdings  56,450   763,768 
PrivateBancorp  22,780   695,018 
Prosperity Bancshares  8,170   540,446 
      1,999,232 
Capital Goods—7.1%       
Apogee Enterprises  20,990   697,498 
CIRCOR International  9,850   722,300 
Crane  9,090   646,753 
Hexcel  9,450 a  411,453 
Primoris Services  13,270   397,835 
Sun Hydraulics  11,010   476,843 
Trex  8,760 a  640,882 
      3,993,564 
Commercial & Professional Services—3.9%       
Corporate Executive Board  6,771   502,611 
Interface  39,860   819,123 
MiX Telematics, ADR  21,965 b  236,783 
On Assignment  15,940 a  615,125 
      2,173,642 
Consumer Durables & Apparel—5.7%       
Arctic Cat  7,790   372,284 
Malibu Boats, Cl. A  20,220   449,288 
Oxford Industries  5,320   416,024 
Steven Madden  16,200 a  582,876 
Tumi Holdings  28,750 a  650,613 
Wolverine World Wide  25,780 b  736,019 
      3,207,104 
Consumer Services—3.3%       
Bally Technologies  10,340 a  685,232 
Cheesecake Factory  10,460   498,210 
Del Frisco’s Restaurant Group  12,100 a  337,590 

 

The Fund 7



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Consumer Services (continued)       
Papa John’s International  6,210   323,603 
      1,844,635 
Energy—5.0%       
Bill Barrett  20,500 a,b  524,800 
Dril-Quip  3,610 a  404,681 
Geospace Technologies  7,760 a  513,479 
Navigator Holdings  18,354 a  477,204 
PDC Energy  8,820 a  549,133 
Tesco  16,800 a  310,800 
      2,780,097 
Exchange-Traded Funds—1.8%       
iShares Russell 2000 Growth ETF  7,640 b  1,039,498 
Food & Staples Retailing—1.3%       
United Natural Foods  10,380 a  736,150 
Food, Beverage & Tobacco—2.0%       
TreeHouse Foods  7,350 a  529,127 
WhiteWave Foods, Cl. A  19,960 a  569,658 
      1,098,785 
Health Care Equipment & Services—11.2%       
Acadia Healthcare  6,970 a  314,486 
Align Technology  16,320 a  845,213 
athenahealth  3,910 a  626,538 
Catamaran  7,550 a  337,938 
Centene  8,580 a  534,105 
Endologix  21,600 a  277,992 
Globus Medical, Cl. A  22,240 a  591,362 
HealthStream  20,910 a  558,297 
HeartWare International  5,280 a  495,158 
Insulet  11,180 a  530,156 
LDR Holding  12,073   414,466 
Spectranetics  15,900 a  481,929 
Tandem Diabetes Care  12,030   265,743 
      6,273,383 
Household & Personal Products—1.2%       
Inter Parfums  18,880   683,645 

 

8



Common Stocks (continued)  Shares   Value ($) 
Materials—3.4%       
Constellium, Cl. A  32,360   949,766 
Flotek Industries  15,090 a  420,256 
Scotts Miracle-Gro, Cl. A  8,830   541,102 
      1,911,124 
Media—2.2%       
IMAX  30,960 a,b  846,137 
Lions Gate Entertainment  14,680   392,396 
      1,238,533 
Pharmaceuticals, Biotech &       
  Life Sciences—12.9%       
Alkermes  11,320 a  499,099 
Anacor Pharmaceuticals  38,920 a  778,789 
Auspex Pharmaceuticals  19,270   592,745 
Cepheid  8,850 a  456,483 
KYTHERA Biopharmaceuticals  19,080 a,b  758,621 
Nektar Therapeutics  62,630 a  759,076 
NPS Pharmaceuticals  19,139 a  572,830 
Pacira Pharmaceuticals  5,450 a  381,446 
PAREXEL International  7,620 a  412,166 
Salix Pharmaceuticals  6,610 a  684,862 
Vanda Pharmaceuticals  39,210 a,b  637,163 
WuXi PharmaTech, ADR  18,470 a  680,804 
      7,214,084 
Retailing—4.3%       
HomeAway  11,820 a  445,259 
Lumber Liquidators Holdings  4,470 a  419,286 
Restoration Hardware Holdings  8,720 a  641,705 
Tractor Supply  3,690   260,625 
Vitamin Shoppe  13,820 a  656,726 
      2,423,601 
Semiconductors & Semiconductor       
  Equipment—5.2%       
LTX-Credence  75,100 a  669,141 
Mellanox Technologies  17,980 a  703,557 
Photronics  49,100 a  418,823 

 

The Fund 9



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Semiconductors & Semiconductor       
  Equipment (continued)       
Power Integrations  6,780   445,988 
Silicon Laboratories  12,650 a  660,963 
      2,898,472 
Software & Services—16.6%       
Allot Communications  42,310 a,b  569,493 
Brightcove  46,260 a  454,736 
BroadSoft  21,700 a  580,041 
CommVault Systems  11,510 a  747,574 
comScore  13,980 a  458,404 
FleetMatics Group  15,830 a,b  529,514 
Gigamon  13,560   412,088 
Imperva  9,610 a  535,277 
LogMeIn  20,770 a  932,365 
MAXIMUS  19,260   864,004 
Proofpoint  17,330 a  642,596 
Q2 Holdings  877 b  13,620 
Sapient  32,330 a  551,550 
ServiceSource International  66,790 a  563,708 
Shutterstock  3,140 a,b  227,995 
SolarWinds  14,550 a  620,267 
SS&C Technologies Holdings  14,530 a  581,491 
      9,284,723 
Technology Hardware &       
  Equipment—5.6%       
Coherent  7,780 a  508,423 
Littelfuse  9,150   856,806 
Measurement Specialties  8,980 a  609,293 
RADWARE  26,930 a  476,122 
Sonus Networks  197,820 a  666,653 
      3,117,297 
Transportation—1.0%       
Spirit Airlines  9,600 a  570,240 
Total Common Stocks       
  (cost $41,252,568)      55,320,852 

 

10



Other Investment—2.4%  Shares   Value ($)  
Registered Investment Company;         
Dreyfus Institutional Preferred         
Plus Money Market Fund         
(cost $1,341,870)  1,341,870 c  1,341,870  
 
Investment of Cash Collateral         
for Securities Loaned—7.5%         
Registered Investment Company;         
Dreyfus Institutional Cash Advantage Fund         
(cost $4,176,442)  4,176,442 c  4,176,442  
 
Total Investments (cost $46,770,880)  108.7 %  60,839,164  
Liabilities, Less Cash and Receivables  (8.7 %)  (4,857,838 ) 
Net Assets  100.0 %  55,981,326  

 

ADR—American Depository Receipts
ETF—Exchange-Traded Funds

a Non-income producing security. 
b Security, or portion thereof, on loan.At March 31, 2014, the value of the fund’s securities on loan was $4,166,159 
and the value of the collateral held by the fund was $4,176,442. 
c Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Software & Services  16.6  Commercial & Professional Services  3.9 
Pharmaceuticals,    Banks  3.6 
  Biotech & Life Sciences  12.9  Materials  3.4 
Health Care Equipment & Services  11.2  Consumer Services  3.3 
Money Market Investments  9.9  Media  2.2 
Capital Goods  7.1  Food, Beverage & Tobacco  2.0 
Consumer Durables & Apparel  5.7  Exchange-Traded Funds  1.8 
Technology Hardware & Equipment  5.6  Automobiles & Components  1.5 
Semiconductors &    Food & Staples Retailing  1.3 
Semiconductor Equipment  5.2  Household & Personal Products  1.2 
Energy  5.0  Transportation  1.0 
Retailing  4.3    108.7 
 
† Based on net assets.       
See notes to financial statements.       

 

The Fund 11



STATEMENT OF ASSETS AND LIABILITIES 
March 31, 2014 (Unaudited) 

 

  Cost  Value  
Assets ($):       
Investments in securities—See Statement of Investments (including       
securities on loan, valued at $4,166,159)—Note 1(b):       
Unaffiliated issuers  41,252,568  55,320,852  
       Affiliated issuers  5,518,312  5,518,312  
Cash    1,809  
Receivable for investment securities sold    98,519  
Dividends and securities lending income receivable    9,908  
Prepaid expenses    21,456  
    60,970,856  
Liabilities ($):       
Due to The Dreyfus Corporation and affiliates—Note 3(b)    59,157  
Liability for securities on loan—Note 1(b)    4,176,442  
Payable for investment securities purchased    715,272  
Interest payable—Note 2    209  
Accrued expenses    38,450  
    4,989,530  
Net Assets ($)    55,981,326  
Composition of Net Assets ($):       
Paid-in capital    22,084,773  
Accumulated investment (loss)—net    (216,657 ) 
Accumulated net realized gain (loss) on investments    20,044,926  
Accumulated net unrealized appreciation       
  (depreciation) on investments    14,068,284  
Net Assets ($)    55,981,326  
 
 
Net Asset Value Per Share       
  Class I  Class Y  
Net Assets ($)  55,980,430  896.45  
Shares Outstanding  975,079  15.615  
Net Asset Value Per Share ($)  57.41  57.41  
 
See notes to financial statements.       

 

12



STATEMENT OF OPERATIONS     
Six Months Ended March 31, 2014 (Unaudited)     
 
 
 
 
Investment Income ($):     
Income:     
Cash dividends (net of $300 foreign taxes withheld at source):     
   Unaffiliated issuers  168,232  
Affiliated issuers  702  
Income from securities lending—Note 1(b)  11,795  
Total Income  180,729  
Expenses:     
Investment advisory fee—Note 3(a)  339,767  
Shareholder servicing costs—Note 3(b)  26,734  
Professional fees  26,633  
Administration fees—Note 3(a)  25,483  
Registration fees  19,071  
Custodian fees—Note 3(b)  18,568  
Prospectus and shareholders’ reports  8,103  
Trustees’ fees and expenses—Note 3(c)  3,083  
Loan commitment fees—Note 2  640  
Interest expense—Note 2  270  
Miscellaneous  9,500  
Total Expenses  477,852  
Less—reduction in expenses due to undertaking—Note 3(a)  (73,416 ) 
Less—reduction in fees due to earnings credits—Note 3(b)  (53 ) 
Net Expenses  404,383  
Investment (Loss)—Net  (223,654 ) 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  23,969,940  
Net unrealized appreciation (depreciation) on investments  (14,617,031 ) 
Net Realized and Unrealized Gain (Loss) on Investments  9,352,909  
Net Increase in Net Assets Resulting from Operations  9,129,255  
 
See notes to financial statements.     

 

The Fund 13



STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013a  
Operations ($):         
Investment (loss)—net  (223,654 )  (251,275 ) 
Net realized gain (loss) on investments  23,969,940   25,579,315  
Net unrealized appreciation         
(depreciation) on investments  (14,617,031 )  3,939,088  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  9,129,255   29,267,128  
Dividends to Shareholders from ($):         
Net realized gain on investments:         
Class I  (27,698,814 )  (12,618,690 ) 
Class Y  (309 )   
Total Dividends  (27,699,123 )  (12,618,690 ) 
Beneficial Interest Transactions ($):         
Net proceeds from shares sold:         
Class I  3,013,259   6,120,054  
Class Y    1,000  
Dividends reinvested:         
Class I  14,378,737   7,458,872  
Cost of shares redeemed:         
Class I  (43,885,275 )  (62,875,666 ) 
Increase (Decrease) in Net Assets from         
  Beneficial Interest Transactions  (26,493,279 )  (49,295,740 ) 
Total Increase (Decrease) in Net Assets  (45,063,147 )  (32,647,302 ) 
Net Assets ($):         
Beginning of Period  101,044,473   133,691,775  
End of Period  55,981,326   101,044,473  
Undistributed investment income (loss)—net  (216,657 )  6,997  
Capital Share Transactions (Shares):         
Class I         
Shares sold  46,471   100,619  
Shares issued for dividends reinvested  263,733   143,993  
Shares redeemed  (761,725 )  (1,025,281 ) 
Net Increase (Decrease) in Shares Outstanding  (451,521 )  (780,669 ) 
Class Y         
Shares sold    15.615  
 
a Effective July 1, 2013, the fund commenced offering ClassY shares.      
See notes to financial statements.         

 

14



FINANCIAL HIGHLIGHTS

The following tables describe the performance for each share class for the fiscal periods indicated.All information (except portfolio turnover rate) reflects financial results for a single fund share.Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions.These figures have been derived from the fund’s financial statements.

Six Months Ended                      
  March 31, 2014       Year Ended September 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  70.83   60.57   47.21   47.68   43.36   49.89  
Investment Operations:                         
Investment (loss)—netb  (.16 )  (.13 )  (.16 )  (.18 )  (.13 )  (.12 ) 
Net realized and unrealized                         
gain (loss) on investments  6.49   16.26   14.57   (.29 )  4.45   (6.41 ) 
Total from                         
Investment Operations  6.33   16.13   14.41   (.47 )  4.32   (6.53 ) 
Distributions:                         
Dividends from net realized                         
gain on investments  (19.75 )  (5.87 )  (1.05 )       
Net asset value, end of period  57.41   70.83   60.57   47.21   47.68   43.36  
Total Return (%)  10.41 c  30.20   30.86   (.99 )  9.96   (13.14 ) 
Ratios/Supplemental Data (%):                      
Ratio of total expenses                         
o average net assets  1.13 d  1.04   1.02   .97   .94   1.00  
Ratio of net expenses                         
to average net assets  .95 d  .98   .96   .96   .94   1.00  
Ratio of net investment (loss)                         
to average net assets  (.53 )d  (.22 )  (.29 )  (.33 )  (.29 )  (.34 ) 
Portfolio Turnover Rate  70.34 c  121.73   154.49   176.06   181.09   271  
Net Assets, end of period                         
($ x 1,000)  55,980   101,043   133,692   142,906   219,144   299,563  

 

a  Effective September 1, 2009, the fund’s shares were redesignated as Class I shares. 
b  Based on average shares outstanding at each month end. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

The Fund 15



FINANCIAL HIGHLIGHTS (continued)

  Six Months Ended      
  March 31, 2014   Year Ended  
Class Y Shares  (Unaudited)   September 30, 2013a  
Per Share Data ($):         
Net asset value, beginning of period  70.83   64.04  
Investment Operations:         
Investment (loss)—netb  (.17 )  (.10 ) 
Net realized and unrealized         
gain (loss) on investments  6.50   6.89  
Total from Investment Operations  6.33   6.79  
Distributions:         
Dividends from net realized         
gain on investments  (19.75 )   
Net asset value, end of period  57.41   70.83  
Total Return (%)c  10.42   10.59  
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assetsd  1.03   1.07  
Ratio of net expenses to average net assetsd  .94   .95  
Ratio of net investment (loss)         
to average net assetsd  (.53 )  (.57 ) 
Portfolio Turnover Rate  70.34 c  121.73  
Net Assets, end of period ($ x 1,000)  1   1  

 

a  From July 1, 2013 (commencement of initial offering) to September 30, 2013. 
b  Based on average shares outstanding at each month end. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

16



NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus/The Boston Company Small Cap Growth Fund (the “fund”) is a separate diversified series of Dreyfus Investment Funds (the “Trust”), 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 seven series, including the fund.The fund’s investment objective is to seek long-term growth of capital. 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.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class I and ClassY. Class I shares are sold primarily to bank trust departments and other financial service providers (includingThe Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, and its affiliates), 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 Plan fees. Class I shares are offered without a front-end sales charge or a contingent deferred sales charge. Class Y shares are offered at net asset value generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

As of March 31, 2014, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding ClassY shares of the fund.

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

The Fund 17



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

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).

18



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

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

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

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

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 Trust’s Board of Trustees (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data,

The Fund 19



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers.These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

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

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

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic         
Common Stocks  49,515,531      49,515,531 
Equity Securities—         
Foreign         
Common Stocks  4,765,823      4,765,823 
Exchange-Traded         
Funds  1,039,498      1,039,498 
Mutual Funds  5,518,312      5,518,312 
 
† See Statement of Investments for additional detailed categorizations.   

 

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

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

20



Pursuant to a securities lending agreement with The Bank of New York Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency securities.The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner,The Bank of NewYork Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended March 31, 2014,The Bank of New York Mellon earned $3,003 from lending portfolio securities, pursuant to the securities lending agreement.

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

Affiliated           
Investment  Value     Value  Net
  Company 9/30/2013 ($) Purchases ($)  Sales ($) 3/31/2014 ($) Assets (%)
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market Fund  2,948,535 22,951,559  24,558,224  1,341,870  2.4
Dreyfus           
Institutional           
Cash Advantage           
Fund  6,506,553 35,084,713  37,414,824  4,176,442  7.5
Total  9,455,088 58,036,272  61,973,048  5,518,312  9.9

 

The Fund 21



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”). To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.

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

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

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2013 was as follows: long-term capital gains $12,618,690. The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary

22



or emergency purposes, including the financing of redemptions. Prior to October 9, 2013, the unsecured credit facility with Citibank, N.A. was $210 million. 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.

The average amount of borrowings outstanding under the Facilities during the period ended March 31, 2014 was approximately $49,500 with a related weighted average annualized interest rate of 1.10%.

NOTE 3—Investment Advisory Fee, Administration Fee and Other Transactions with Affiliates:

(a) Pursuant to an investment advisory agreement with the Manager, the investment advisory fee is computed at the annual rate of .80% of the value of the fund’s average daily net assets and is payable monthly. The Manager has contractually agreed, from October 1, 2013 through February 1, 2015, to waive receipt of its fees and/or assume the expenses of the fund, so that the direct annual fund’s operating expenses (excluding taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed .95% of the value of the average daily net assets.The reduction in expenses, pursuant to the undertaking, amounted to $73,416 during the period ended March 31, 2014.

The fund has an Accounting and Administration Agreement (the “Administration Agreement”) with Dreyfus, whereby Dreyfus performs administrative and accounting services for the fund. The fund has agreed to compensate Dreyfus for providing accounting services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities and equipment. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

The Fund 23



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to Dreyfus for this service, Dreyfus has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both Dreyfus’ costs in providing these services and a reasonable allocation of the costs incurred by Dreyfus and its affiliates related to the support and oversight of these services.The fund also reimburses Dreyfus for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $25,483 during the period ended March 31, 2014.

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency and cash management services for the fund.The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2014, the fund was charged $39,661 for transfer agency services and $645 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $53.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2014, the fund was charged $18,568 pursuant to the custody agreement.

24



During the period ended March 31, 2014, the fund was charged $4,547 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees $39,014, custodian fees $12,216, Chief Compliance Officer fees $2,285, administration fees $2,926 and transfer agency fees $3,818, which are offset against an expense reimbursement currently in effect in the amount of $1,102.

(c) 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 March 31, 2014, amounted to $60,418,331 and $115,849,050, respectively.

At March 31, 2014, accumulated net unrealized appreciation on investments was $14,068,284, consisting of $14,813,349 gross unrealized appreciation and $745,065 gross unrealized depreciation.

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

The Fund 25



INFORMATION ABOUT THE RENEWAL OF THE 
FUND’S INVESTMENT ADVISORY AND 
ADMINISTRATION AGREEMENTS (Unaudited) 

 

At a meeting of the fund’s Board of Trustees held on February 19-20, 2014, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement pursuant to which Dreyfus provides the fund with investment advisory services and administrative services (together, the “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 Dreyfus representatives. In considering the renewal of the Agreement, 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 considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. 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 (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board 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 also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.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.

26



Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board 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 December 31, 2013, 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 the date of its analysis. 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 discussed the results of the comparisons and noted that the fund’s total return performance was below the Performance Group Universe medians for the various periods, except for the one- and ten-year periods when the fund’s performance was above the Performance Group median, and the fund’s performance was variously above and below the Performance Universe medians (above in the three most recent periods) for the various periods. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

Dreyfus representatives reminded the Board of the portfolio management changes in April 2013, when Todd Wakefield and Robert Zeuthen became the primary portfolio managers of the fund, and discussed with the Board the investment style and strategy being used by the fund’s portfolio managers to identify, select and sell stocks and the role of fundamental analysis in selecting and selling stocks. Dreyfus

The Fund 27



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY 
AND ADMINISTRATION AGREEMENTS (Unaudited) (continued) 

 

representatives noted that the fund’s performance for the one-year period ended December 31, 2013 ranked in the first quartile of the fund’s Performance Group and Performance Universe. The Board noted the recent portfolio manager changes and the improved short-term performance and that it was expected to take some time for the new portfolio managers to favorably affect longer-term performance.

The Board 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.The Board noted that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee was below the Expense Group median and at the Expense Universe median and the fund’s total expenses were below the Expense Group and Expense Universe medians.

Dreyfus representatives noted that Dreyfus had contractually agreed to waive receipt of its fees and/or assume the expenses of the fund, until February 1, 2015, so that the direct annual fund’s operating expenses (excluding taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed .95% of the value of the fund’s average daily net assets. Dreyfus representatives also noted that, in connection with the Administration Agreement and its related fees, Dreyfus has contractually agreed to waive any fees to the extent that such fees exceed Dreyfus’ costs in providing the services contemplated under the Administration Agreement.

Dreyfus representatives reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by Dreyfus that are in the same Lipper category as the fund and (2) paid to Dreyfus or the Dreyfus-affiliated primary employer of the fund’s primary portfolio manager(s) for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients.They discussed differences in fees paid and the relationship of the fees paid in light of any differences

28



in the services provided and other relevant factors.The Board considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness and reasonableness of the fund’s management fee.

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 aggregate profitability percentage to Dreyfus of managing the funds in the Dreyfus fund complex, 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 the fee waiver in effect pursuant to the Administration Agreement. The Board also 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 considered on the advice of its counsel the profitability analysis (1) as part of its evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, 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. Dreyfus representatives noted that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that Dreyfus may have realized any economies of scale would be less. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex,

The Fund 29



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT ADVISORY 
AND ADMINISTRATION AGREEMENTS (Unaudited) (continued) 

 

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 also considered potential benefits to Dreyfus from acting as investment adviser 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 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 services provided by Dreyfus are adequate and appropriate.

  • The Board was satisfied with the fund’s improved 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.

30



In evaluating the Agreement, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates, of the fund and the services provided to the fund by Dreyfus.The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreement, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, 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 and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years.The Board determined that renewal of the Agreement was in the best interests of the fund and its shareholders.

The Fund 31



NOTES





For More Information


Telephone 1-800-DREYFUS

Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144 E-mail Send your request to info@dreyfus.com Internet Information can be viewed online or downloaded at: http://www.dreyfus.com

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

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities, and information regarding how the fund voted these proxies for the most recent 12-month period ended June 30 is available at http://www.dreyfus.com and on the SEC’s website at http://www.sec.gov.

The description of the policies and procedures is also available without charge, upon request, by calling 1-800-DREYFUS.



Dreyfus/The Boston 
Company Small Cap 
Value Fund 

 

SEMIANNUAL REPORT March 31, 2014




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

The views expressed in this report reflect those of the portfolio manager only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views.These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value 

 



 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

13     

Statement of Assets and Liabilities

14     

Statement of Operations

15     

Statement of Changes in Net Assets

16     

Financial Highlights

17     

Notes to Financial Statements

26     

Information About the Renewal of the Fund’s Investment Advisory and Administration Agreements

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus/The Boston
Company Small Cap
Value Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

This semiannual report for Dreyfus/The Boston Company Small Cap Value Fund covers the six-month period from October 1, 2013, through March 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The past six months have produced outstanding returns for U.S. equities. Despite periodic bouts of heightened volatility, stocks generally gained substantial value in light of a sustained U.S. economic recovery, waning concerns regarding global economic conditions, low inflation, and rising corporate earnings. Indeed, several broad measures of stock market performance reached record highs over the course of the reporting period. Companies in economically sensitive businesses generally fared best in the constructive market environment, and small-cap stocks produced higher returns than their larger counterparts, on average.

Looking forward, we expect the U.S. economic recovery to continue to gain traction on its way to producing a 3% annualized growth rate over the next several years. We also anticipate a pickup in the global economy, led by developed nations amid ongoing monetary stimulus and reduced headwinds related to fiscal austerity and deleveraging. As always, we encourage you to discuss our observations with your financial advisor to assess their potential impact on your investments.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
April 15, 2014

2



DISCUSSION OF FUND PERFORMANCE

For the period of October 1, 2013, through March 31, 2014, as provided by Joseph M. Corrado, CFA, and Stephanie K. Brandaleone, CFA, Portfolio Managers

Fund and Market Performance Overview

For the six-month period ended March 31, 2014, Dreyfus/The Boston Company Small CapValue Fund produced a total return of 10.93%.1 In comparison, the fund’s benchmark, the Russell 2000 Value Index (the “Index”), produced a total return of 11.24% for the same period.2

Improved economic conditions helped support stock market gains over the reporting period.The fund produced modestly lower returns than its benchmark, partly due to shortfalls in the energy and consumer discretionary sectors.

The Fund’s Investment Approach

The fund seeks long-term growth of capital. To pursue its goal, the fund normally invests at least 80% of its net assets in equity securities of small-cap U.S. companies with market capitalizations that are equal to or less than the total market capitalization of the largest company in the Index.We use fundamental research and qualitative analysis to select stocks and look for companies with strong competitive positions, high-quality management, and financial strength. We use a consistent three-step fundamental research process to evaluate the stocks, consisting of valuation, which is to identify small-cap companies that are considered to be attractively priced relative to their earnings potential; fundamentals, which is to verify the strength of the underlying business position; and catalyst, which is to identify a specific event that has the potential to cause the stocks to appreciate in value.

Recovering Economy Fueled Market’s Gains

Stocks climbed over the reporting period during a sustained economic recovery fueled by falling unemployment, rebounding housing markets, and low short-term interest rates.After several months of market weakness over the summer of 2013, investors were relieved and stocks rallied in the fall when the Federal Reserve Board (the “Fed”) refrained from tapering its quantitative easing program. Stocks continued to advance over the final months of the year amid new releases of encouraging economic data. In

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

December, investors took the Fed’s first reduction of its bond purchasing program in stride.The market gave back some of its gains in January 2014 amid concerns regarding economic slowdowns in the emerging markets, but stocks rebounded in February and maintained their value in March when those worries proved to be overblown.

In this environment, small-cap stocks lagged large-cap stocks, on average, but value stocks generally outperformed their more growth-oriented counterparts.

Fund Strategies Produced Mixed Results

The fund participated to a substantial degree in the market’s gains over the reporting period, but its relative performance was undermined by disappointing security selections in the energy sector. Drilling services provider Geospace Technologies was hurt by delays in orders for seismic equipment. Helix Energy Solutions Group reported weaker-than-expected earnings stemming from a pause in demand for robotics operations. Offshore drilling engineer McDermott International encountered higher operating costs on engineering and construction projects.

The fund’s relative results also were hurt by overweighted exposure to the lagging consumer discretionary sector, where specialty retailers suffered as harsh winter weather kept consumers away from stores. Apparel and accessories seller Express issued disappointing guidance due to higher expenses and challenging sales trends. Office Depot saw weaker demand for office supplies amid intensifying competitive pressures. Clothing retailer Guess? struggled with anemic holiday sales. In other areas, investors responded negatively to the potential impact of regulatory changes on media enterprise The E.W. Scripps Company, and health care services provider Hanger issued disappointing guidance to analysts.

The fund achieved better relative results in the information technology sector. Diversified technology company GT Advanced Technologies traded higher as investors reacted positively to the firm’s raised 2016 EPS target, which provided enhanced visibility into the firm’s sapphire supply deal with electronics giant Apple Inc. Security intelligence specialist Verint Systems reported earnings above consensus due to positive momentum in its security business. Motion tracking systems developer InvenSense advanced on its strong new product pipeline. Among financial companies, the fund benefited from a lack of consumer finance companies as well as strong stock selections in the capital markets industry, where E*TRADE Financial benefited from

4



lower loan delinquencies and higher equity trading volumes. Finally, in the health care sector, diagnostic equipment maker Natus Medical posted gains in its neurology and neonatal divisions, medical transport provider Air Methods traded higher on increased payer mix and volume growth, and information services provider Allscripts Healthcare Solutions reported stronger than anticipated bookings.

Finding Value Opportunities Across Market Sectors

As we head into the second quarter, pent-up demand and warmer weather should help boost consumer spending impacted by first quarter weakness. Consumer confidence continues to rise, and despite some slowing housing data, house prices are up just over 13% year-over-year according to Case-Schiller. Coupled with relatively tame gasoline prices, rising household net worth, an improved household balance sheet, and accommodative mortgage rates, we believe consumer spending should grow in 2014. We believe solid corporate profits should also support continued growth in the U.S. and overall domestic capital expenditures, which are moving higher.

Within this environment, we are finding attractive opportunities in the health care, consumer discretionary, and information technology sectors, and those areas are emphasized in the portfolio with overweight positions versus the Index. Conversely, we have maintained underweight exposure to REITs and utilities as we have found fewer opportunities meeting our investment criteria within these segments.

April 15, 2014

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

Small companies carry additional risks because their earnings and revenues tend to be less predictable, and their share prices more volatile than those of larger, more established companies.The shares of smaller companies tend to trade less frequently than those of larger, more established companies, which can adversely affect the pricing of these securities and the fund’s ability to sell these securities.

1 Total return includes reinvestment of dividends and any capital gains paid. 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 the reinvestment of dividends and, where applicable, capital gain 
distributions.The Russell 2000 Value Index is an unmanaged index, which measures the performance of those 
Russell 2000 companies with lower price-to-book ratios and lower forecasted growth values. Investors cannot invest 
directly in any index. 

 

The Fund 5



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus/The Boston Company Small CapValue Fund from October 1, 2013 to March 31, 2014. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended March 31, 2014

Expenses paid per $1,000  $ 5.10 
Ending value (after expenses)  $ 1,109.30 

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds.All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended March 31, 2014

Expenses paid per $1,000  $ 4.89 
Ending value (after expenses)  $ 1,020.09 

 

† Expenses are equal to the fund’s annualized expense ratio of .97% for Class I, multiplied by the average account 
value over the period, multiplied by 182/365 (to reflect the one-half year period). 

 

6



STATEMENT OF INVESTMENTS 
March 31, 2014 (Unaudited) 

 

Common Stocks—99.7%  Shares   Value ($) 
Automobiles & Components—2.2%       
Drew Industries  31,580   1,711,636 
Tenneco  50,110 a  2,909,888 
Thor Industries  52,460   3,203,208 
      7,824,732 
Banks—15.8%       
Banc of California  78,580   964,177 
Bancorp  104,880 a  1,972,793 
Boston Private Financial Holdings  315,550   4,269,391 
Brookline Bancorp  202,120   1,903,970 
Cardinal Financial  100,040   1,783,713 
CoBiz Financial  160,470   1,848,614 
CVB Financial  248,500   3,951,150 
First Horizon National  360,220   4,445,115 
First Midwest Bancorp  147,070   2,511,956 
Hancock Holding  124,647   4,568,313 
MB Financial  96,200   2,978,352 
Provident Financial Services  12,490   229,441 
Square 1 Financial, Cl. A  8,652 a  173,905 
Synovus Financial  1,595,360   5,408,270 
UMB Financial  71,640   4,635,108 
United Community Banks  157,160 a  3,050,476 
Valley National Bancorp  344,140 b  3,582,497 
Washington Trust Bancorp  26,390   988,833 
Webster Financial  106,420   3,305,405 
Wintrust Financial  76,000   3,698,160 
      56,269,639 
Capital Goods—7.0%       
Aerovironment  98,650 a  3,970,662 
American Woodmark  52,310 a  1,760,755 
Apogee Enterprises  61,020   2,027,695 
Armstrong World Industries  62,440 a  3,324,930 
Astec Industries  49,060   2,154,225 
Comfort Systems USA  100,040   1,524,610 
FreightCar America  63,790   1,482,480 
Global Power Equipment Group  47,110   937,018 

 

The Fund 7



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Capital Goods (continued)       
Granite Construction  39,140   1,562,860 
Lindsay  8,430   743,357 
Mueller Industries  55,900   1,676,441 
Regal-Beloit  49,980   3,634,046 
      24,799,079 
Commercial & Professional Services—6.2%       
Clean Harbors  25,400 a  1,391,666 
Herman Miller  106,660   3,426,986 
Interface  166,920   3,430,206 
Knoll  114,300   2,079,117 
Korn/Ferry International  137,800 a  4,102,306 
McGrath RentCorp  65,150   2,277,644 
Steelcase, Cl. A  151,230   2,511,930 
TrueBlue  101,990 a  2,984,227 
      22,204,082 
Consumer Durables & Apparel—4.6%       
Cavco Industries  17,572 a  1,378,523 
Ethan Allen Interiors  99,510 b  2,532,529 
Oxford Industries  28,360   2,217,752 
Skechers USA, Cl. A  76,530 a  2,796,406 
Standard Pacific  394,320 a  3,276,799 
Taylor Morrison Home, Cl. A  75,410   1,772,135 
Vera Bradley  93,780 a,b  2,531,122 
      16,505,266 
Consumer Services—1.7%       
Cheesecake Factory  73,580   3,504,615 
Orient-Express Hotels, Cl. A  171,080 a  2,465,263 
      5,969,878 
Diversified Financials—.9%       
Piper Jaffray  68,080 a  3,118,064 
Energy—7.0%       
Bill Barrett  118,750 a  3,040,000 
C&J Energy Services  23,910 a  697,216 
Geospace Technologies  48,540 a  3,211,892 
Gulf Island Fabrication  54,460   1,176,881 
Helix Energy Solutions Group  63,010 a  1,447,970 

 

8



Common Stocks (continued)  Shares   Value ($) 
Energy (continued)       
Key Energy Services  431,760 a  3,989,462 
McDermott International  339,090 a,b  2,651,684 
PDC Energy  43,360 a  2,699,594 
Synergy Resources  253,650 a  2,726,737 
Tesco  179,880 a  3,327,780 
      24,969,216 
Exchange-Traded Funds—.1%       
iShares Russell 2000 Value ETF  5,220 b  526,385 
Food & Staples Retailing—1.0%       
Casey’s General Stores  52,823   3,570,307 
Food, Beverage & Tobacco—1.1%       
Dean Foods  153,745   2,376,898 
Fresh Del Monte Produce  61,170   1,686,457 
      4,063,355 
Health Care Equipment & Services—10.2%       
Air Methods  67,280 a  3,594,770 
Allscripts Healthcare Solutions  265,750 a  4,791,472 
AmSurg  64,390 a  3,031,481 
Centene  39,940 a  2,486,265 
Computer Programs & Systems  38,640   2,496,144 
Globus Medical, Cl. A  98,570 a  2,620,976 
Hanger  95,700 a  3,223,176 
HealthSouth  96,320   3,460,778 
ICU Medical  28,720 a  1,719,754 
LifePoint Hospitals  65,830 a  3,591,027 
Natus Medical  108,130 a  2,789,754 
Omnicell  90,310 a  2,584,672 
      36,390,269 
Household & Personal Products—.4%       
Elizabeth Arden  47,500 a  1,401,725 
Insurance—2.1%       
First American Financial  25,680   681,804 
Protective Life  71,890   3,780,695 
RLI  44,150   1,953,196 
Safety Insurance Group  22,070   1,188,469 
      7,604,164 

 

The Fund 9



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Materials—5.9%       
Allied Nevada Gold  590,950 a,b  2,546,994 
Carpenter Technology  55,560   3,669,182 
Cytec Industries  35,920   3,506,151 
Haynes International  33,030   1,783,620 
KapStone Paper and Packaging  105,400 a  3,039,736 
Louisiana-Pacific  140,910 a  2,377,152 
Schnitzer Steel Industries, Cl. A  41,640   1,201,314 
Stillwater Mining  184,720 a  2,735,703 
      20,859,852 
Media—2.7%       
E.W. Scripps, Cl. A  180,470 a  3,197,928 
New York Times, Cl. A  365,410   6,255,819 
      9,453,747 
Real Estate—6.4%       
Acadia Realty Trust  97,890 c  2,582,338 
American Assets Trust  36,380 c  1,227,461 
Corporate Office Properties Trust  132,390 c  3,526,870 
EastGroup Properties  38,080 c  2,395,613 
Getty Realty  102,140 c  1,929,425 
Healthcare Trust of America, Cl. A  261,350   2,976,776 
National Health Investors  43,190 c  2,611,267 
Pebblebrook Hotel Trust  117,110 c  3,954,805 
Urstadt Biddle Properties, Cl. A  75,500 c  1,559,830 
      22,764,385 
Retailing—4.2%       
Children’s Place Retail Stores  56,890   2,833,691 
Express  130,270 a  2,068,688 
Guess?  109,520   3,022,752 
Office Depot  646,206 a  2,668,831 
PEP Boys-Manny Moe & Jack  215,030 a  2,735,182 
Zumiez  73,340 a  1,777,762 
      15,106,906 
Semiconductors & Semiconductor       
  Equipment—6.0%       
Advanced Energy Industries  91,870 a  2,250,815 
Brooks Automation  191,340   2,091,346 
GT Advanced Technologies  256,320 a,b  4,370,256 

 

10



Common Stocks (continued)  Shares   Value ($) 
Semiconductors & Semiconductor       
  Equipment (continued)       
Hittite Microwave  29,340   1,849,594 
MKS Instruments  91,330   2,729,854 
Nanometrics  52,344 a  940,622 
Teradyne  217,900 b  4,334,031 
Veeco Instruments  65,470 a  2,745,157 
      21,311,675 
Software & Services—4.5%       
Conversant  12,710 a  357,786 
CoreLogic  182,580 a  5,484,703 
CSG Systems International  84,220   2,193,089 
Monotype Imaging Holdings  81,880   2,467,863 
NetScout Systems  96,200 a  3,615,196 
NeuStar, Cl. A  62,360 a  2,027,324 
      16,145,961 
Technology Hardware &       
  Equipment—4.2%       
Brocade Communications Systems  220,680 a  2,341,415 
FARO Technologies  45,610 a  2,417,330 
FEI  25,830   2,661,007 
Ixia  184,030 a  2,300,375 
Lexmark International, Cl. A  23,150   1,071,613 
Vishay Intertechnology  279,770   4,162,978 
      14,954,718 
Transportation—1.6%       
Con-way  60,810   2,498,075 
Landstar System  55,060   3,260,653 
      5,758,728 
Utilities—3.9%       
Chesapeake Utilities  33,930   2,143,019 
El Paso Electric  69,700   2,490,381 
Hawaiian Electric Industries  124,500 b  3,164,790 
NorthWestern  51,250   2,430,787 
Portland General Electric  111,880   3,618,199 
      13,847,176 
Total Common Stocks       
  (cost $261,536,947)      355,419,309 

 

The Fund 11



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Other Investment—1.0%  Shares   Value ($)  
Registered Investment Company;         
Dreyfus Institutional Preferred         
Plus Money Market Fund         
(cost $3,747,680)  3,747,680 d  3,747,680  
 
Investment of Cash Collateral         
for Securities Loaned—6.5%         
Registered Investment Company;         
Dreyfus Institutional Cash Advantage Fund         
(cost $23,087,176)  23,087,176 d  23,087,176  
 
Total Investments (cost $288,371,803)  107.2 %  382,254,165  
Liabilities, Less Cash and Receivables  (7.2 %)  (25,836,411 ) 
Net Assets  100.0 %  356,417,754  

 

ETF—Exchange-Traded Fund

a Non-income producing security. 
b Security, or portion thereof, on loan.At March 31, 2014, the value of the fund’s securities on loan was $21,780,793 
and the value of the collateral held by the fund was $23,087,176. 
c Investment in real estate investment trust. 
d Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Banks  15.8  Technology Hardware & Equipment  4.2 
Health Care Equipment & Services  10.2  Utilities  3.9 
Money Market Investments  7.5  Media  2.7 
Capital Goods  7.0  Automobiles & Components  2.2 
Energy  7.0  Insurance  2.1 
Real Estate  6.4  Consumer Services  1.7 
Commercial & Professional Services  6.2  Transportation  1.6 
Semiconductors &    Food, Beverage & Tobacco  1.1 
  Semiconductor Equipment  6.0  Food & Staples Retailing  1.0 
Materials  5.9  Diversified Financials  .9 
Consumer Durables & Apparel  4.6  Household & Personal Products  .4 
Software & Services  4.5  Exchange-Traded Funds  .1 
Retailing  4.2    107.2 
 
† Based on net assets.       
See notes to financial statements.       

 

12



STATEMENT OF ASSETS AND LIABILITIES 
March 31, 2014 (Unaudited) 

 

  Cost  Value 
Assets ($):     
Investments in securities—See Statement of Investments (including     
securities on loan, valued at $21,780,793)—Note 1(b):     
       Unaffiliated issuers  261,536,947  355,419,309 
Affiliated issuers  26,834,856  26,834,856 
Cash    110,319 
Receivable for investment securities sold    2,529,028 
Dividends and securities lending income receivable    450,420 
Receivable for shares of Beneficial Interest subscribed    597 
Prepaid expenses    22,075 
    385,366,604 
Liabilities ($):     
Due to The Dreyfus Corporation and affiliates—Note 3(c)    286,837 
Liability for securities on loan—Note 1(b)    23,087,176 
Payable for investment securities purchased    4,818,722 
Payable for shares of Beneficial Interest redeemed    688,129 
Accrued expenses    67,986 
    28,948,850 
Net Assets ($)    356,417,754 
Composition of Net Assets ($):     
Paid-in capital    229,769,067 
Accumulated undistributed investment income—net    963,563 
Accumulated net realized gain (loss) on investments    31,802,762 
Accumulated net unrealized appreciation     
(depreciation) on investments    93,882,362 
Net Assets ($)    356,417,754 
Class I Shares Outstanding     
(unlimited number of $.001 par value shares of Beneficial Interest authorized)  11,802,016 
Net Asset Value, offering and redemption price per share ($)    30.20 
 
See notes to financial statements.     

 

The Fund 13



STATEMENT OF OPERATIONS     
Six Months Ended March 31, 2014 (Unaudited)     
 
 
 
 
Investment Income ($):     
Income:     
Cash dividends:     
   Unaffiliated issuers  2,304,528  
Affiliated issuers  1,186  
Income from securities lending—Note 1(b)  69,504  
Total Income  2,375,218  
Expenses:     
Investment advisory fee—Note 3(a)  1,479,724  
Shareholder servicing costs—Note 3(b)  150,511  
Administration fees—Note 3(a)  71,910  
Custodian fees—Note 3(b)  25,983  
Trustees’ fees and expenses—Note 3(c)  15,233  
Prospectus and shareholders’ reports  12,442  
Professional fees  11,815  
Registration fees  11,437  
Interest expense—Note 2  2,867  
Loan commitment fees—Note 2  2,193  
Miscellaneous  11,697  
Total Expenses  1,795,812  
Less—reduction in fees due to earnings credits—Note 3(b)  (6 ) 
Net Expenses  1,795,806  
Investment Income—Net  579,412  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  41,424,334  
Net unrealized appreciation (depreciation) on investments  (3,514,573 ) 
Net Realized and Unrealized Gain (Loss) on Investments  37,909,761  
Net Increase in Net Assets Resulting from Operations  38,489,173  
 
See notes to financial statements.     

 

14



STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013  
Operations ($):         
Investment income—net  579,412   3,921,209  
Net realized gain (loss) on investments  41,424,334   54,164,714  
Net unrealized appreciation         
(depreciation) on investments  (3,514,573 )  53,938,616  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  38,489,173   112,024,539  
Dividends to Shareholders from ($):         
Investment income—net  (1,005,684 )  (3,800,963 ) 
Net realized gain on investments  (62,752,734 )  (3,803,209 ) 
Total Dividends  (63,758,418 )  (7,604,172 ) 
Beneficial Interest Transactions ($):         
Net proceeds from shares sold  14,331,513   50,443,835  
Dividends reinvested  62,714,198   7,356,146  
Cost of shares redeemed  (81,104,884 )  (233,654,485 ) 
Increase (Decrease) in Net Assets from         
  Beneficial Interest Transactions  (4,059,173 )  (175,854,504 ) 
Total Increase (Decrease) in Net Assets  (29,328,418 )  (71,434,137 ) 
Net Assets ($):         
Beginning of Period  385,746,172   457,180,309  
End of Period  356,417,754   385,746,172  
Undistributed investment income—net  963,563   1,389,835  
Capital Share Transactions (Shares):         
Shares sold  459,330   1,770,305  
Shares issued for dividends reinvested  2,192,804   289,490  
Shares redeemed  (2,625,542 )  (8,107,284 ) 
Net Increase (Decrease) in Shares Outstanding  26,592   (6,047,489 ) 
 
See notes to financial statements.         

 

The Fund 15



FINANCIAL HIGHLIGHTS

The following table describes the performance for the fiscal periods indicated. Total return shows how much your investment in the fund would have increased (or decreased) during each period, assuming you had reinvested all dividends and distributions.These figures have been derived from the fund’s financial statements.

Six Months Ended                      
March 31, 2014       Year Ended September 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  32.76   25.65   18.81   20.57   18.54   19.85  
Investment Operations:                         
Investment income—netb  .05   .26   .14   .13   .10   .11  
Net realized and unrealized                         
gain (loss) on investments  3.20   7.29   6.79   (1.79 )  1.99   (1.31 ) 
Total from Investment Operations  3.25   7.55   6.93   (1.66 )  2.09   (1.20 ) 
Distributions:                         
Dividends from                         
investment income—net  (.09 )  (.22 )  (.09 )  (.10 )  (.06 )  (.11 ) 
Dividends from net realized                         
gain on investments  (5.72 )  (.22 )         
Total Distributions  (5.81 )  (.44 )  (.09 )  (.10 )  (.06 )  (.11 ) 
Net asset value, end of period  30.20   32.76   25.65   18.81   20.57   18.54  
Total Return (%)  10.93 c  29.92   36.95   (8.14 )  11.27   (5.83 ) 
Ratios/Supplemental Data (%):                         
Ratio of total expenses                         
to average net assets  .97 d  .99   .98   .96   .93   .97  
Ratio of net expenses                         
to average net assets  .97 d  .99   .98   .96   .93   .97  
Ratio of net investment income                         
to average net assets  .31 d  .90   .59   .57   .52   .76  
Portfolio Turnover Rate  36.36 c  76.63   88.54   66.51   79.47   82.04  
Net Assets, end of period                         
($ x 1,000)  356,418   385,746   457,180   372,176   492,393   458,499  

 

a  Effective September 1, 2009, the fund’s shares were redesignated as Class I shares. 
b  Based on average shares outstanding at each month end. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

16



NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus/The Boston Company Small Cap Value Fund (the “fund”) is a separate diversified series of Dreyfus Investment Funds (the “Trust”), 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 seven series, including the fund.The fund’s investment objective is to seek long-term growth of capital. 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. MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares.

Class I shares are sold primarily to bank trust departments and other financial service providers (including The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, and its affiliates), acting on behalf of customers having a qualified trust or an investment account or relationship at such institution, and bear no Distribution or Shareholder Service Plan fees. Class I shares are offered without a front-end sales charge or a contingent deferred sales charge.

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

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

The Fund 17



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

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

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

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

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

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

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System

18



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

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

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 Trust’s Board of Trustees (the “Board”). Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers.These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

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

The Fund 19



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic         
Common Stocks  352,427,661      352,427,661 
Equity Securities—         
Foreign         
Common Stocks  2,465,263      2,465,263 
Exchange-Traded         
Funds  526,385      526,385 
Mutual Funds  26,834,856      26,834,856 
 
† See Statement of Investments for additional detailed categorizations.   

 

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

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency securities.The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to

20



income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended March 31, 2014,The Bank of NewYork Mellon earned $16,872 from lending portfolio securities, pursuant to the securities lending agreement.

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

Affiliated           
Investment  Value     Value  Net
    Company 9/30/2013 ($) Purchases ($)  Sales ($)  3/31/2014 ($)  Assets (%)
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market           
Fund  2,887,568  65,724,948 64,864,836  3,747,680  1.0
Dreyfus           
Institutional           
Cash           
Advantage           
Fund  22,653,083  83,183,220 82,749,127  23,087,176  6.5
Total  25,540,651  148,908,168 147,613,963  26,834,856  7.5

 

(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.

The  Fund 21



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2013 was as follows: ordinary income $3,868,537 and long-term capital gains $3,735,635.The tax character of current year distributions will be determined at the end of the current fiscal year.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 9, 2013, the unsecured credit facility with Citibank, N.A. was $210 million. 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.

The average amount of borrowings outstanding under the Facilities during the period ended March 31, 2014 was approximately $522,000 with a related weighted average annualized interest rate of 1.10%.

22



NOTE 3—Investment Advisory Fee, Administration Fee and Other Transactions With Affiliates:

(a) Pursuant to an investment advisory agreement with the Manager, the investment advisory fee is computed at the annual rate of .80% of the fund’s average daily net assets and is payable monthly.

The fund has an Accounting and Administration Agreement (the “Administration Agreement”) with Dreyfus, whereby Dreyfus performs administrative and accounting services for the fund. The fund has agreed to compensate Dreyfus for providing accounting services, administration, compliance monitoring, regulatory and shareholder reporting, as well as related facilities and equipment. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to Dreyfus for this service, Dreyfus has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both Dreyfus’ costs in providing these services and a reasonable allocation of the costs incurred by Dreyfus and its affiliates related to the support and oversight of these services.The fund also reimburses Dreyfus for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $71,910 during the period ended March 31, 2014.

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

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The

The Fund 23



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2014, the fund was charged $12,076 for transfer agency services and $74 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $6.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2014, the fund was charged $25,983 pursuant to the custody agreement.

During the period ended March 31, 2014, the fund was charged $4,547 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees $243,740, custodian fees $21,253, Chief Compliance Officer fees $2,285, administration fees $12,248 and transfer agency fees $7,311.

(c) 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 March 31, 2014, amounted to $134,230,946 and $201,536,354, respectively.

24



At March 31, 2014, accumulated net unrealized appreciation on investments was $93,882,362, consisting of $96,689,864 gross unrealized appreciation and $2,807,502 gross unrealized depreciation.

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

The Fund 25



INFORMATION ABOUT THE RENEWAL OF THE 
FUND’S INVESTMENT ADVISORY AND 
ADMINISTRATION AGREEMENTS (Unaudited) 

 

At a meeting of the fund’s Board of Trustees held on February 19-20, 2014, the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement pursuant to which Dreyfus provides the fund with investment advisory services and administrative services (together, the “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 Dreyfus representatives. In considering the renewal of the Agreement, 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 considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. 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 (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board 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 also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.The

26



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 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 December 31, 2013, 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 the date of its analysis. 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.They also noted that performance generally should be considered over longer periods of time, although it is possible that long-term performance can be adversely affected by even one period of significant underperformance so that a single investment decision or theme has the ability to affect disproportionately long-term performance. The Board 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 (ranking highest in the Performance Group in the ten-year period), except the one- and four-year periods when the fund’s perfor-

The Fund 27



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY AND ADMINISTRATION AGREEMENTS (Unaudited) (continued) 

 

mance was below the Performance Universe median. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board 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. The Board noted that the fund’s contractual management fee was above the Expense Group median, the fund’s actual management fee was below the Expense Group median and above the Expense Universe median, and the fund’s total expenses were below the Expense Group and Expense Universe medians.

Dreyfus representatives noted that, in connection with the Administration Agreement and its related fees, Dreyfus has contractually agreed to waive any fees to the extent that such fees exceed Dreyfus’ costs in providing the services contemplated under the Administration Agreement.

Dreyfus representatives reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by Dreyfus that are in the same Lipper category as the fund and (2) paid to Dreyfus or the Dreyfus-affiliated primary employer of the fund’s primary portfolio manager(s) for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients.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 considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness and reasonableness of the fund’s management fee.

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 aggregate profitability percentage to Dreyfus of managing the

28



funds in the Dreyfus fund complex, and the method used to determine the expenses and profit.The Board also noted the fee waiver in effect pursuant to the Administration Agreement.The Board concluded that the profitability results were not unreasonable, given the services rendered and service levels provided by Dreyfus.The Board also 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 considered on the advice of its counsel the profitability analysis (1) as part of its evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, 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. Dreyfus representatives noted that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that Dreyfus may have realized any economies of scale would be less. In addition, Dreyfus representatives noted that the fund had been generally closed to new investors since August 31, 2006. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund 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 also considered potential benefits to Dreyfus from acting as investment adviser and noted the soft dollar arrangements in effect for trading the fund’s investments.

The Fund 29



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY AND ADMINISTRATION AGREEMENTS (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 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 services provided by Dreyfus are adequate and appropriate.

  • The Board was satisfied with the fund’s performance.

  • 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.

In evaluating the Agreement, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates, of the fund and the services provided to the fund by Dreyfus. The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreement, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and

30



compliance reports. In addition, 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 and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years.The Board determined that renewal of the Agreement was in the best interests of the fund and its shareholders.

The Fund 31



NOTES





For More Information


Ticker Symbol: STSVX

Telephone 1-800-DREYFUS

Mail The Dreyfus Family of Funds, 144 Glenn Curtiss Boulevard, Uniondale, NY 11556-0144 E-mail Send your request to info@dreyfus.com Internet Information can be viewed online or downloaded at: http://www.dreyfus.com

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

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



Dreyfus/The Boston 
Company Small/Mid Cap 
Growth Fund 

 

SEMIANNUAL REPORT March 31, 2014




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The views expressed in this report reflect those of the portfolio manager only through the end of the period covered and do not necessarily represent the views of Dreyfus or any other person in the Dreyfus organization. Any such views are subject to change at any time based upon market or other conditions and Dreyfus disclaims any responsibility to update such views.These views may not be relied on as investment advice and, because investment decisions for a Dreyfus fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Dreyfus fund.

Not FDIC-Insured • Not Bank-Guaranteed • May Lose Value 

 



 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Understanding Your Fund’s Expenses

6     

Comparing Your Fund’s Expenses With Those of Other Funds

7     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

16     

Financial Highlights

20     

Notes to Financial Statements

31     

Proxy Results

32     

Information About the Renewal of the Fund’s Investment Advisory and Fund Accounting and Administrative Services Agreements and the Approval of the Fund’s Sub-Advisory Agreement

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus/The Boston
Company Small/Mid Cap
Growth Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

This semiannual report for Dreyfus/The Boston Company Small/Mid Cap Growth Fund covers the six-month period from October 1, 2013, through March 31, 2014. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

The past six months have produced outstanding returns for U.S. equities. Despite periodic bouts of heightened volatility, stocks generally gained substantial value in light of a sustained U.S. economic recovery, waning concerns regarding global economic conditions, low inflation, and rising corporate earnings. Indeed, several broad measures of stock market performance reached record highs over the course of the reporting period. Companies in economically sensitive businesses generally fared best in the constructive market environment, and small-cap stocks produced higher returns than their larger counterparts, on average.

Looking forward, we expect the U.S. economic recovery to continue to gain traction on its way to producing a 3% annualized growth rate over the next several years. We also anticipate a pickup in the global economy, led by developed nations amid ongoing monetary stimulus and reduced headwinds related to fiscal austerity and deleveraging. As always, we encourage you to discuss our observations with your financial advisor to assess their potential impact on your investments.

Thank you for your continued confidence and support.


J. Charles Cardona
President
The Dreyfus Corporation
April 15, 2014

2



DISCUSSION OF FUND PERFORMANCE

For the period of October 1, 2013, through March 31, 2014, as provided by Todd W. Wakefield, CFA, and Robert C. Zeuthen, CFA, Primary Portfolio Managers

Fund and Market Performance Overview

For the six-month period ended March 31, 2014, Dreyfus/The Boston Company Small/Mid Cap Growth Fund’s Class A shares produced a total return of 7.50%, Class C shares returned 7.12%, Class I shares returned 7.68%, and Class Y shares returned 7.73%.1 In comparison, the fund’s benchmark, the Russell 2500 Growth Index (the “Index”), produced a total return of 9.62% for the same period.2

Improved economic conditions helped support U.S. stock market gains over the reporting period. The fund produced lower returns than its benchmark, mainly due to security selection shortfalls in the information technology and consumer discretionary sectors.

The Fund’s Investment Approach

The fund seeks long-term growth of capital. To pursue its goal, the fund normally invests at least 80% of its net assets in equity securities of small-cap and midcap U.S. companies with market capitalizations equal to or less than the total market capitalization of the largest company in the Index.When choosing stocks, we seek to identify high-quality small-cap and midcap companies with rapid current or expected earnings or revenue growth.We employ fundamental research to identify companies with attractive characteristics, such as strong business and competitive positions, solid cash flows and balance sheets, high-quality management and high sustainable growth. We also may invest in companies that our research indicates will experience accelerating revenues and expanding operating margins.

Recovering Economy Fueled Market’s Gains

Stocks climbed over the reporting period during a sustained economic recovery driven by falling unemployment, rebounding housing markets, and low short-term interest rates. After several months of economic uncertainty and market weakness, investors were relieved and stocks rallied during the fall of 2013 when the Federal Reserve Board refrained from tapering its quantitative easing program. Stocks continued to advance

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

over the final months of the year amid new releases of encouraging economic data.The market gave back some of its gains in January 2014 amid concerns regarding economic slowdowns in the emerging markets, but stocks rebounded in February and maintained their value in March when those worries proved to be overblown.

In this environment, companies that tend to be more sensitive to economic conditions fared better than their more traditionally defensive counterparts. From a market capitalization perspective, small- and midcap stocks lagged large-cap stocks, on average, and growth stocks generally trailed their more value-oriented counterparts.

Stock Selections Weighed on Results

Although the fund participated to a significant degree in the market’s gains over the reporting period, its relative performance was dampened by disappointing stock selections in the information technology sector.A number of software companies saw similar issues in the fourth quarter; weak earnings and guidance due to a soft CAPEX environment, weaker consumer spending, and smaller deals.These companies included automated network controller Infoblox, VOIP software developer BroadSoft, data management specialist CommVault Systems, and fleet management solutions provider FleetMatics Group.

Results in the consumer discretionary sector also fell short of sector averages, in part due to harsh winter weather that kept consumers away from stores.This development weighed on footwear and apparel maker Wolverine World Wide, footwear and accessories seller Steven Madden, and apparel manufacturer PVH. In addition, film producer Lions Gate Entertainment declined sharply when investors took profits after the success of the latest installment in the Hunger Games franchise, and automobile parts manufacturer LKQ lagged after posting weaker-than-expected quarterly earnings.Among industrial companies, logistics specialist J.B. Hunt Transport Services was hurt by bad weather, and metalworking tools and materials provider Kennametal missed analysts’ earnings estimates and reduced future guidance.

The fund achieved better relative results in the health care sector, where Salix Pharmaceuticals exceeded expectations on the strength of robust sales of a gastrointestinal drug. Investors responded positively when Pacira Pharmaceuticals preannounced strong sales of its EXPAREL liposome injection anesthetic followed by positive data supporting EXPAREL’s expanded use. Medical billing and technology services

4



provider athenahealth benefited from impressive physician additions to its platform, a modest revenue beat, and solid fourth quarter gross margins. Biotechnology firms Alkermes and Cepheid also fared well. In the financials sector, investment manager Waddell & Reed Financial benefited from rising equity markets, and real estate manager CBRE Group prospered in the recovering real estate sector. In other areas, packaged food and beverages producer WhiteWave Foods reported strong sales of organic products.

Finding Growth Opportunities Across Market Sectors

Although valuations have grown richer after recent market rallies, we have continued to identify ample opportunities among small- and midcap stocks. Better weather is expected to unlock pent up consumer demand, and improved business conditions could cause corporations to spend more freely on capital expenditures and mergers-and-acquisitions activity.As of the reporting period’s end, the fund was positioned to participate in a constructive market environment through overweighted exposure to heath care companies and, to a lesser extent, energy companies. We have identified fewer opportunities meeting our growth criteria in the financials and consumer discretionary sectors.

April 15, 2014

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

Small and midsize companies carry additional risks because their earnings and revenues tend to be less predictable, and their share prices more volatile, than those of larger more established companies.

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. — The Russell 2500 Growth Index is an unmanaged index that measures the 
performance of those Russell 2500 companies (the 2,500 smallest companies in the Russell 3000 Index, which is 
composed of the 3,000 largest U. S. companies based on total market capitalization) with higher price-to-book ratios 
and higher forecasted growth values. The total return figure cited for this index assumes change in security prices and 
reinvestment of dividends, but does not reflect the costs of managing a mutual fund. Investors cannot invest directly 
in any index. 

 

The Fund 5



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

As a mutual fund investor, you pay ongoing expenses, such as management fees and other expenses. Using the information below, you can estimate how these expenses affect your investment and compare them with the expenses of other funds.You also may pay one-time transaction expenses, including sales charges (loads) and redemption fees, which are not shown in this section and would have resulted in higher total expenses. For more information, see your fund’s prospectus or talk to your financial adviser.

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus/The Boston Company Small/Mid Cap Growth Fund from October 1, 2013 to March 31, 2014. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 5.28  $ 9.55  $ 4.09  $ 4.09 
Ending value (after expenses)  $ 1,075.00  $ 1,071.20  $ 1,076.80  $ 1,077.30 

 

COMPARING YOUR FUND’S EXPENSES
WITH THOSE OF OTHER FUNDS (Unaudited)

Using the SEC’s method to compare expenses

The Securities and Exchange Commission (SEC) has established guidelines to help investors assess fund expenses. Per these guidelines, the table below shows your fund’s expenses based on a $1,000 investment, assuming a hypothetical 5% annualized return. You can use this information to compare the ongoing expenses (but not transaction expenses or total cost) of investing in the fund with those of other funds.All mutual fund shareholder reports will provide this information to help you make this comparison. Please note that you cannot use this information to estimate your actual ending account balance and expenses paid during the period.

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended March 31, 2014

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000  $ 5.14  $ 9.30  $ 3.98  $ 3.98 
Ending value (after expenses)  $ 1,019.85  $ 1,015.71  $ 1,020.99  $ 1,020.99 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.02% for Class A, 1.85% for Class C, .79% for 
Class I and .79 for ClassY, multiplied by the average account value over the period, multiplied by 182/365 (to 
reflect the one-half year period). 

 

6



STATEMENT OF INVESTMENTS 
March 31, 2014 (Unaudited) 

 

Common Stocks—98.2%  Shares      Value ($) 
Automobiles & Components—.8%         
Tenneco  132,620 a  7,701,243 
Banks—2.4%         
First Republic Bank  159,770      8,625,982 
Prosperity Bancshares  231,930      15,342,169 
        23,968,151 
Capital Goods—13.7%         
AMETEK  186,534      9,604,636 
B/E Aerospace  127,893  a   11,099,833 
Crane  215,360      15,322,864 
Donaldson  362,180      15,356,432 
Fortune Brands Home & Security  273,250      11,498,360 
Hexcel  179,690 a  7,823,703 
ITT  296,230      12,666,795 
Jacobs Engineering Group  240,520  a  15,273,020 
Owens Corning  294,310      12,705,363 
Sensata Technologies Holding  376,530  a  16,055,239 
United Rentals  111,230 a  10,560,176 
        137,966,421 
Commercial & Professional Services—5.6%         
Copart  430,130 a  15,652,431 
Corporate Executive Board  131,912      9,791,828 
IHS, Cl. A  118,530 a  14,401,395 
On Assignment  219,840 a  8,483,626 
Towers Watson & Co., Cl. A  68,901      7,858,159 
        56,187,439 
Consumer Durables & Apparel—6.4%         
Jarden  283,230 a  16,945,651 
PVH  79,790      9,955,398 
Steven Madden  294,470  a  10,595,031 
Tempur Sealy International  249,160  a  12,624,937 
Wolverine World Wide  480,910      13,729,981 
        63,850,998 

 

The Fund  7 

 



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Consumer Services—.9%       
Cheesecake Factory  188,710   8,988,257 
Diversified Financials—1.8%       
Affiliated Managers Group  38,930 a  7,787,946 
Waddell & Reed Financial, Cl. A  139,150   10,244,223 
      18,032,169 
Energy—5.2%       
Exterran Holdings  260,820   11,444,782 
Gulfport Energy  191,140 a  13,605,345 
Helmerich & Payne  123,790   13,314,852 
Laredo Petroleum  547,700 a  14,163,522 
      52,528,501 
Exchange-Traded Funds—1.5%       
iShares Russell 2000 Growth ETF  107,990 b  14,693,119 
Food & Staples Retailing—2.2%       
United Natural Foods  187,177 a  13,274,593 
Whole Foods Market  164,570   8,345,345 
      21,619,938 
Food, Beverage & Tobacco—1.7%       
TreeHouse Foods  89,904 a  6,472,189 
WhiteWave Foods, Cl. A  354,630 a  10,121,140 
      16,593,329 
Health Care Equipment & Services—9.9%       
Acadia Healthcare  157,840 a  7,121,741 
Align Technology  239,110 a  12,383,507 
AmerisourceBergen  111,170   7,291,640 
athenahealth  54,496 a,b  8,732,439 
Catamaran  213,194 a  9,542,563 
Centene  155,220 a  9,662,445 
Cooper  157,910   21,690,518 
Endologix  381,590 a  4,911,063 
MEDNAX  124,040 a  7,687,999 
Universal Health Services, Cl. B  117,380   9,633,377 
      98,657,292 

 

8



Common Stocks (continued)  Shares   Value ($) 
Materials—5.5%       
Airgas  174,490   18,584,930 
Constellium, Cl. A  405,290   11,895,261 
Flotek Industries  256,940 a  7,155,779 
Scotts Miracle-Gro, Cl. A  284,190   17,415,163 
      55,051,133 
Media—3.2%       
IMAX  443,900 a,b  12,131,787 
Interpublic Group of Cos.  574,720   9,850,701 
Lions Gate Entertainment  364,355   9,739,209 
      31,721,697 
Pharmaceuticals, Biotech &       
  Life Sciences—8.9%       
Alkermes  368,720 a  16,256,865 
Bruker  458,570 a  10,450,810 
Cepheid  160,090 a  8,257,442 
Nektar Therapeutics  884,664 a  10,722,128 
NPS Pharmaceuticals  338,110 a  10,119,632 
Pacira Pharmaceuticals  107,920 a  7,553,321 
PAREXEL International  133,900 a  7,242,651 
Salix Pharmaceuticals  177,190 a  18,358,656 
      88,961,505 
Real Estate—1.5%       
CBRE Group, Cl. A  562,170 a  15,420,323 
Retailing—4.0%       
GNC Holdings, Cl. A  165,020   7,264,180 
HomeAway  212,080 a  7,989,054 
LKQ  515,620 a  13,586,587 
Williams-Sonoma  166,050   11,065,572 
      39,905,393 
Semiconductors & Semiconductor       
Equipment—4.5%       
Mellanox Technologies  314,030 a,b  12,287,994 
Microchip Technology  390,560 b  18,653,146 

 

The Fund  9 

 



STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares   Value ($) 
Semiconductors & Semiconductor       
Equipment (continued)       
Teradyne  697,220 b  13,867,706 
      44,808,846 
Software & Services—15.1%       
ANSYS  155,220 a  11,955,044 
BroadSoft  315,510 a  8,433,582 
CommVault Systems  160,860 a  10,447,857 
FleetMatics Group  283,360 a,b  9,478,392 
Imperva  165,730 a  9,231,161 
Informatica  370,320 a  13,990,690 
LogMeIn  219,520 a  9,854,253 
MAXIMUS  305,640   13,711,010 
Proofpoint  313,970 a  11,642,008 
Q2 Holdings  14,894 a  231,304 
Sapient  594,060 a  10,134,664 
SolarWinds  264,660 a  11,282,456 
SS&C Technologies Holdings  255,250 a  10,215,105 
Synopsys  555,320 a  21,329,841 
      151,937,367 
Technology Hardware &       
Equipment—1.0%       
Commscope Holding  393,670   9,715,776 
Transportation—2.4%       
J.B. Hunt Transport Services  190,250   13,682,780 
Spirit Airlines  168,800 a  10,026,720 
      23,709,500 
Total Common Stocks       
(cost $813,137,015)      982,018,397 
 
Other Investment—1.8%       
Registered Investment Company;       
Dreyfus Institutional Preferred       
Plus Money Market Fund       
(cost $18,334,830)  18,334,830 c  18,334,830 

 

10



Investment of Cash Collateral         
for Securities Loaned—5.5%  Shares   Value ($)  
Registered Investment Company;         
Dreyfus Institutional Cash Advantage Fund         
(cost $55,467,672)  55,467,672 c  55,467,672  
Total Investments (cost $886,939,517)  105.5 %  1,055,820,899  
Liabilities, Less Cash and Receivables  (5.5 %)  (55,263,384 ) 
Net Assets  100.0 %  1,000,557,515  

 

ETF—Exchange-Traded Fund

a Non-income producing security. 
b Security, or portion thereof, on loan.At March 31, 2014, the value of the fund’s securities on loan was 
$55,456,811 and the value of the collateral held by the fund was $55,520,558, consisting of cash collateral of 
$55,467,672 and U.S. Government & Agency securities valued at $52,886. 
c Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Software & Services  15.1  Media  3.2 
Capital Goods  13.7  Banks  2.4 
Health Care Equipment & Services  9.9  Transportation  2.4 
Pharmaceuticals,    Food & Staples Retailing  2.2 
  Biotech & Life Sciences  8.9  Diversified Financials  1.8 
Money Market Investments  7.3  Food, Beverage & Tobacco  1.7 
Consumer Durables & Apparel  6.4  Exchange-Traded Funds  1.5 
Commercial & Professional Services  5.6  Real Estate  1.5 
Materials  5.5  Technology Hardware & Equipment  1.0 
Energy  5.2  Consumer Services  .9 
Semiconductors &    Automobiles & Components  .8 
Semiconductor Equipment  4.5     
Retailing  4.0    105.5 
 
† Based on net assets.       
See notes to financial statements.       

 

The Fund 11



STATEMENT OF ASSETS AND LIABILITIES 
March 31, 2014 (Unaudited) 

 

      Cost  Value  
Assets ($):           
Investments in securities—See Statement of Investments (including       
   securities on loan, valued at $55,456,811)—Note 1(b):       
Unaffiliated issuers      813,137,015  982,018,397  
Affiliated issuers      73,802,502  73,802,502  
Cash        829,125  
Receivable for investment securities sold      9,927,595  
Receivable for shares of Beneficial Interest subscribed    1,212,294  
Dividends and securities lending income receivable      202,307  
Prepaid expenses        146,672  
        1,068,138,892  
Liabilities ($):           
Due to The Dreyfus Corporation and affiliates—Note 3(c)    647,098  
Liability for securities on loan—Note 1(b)      55,467,672  
Payable for investment securities purchased      10,194,882  
Payable for shares of Beneficial Interest redeemed      1,093,157  
Accrued expenses        178,568  
        67,581,377  
Net Assets ($)        1,000,557,515  
Composition of Net Assets ($):           
Paid-in capital        786,406,860  
Accumulated Investment (loss)—net      (1,343,370 ) 
Accumulated net realized gain (loss) on investments      46,612,643  
Accumulated net unrealized appreciation         
  (depreciation) on investments        168,881,382  
Net Assets ($)        1,000,557,515  
 
 
Net Asset Value Per Share           
  Class A  Class C  Class I  Class Y  
Net Assets ($)  239,214,610  24,627,500  628,416,684  108,298,721  
Shares Outstanding  13,308,855  1,453,208  34,399,815  5,926,248  
Net Asset Value Per Share ($)  17.97  16.95  18.27  18.27  
 
See notes to financial statements.           

 

12



STATEMENT OF OPERATIONS     
Six Months Ended March 31, 2014 (Unaudited)     
 
 
 
 
Investment Income ($):     
Income:     
Cash dividends (net of $5,194 foreign taxes withheld at source):     
    Unaffiliated issuers  2,289,752  
Affiliated issuers  8,790  
Income from securities lending—Note 1(b)  223,287  
Total Income  2,521,829  
Expenses:     
Investment advisory fee—Note 3(a)  2,689,383  
Shareholder servicing costs—Note 3(c)  782,486  
Administration fee—Note 3(a)  72,298  
Registration fees  71,803  
Prospectus and shareholders’ reports  64,073  
Distribution fees—Note 3(b)  57,462  
Custodian fees—Note 3(c)  41,984  
Trustees’ fees and expenses—Note 3(d)  41,923  
Professional fees  26,488  
Loan commitment fees—Note 2  4,592  
Miscellaneous  15,145  
Total Expenses  3,867,637  
Less—reduction in fees due to earnings credits—Note 3(c)  (258 ) 
Net Expenses  3,867,379  
Investment (Loss)—Net  (1,345,550 ) 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  75,659,166  
Net unrealized appreciation (depreciation) on investments  (10,840,288 ) 
Net Realized and Unrealized Gain (Loss) on Investments  64,818,878  
Net Increase in Net Assets Resulting from Operations  63,473,328  
 
See notes to financial statements.     

 

The Fund 13



STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013a  
Operations ($):         
Investment (loss)—net  (1,345,550 )  (910,979 ) 
Net realized gain (loss) on investments  75,659,166   105,195,638  
Net unrealized appreciation         
(depreciation) on investments  (10,840,288 )  80,229,259  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  63,473,328   184,513,918  
Dividends to Shareholders from ($):         
Net realized gain on investments:         
Class A  (22,918,565 )  (10,591,811 ) 
Class C  (1,334,731 )  (165,811 ) 
Class I  (68,005,735 )  (39,569,772 ) 
Class Y  (122 )   
Total Dividends  (92,259,153 )  (50,327,394 ) 
Beneficial Interest Transactions ($):         
Net proceeds from shares sold:         
Class A  52,992,140   35,575,263  
Class C  17,444,752   5,126,829  
Class I  139,777,630   167,413,489  
Class Y  113,548,555   1,000  
Dividends reinvested:         
Class A  22,257,399   10,214,754  
Class C  1,312,211   149,491  
Class I  57,620,213   33,795,640  
Cost of shares redeemed:         
Class A  (21,994,267 )  (19,101,349 ) 
Class C  (598,428 )  (911,306 ) 
Class I  (154,586,186 )  (212,027,715 )b 
Class Y  (4,597,056 )   
Increase (Decrease) in Net Assets from         
Beneficial Interest Transactions  223,176,963   20,236,096  
Total Increase (Decrease) in Net Assets  194,391,138   154,422,620  
Net Assets ($):         
Beginning of Period  806,166,377   651,743,757  
End of Period  1,000,557,515   806,166,377  
Undistributed investment income (loss)—net  (1,343,370 )  2,180  

 

14



  Six Months Ended      
  March 31, 2014   Year Ended  
  (Unaudited)   September 30, 2013a  
Capital Share Transactions:         
Class Ac         
Shares sold  2,921,208   2,197,409  
Shares issued for dividends reinvested  1,296,296   729,625  
Shares redeemed  (1,223,770 )  (1,202,638 ) 
Net Increase (Decrease) in Shares Outstanding  2,993,734   1,724,396  
Class Cc         
Shares sold  1,016,363   315,189  
Shares issued for dividends reinvested  80,851   11,123  
Shares redeemed  (35,279 )  (59,075 ) 
Net Increase (Decrease) in Shares Outstanding  1,061,935   267,237  
Class I         
Shares sold  7,583,249   10,187,123  
Shares issued for dividends reinvested  3,303,911   2,386,698  
Shares redeemed  (8,351,664 )  (12,878,782 ) 
Net Increase (Decrease) in Shares Outstanding  2,535,496   (304,961 ) 
Class Y         
Shares sold  6,179,445   58.28  
Shares redeemed  (253,255 )   
Net Increase (Decrease) in Shares Outstanding  5,926,190   58.28  

 

a Effective July 1, 2013, the fund commenced offering ClassY shares. 
b Includes redemption-in-kind amounting to $71,300,269. 
c During the period ended September 30, 2013, 6,859 Class C shares representing $110,285 were exchanged for 
6,557 Class A shares. 

 

See notes to financial statements.

The Fund 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.

Six Months Ended                      
  March 31, 2014       Year Ended September 30,      
Class A Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  18.76   15.82   12.95   12.26   11.10   8.36  
Investment Operations:                         
Investment (loss)—netb  (.04 )  (.06 )  (.06 )  (.06 )  (.04 )  (.02 ) 
Net realized and unrealized                         
gain (loss) on investments  1.35   4.20   4.08   .75   1.20   2.76  
Total from                         
Investment Operations  1.31   4.14   4.02   .69   1.16   2.74  
Distributions:                         
Dividends from net realized                         
gain on investments  (2.10 )  (1.20 )  (1.15 )       
Net asset value, end of period  17.97   18.76   15.82   12.95   12.26   11.10  
Total Return (%)c  7.50 d  28.73   32.36   5.63   10.45   32.78  
Ratios/Supplemental Data (%):                      
Ratio of total expenses                         
to average net assets  1.02 e  1.02   1.08   1.09   1.12   1.26  
Ratio of net expenses                         
to average net assets  1.02 e  1.02   1.08   1.09   1.12   1.25  
Ratio of net investment (loss)                         
to average net assets  (.46 )e  (.34 )  (.37 )  (.45 )  (.35 )  (.37 ) 
Portfolio Turnover Rate  75.83 d  124.25   153.75   180.82   191.46   278.73  
Net Assets, end of period                         
($ x 1,000)  239,215   193,470   135,904   107,696   107,796   186  

 

a  From March 31, 2009 (commencement of initial offering) to September 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.

16



Six Months Ended                      
  March 31, 2014       Year Ended September 30,      
Class C Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  17.87   15.26   12.63   12.06   11.05   8.36  
Investment Operations:                         
Investment (loss)—netb  (.11 )  (.20 )  (.18 )  (.18 )  (.13 )  (.06 ) 
Net realized and unrealized                         
gain (loss) on investments  1.29   4.01   3.96   .75   1.14   2.75  
Total from                         
Investment Operations  1.18   3.81   3.78   .57   1.01   2.69  
Distributions:                         
Dividends from net realized                         
gain on investments  (2.10 )  (1.20 )  (1.15 )       
Net asset value, end of period  16.95   17.87   15.26   12.63   12.06   11.05  
Total Return (%)c  7.12 d  27.54   31.21   4.73   9.14   32.18  
Ratios/Supplemental Data (%):                      
Ratio of total expenses                         
to average net assets  1.85 e  1.92   1.97   1.95   1.99   2.16  
Ratio of net expenses                         
to average net assets  1.85 e  1.92   1.97   1.95   1.99   2.00  
Ratio of net investment (loss)                         
to average net assets  (1.27 )e  (1.29 )  (1.24 )  (1.31 )  (1.21 )  (1.20 ) 
Portfolio Turnover Rate  75.83 d  124.25   153.75   180.82   191.46   278.73  
Net Assets, end of period                         
($ x 1,000)  24,628   6,991   1,893   1,124   1,091   13  

 

a  From March 31, 2009 (commencement of initial offering) to September 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.

The Fund 17



FINANCIAL HIGHLIGHTS (continued)

Six Months Ended                      
  March 31, 2014       Year Ended September 30,      
Class I Shares  (Unaudited)   2013   2012   2011   2010   2009 a 
Per Share Data ($):                         
Net asset value,                         
beginning of period  19.01   15.98   13.03   12.29   11.10   11.97  
Investment Operations:                         
Investment (loss)—netb  (.02 )  (.01 )  (.01 )  (.02 )  (.01 )  (.00 )c 
Net realized and unrealized                         
gain (loss) on investments  1.38   4.24   4.11   .76   1.20   (.87 ) 
Total from                         
Investment Operations  1.36   4.23   4.10   .74   1.19   (.87 ) 
Distributions:                         
Dividends from net realized                         
gain on investments  (2.10 )  (1.20 )  (1.15 )       
Net asset value, end of period  18.27   19.01   15.98   13.03   12.29   11.10  
Total Return (%)  7.68 d  29.03   32.81   6.02   10.72   (7.27 ) 
Ratios/Supplemental Data (%):                      
Ratio of total expenses                         
to average net assets  .79 e  .75   .78   .77   .81   .93  
Ratio of net expenses                         
to average net assets  .79 e  .75   .78   .77   .81   .93  
Ratio of net investment (loss)                         
to average net assets  (.23 )e  (.06 )  (.07 )  (.14 )  (.05 )  (.01 ) 
Portfolio Turnover Rate  75.83 d  124.25   153.75   180.82   191.46   278.73  
Net Assets, end of period                         
($ x 1,000)  628,417   605,704   513,947   341,406   293,126   168,631  

 

a The fund changed to a multiple class fund on March 31, 2009.The existing shares were redesignated as Class I shares. 
b Based on average shares outstanding at each month end. 
c Amount represents less than $.01 per share. 
d Not annualized. 
e Annualized. 

 

See notes to financial statements.

18



  Six Months Ended      
  March 31, 2014   Year Ended  
Class Y Shares  (Unaudited)   September 30, 2013a  
Per Share Data ($):         
Net asset value, beginning of period  19.01   17.16  
Investment Operations:         
Investment (loss)—netb  (.01 )  (.01 ) 
Net realized and unrealized         
   gain (loss) on investments  1.37   1.86  
Total from Investment Operations  1.36   1.85  
Distributions:         
Dividends from net realized gain on investments  (2.10 )   
Net asset value, end of period  18.27   19.01  
Total Return (%)c  7.73   10.78  
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assetsd  .79   .72  
Ratio of net expenses to average net assetsd  .79   .72  
Ratio of net investment (loss)         
to average net assetsd  (.16 )  (.26 ) 
Portfolio Turnover Rate  75.83 c  124.25  
Net Assets, end of period ($ x 1,000)  108,299   1  

 

a  From July 1, 2013 (commencement of initial offering) to September 30, 2013. 
b  Based on average shares outstanding at each month end. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

The Fund 19



NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus/The Boston Company Small/Mid Cap Growth Fund (the “fund”) is a separate diversified series of Dreyfus Investment Funds (the “Trust”), 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 seven series, including the fund.The fund’s investment objective is to seek long-term growth of capital. 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.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares. The fund is authorized to issue an unlimited number of $.001 par value shares of Beneficial Interest in each of the following classes of shares: Class A, Class C, Class I and ClassY. Class A and Class C shares are sold primarily to retail investors through financial intermediaries and bear a Distribution and/or Shareholder Services Plan fees. Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold primarily to bank trust departments and other financial service providers (including The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, and its affiliates), 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 Plan fees. Class I shares are offered without a front-end sales charge or CDSC. Class I and ClassY shares are offered at net asset value generally to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs, and certain voting rights.

20



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

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

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

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

The Fund 21



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

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

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

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

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

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

22



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 Trust’s Board of Trustees. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold, and public trading in similar securities of the issuer or comparable issuers.These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

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

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

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic         
Common Stocks  933,819,838      933,819,838 
Equity Securities—         
Foreign         
Common Stocks  33,505,440      33,505,440 
Exchange-Traded         
Funds  14,693,119      14,693,119 
Mutual Funds  73,802,502      73,802,502 

 

  See Statement of Investments for additional detailed categorizations. 

 

The Fund 23



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

Pursuant to a securities lending agreement with The Bank of New York Mellon, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency securities.The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner,The Bank of NewYork Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended March 31, 2014, The Bank of New York Mellon earned $51,186 from lending portfolio securities, pursuant to the securities lending agreement.

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

24



in affiliated investment companies during the period ended March 31, 2014 were as follows:

Affiliated           
Investment  Value     Value  Net 
    Company 9/30/2013  ($) Purchases ($) Sales ($)   3/31/2014 ($) Assets (%)
Dreyfus           
Institutional           
Preferred           
Plus Money           
Market           
Fund  28,903,661  240,304,326 250,873,157   18,334,830  1.8 
Dreyfus           
Institutional           
Cash           
Advantage           
Fund  54,771,773  356,802,757 356,106,858   55,467,672  5.5 
Total  83,675,434  597,107,083  606,980,015 73,802,502  7.3 

 

(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gains, if any, are normally declared and paid annually, but the fund may make distributions on a more frequent basis to comply with the distribution requirements of the Internal Revenue Code of 1986, as amended (the “Code”).To the extent that net realized capital gains can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.

The Fund 25



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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

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

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

The fund has an unused capital loss carryover of $16,952,800 available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to September 30, 2013. As a result of the fund’s April 29, 2010 merger with Dreyfus Discovery Fund, capital losses of $16,952,800 are available to offset future gains, if any. Based on certain provisions in the Code, the amount of losses which can be utilized in subsequent years is subject to an annual limitation. This acquired capital loss will expire in fiscal year 2016.

The tax character of distributions paid to shareholders during the fiscal year ended September 30, 2013 was as follows: ordinary income $16,761,795 and long-term capital gains $33,565,599.The tax character of current year distributions will be determined at the end of the current fiscal year.

26



NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $265 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 9, 2013, the unsecured credit facility with Citibank, N.A. was $210 million. 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 March 31, 2014, the fund did not borrow under the Facilities.

NOTE 3—Investment Advisory Fee, Administration Fee and Other Transactions with Affiliates:

(a) Pursuant to an investment advisory agreement with the Manager, the investment advisory fee is computed at the annual rate of .60% of the value of the fund’s average daily net assets and is payable monthly.

The fund has an Accounting and Administration Agreement (the “Administration Agreement”) with Dreyfus, whereby Dreyfus performs administrative and accounting services for the fund. The fund has agreed to compensate Dreyfus for providing accounting services, administration, compliance monitoring, regulatory and shareholder reporting, as well as for related facilities and equipment. The fee is based on the fund’s average daily net assets and computed at the following annual rates: .06% of the first $500 million, .04% of the next $500 million and .02% in excess of $1 billion.

In addition, after applying any expense limitations or fee waivers that reduce the fees paid to Dreyfus for this service, Dreyfus has contractually agreed in writing to waive any remaining fees for this service to the extent that they exceed both Dreyfus’ costs in providing these services

The Fund 27



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

and a reasonable allocation of the costs incurred by Dreyfus and its affiliates related to the support and oversight of these services.The fund also reimburses Dreyfus for the out-of-pocket expenses incurred in performing this service for the fund. Pursuant to the Administration Agreement, the fund was charged $72,298 during the period ended March 31, 2014.

During the period ended March 31, 2014, the Distributor retained $36,418 from commissions earned on sales of the fund’s Class A shares and $282 from CDSCs on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended March 31, 2104, Class C shares were charged $57,462 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended March 31, 2014, Class A and Class C shares were charged $272,862 and $19,154, respectively, pursuant to the Shareholder Services Plan.

Under its terms, the Distribution Plan and Shareholder Services Plan shall remain in effect from year to year, provided such continuance is approved annually by a vote of a majority of those Trustees who are not “interested persons” of the Trust and who have no direct or indirect financial interest in the operation of or in any agreement related to the Distribution Plan or Shareholder Services Plan.

28



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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency and cash management services for the fund. The majority of transfer agency fees are comprised of amounts paid on a per account basis, while cash management fees are related to fund subscriptions and redemptions. During the period ended March 31, 2014, the fund was charged $57,596 for transfer agency services and $3,148 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $258.

The fund compensates The Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund.These fees are determined based on net assets, geographic region and transaction activity. During the period ended March 31, 2014, the fund was charged $41,984 pursuant to the custody agreement.

During the period ended March 31, 2014, the fund was charged $4,547 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: investment advisory fees $501,604, Distribution Plan fees $14,908, Shareholder Services Plan fees $55,811, custodian fees $33,585, Chief Compliance Officer fees $2,285, administration fees $12,624 and transfer agency fees $26,281.

The Fund 29



NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(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 March 31, 2014, amounted to $809,991,634 and $667,287,017, respectively.

At March 31, 2014, accumulated net unrealized appreciation on investments was $168,881,382, consisting of $177,858,495 gross unrealized appreciation and $8,977,113 gross unrealized depreciation.

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

30



PROXY RESULTS (Unaudited)

Dreyfus/The Boston Company Small/Mid Cap Growth Fund held a special meeting of shareholders on April 15, 2014. The proposals considered at the meeting, which became effective as of May 1, 2014, and the results are as follows:

        Shares   
      For  Against  Abstain Uninstructed 
1 .  To approve revising the fund’s         
    fundamental investment restriction         
    on borrowing issuing senior         
    securities and pledging assets.  18,578,452  3,730,341  1,685,759  662,759 
2 .  To approve revising the fund’s         
    fundamental investment restriction         
    on making loans.  18,551,304  3,751,989  1,691,259  662,759 
3 .  To approve revising the fund’s         
    fundamental investment restriction         
    on investing in derivatives.  18,464,018  3,861,003  1,669,531  662,759 
4 .  To approve removing the fund’s         
    fundamental investment restriction         
    regarding issuer diversification.  18,652,262  3,623,074  1,719,216  662,759 
5 .  To approve removing the fund’s         
    fundamental investment         
    restriction on margin.  18,289,686  4,024,182  1,680,684  662,759 
6 .  To approve revising the fund’s         
    Fundamental investment restriction         
    on investing in real estate and         
    real estate-related securities.  18,723,794  3,529,205  1,741,553  662,759 
7 .  To approve removing the fund’s         
    fundamental investment restriction         
    with respect to purchasing         
    additional securities if the fund’s         
    borrowings exceed 5% of         
    it’s net assets.  16,606,596  3,838,790  3,549,166  662,759 
8 .  To approve a sub-investment         
    Advisory Agreement for the fund         
    between Dreyfus and The Boston         
    Company Asset Management LLC.  20,841,889  1,402,402  1,750,261  662,759 
9 .  To approve the implementation         
    of a “manager of managers”         
    arrangement whereby Dreyfus,         
    the fund’s investment adviser,         
    under certain circumstances         
    would be able to hire and replace         
    affiliated and unaffiliated         
    Sub-Advisers for the fund without         
    obtaining shareholder approval.  18,486,749  3,818,604  1,689,199  662,759 

 

The Fund 31



INFORMATION ABOUT THE RENEWAL OF THE 
FUND’S INVESTMENT ADVISORY AND FUND 
ACCOUNTING AND ADMINISTRATIVE SERVICES 
AGREEMENTS AND THE APPROVAL OF THE 
FUND’S SUB-ADVISORY AGREEMENT (Unaudited) 

 

At a meeting of the fund’s Board of Trustees held on October 30-31, 2013 (the “October Board Meeting”), Dreyfus recommended the appointment of The Boston Company Asset Management LLC (“TBCAM”) to serve as a sub-adviser for the fund.The recommendation of TBCAM was based on, among other information, Dreyfus’ review and due diligence report relating toTBCAM and its investment advisory services.The Board members also noted that investment personnel of TBCAM currently serve as dual employees of Dreyfus and TBCAM in managing (as Dreyfus employees) the fund and certain other funds in the Dreyfus Family of Funds for which they serve as Board members and that TBCAM currently serves as sub-adviser to certain other funds in the Dreyfus Family of Funds.

At the October Board Meeting, the Board, all of whose members are not “interested persons” (as defined in the Investment Company Act of 1940, as amended (the “1940 Act”) of the fund (“Independent Trustees”), considered and approved the Sub-Investment Advisory Agreement between Dreyfus and TBCAM (the “TBCAM Sub-Advisory Agreement”) for the fund. In determining whether to approve the TBCAM Sub-Advisory Agreement, the Board considered the materials prepared by Dreyfus and other information received in advance of the October Board Meeting, which included: (i) a copy of the TBCAM Sub-Advisory Agreement between Dreyfus and TBCAM; (ii) information regarding the process by which Dreyfus selected and recommended TBCAM for Board approval; (iii) information regarding the nature, extent and quality of the services TBCAM would provide to the fund; (iv) information regarding TBCAM’s investment process, reputation, investment management business, personnel and operations; (v) information regarding TBCAM’s brokerage and trading policies and practices; (vi) information regarding the level of sub-investment advisory fee to be charged by TBCAM; (vii) information regarding TBCAM ‘s compliance program; (viii) information regarding the historical performance returns of the fund, with such

32



performance compared to relevant indices; and (ix) information regarding TBCAM ‘s financial condition. The Board also considered the substance of discussions with representatives of Dreyfus at the October Board Meeting. Additionally, the Board reviewed materials supplied by counsel that were prepared for use by the Board in fulfilling its duties under the 1940 Act.

Nature, Extent and Quality of Services to be Provided by TBCAM. In examining the nature, extent and quality of the services to be provided by TBCAM to the fund, the Board considered (i) TBCAM’s organization, history, reputation, qualification and background, as well as the qualifications of its personnel; (ii) its expertise in providing portfolio management services to other similar investment portfolios; (iii) its investment strategy for the fund; (iv) its long- and short-term performance relative to unmanaged indices; and (v) its compliance program. The Board specifically took into account TBCAM ‘s investment process and research resources and capabilities.The Board also discussed the acceptability of the terms of the TBCAM Sub-Advisory Agreement.The Board also considered the review process undertaken by Dreyfus, and Dreyfus’ favorable assessment of the nature and quality of the sub-investment advisory services expected to be provided to the fund by TBCAM.The Board concluded that the fund will benefit from the quality and experience of TBCAM’s investment professionals. Based on their consideration and review of the foregoing information, the Board concluded that the nature, extent and quality of the sub-investment advisory services to be provided by TBCAM were adequate and appropriate in light of TBCAM’s experience in managing small/mid cap equity assets, TBCAM’s portfolio management and research resources to be applied in managing the fund’s portfolio, and Dreyfus’ recommendation to engage TBCAM, and supported a decision to approve the TBCAM Sub-Advisory Agreement.

The Fund 33



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE SERVICES 
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY 
AGREEMENT (Unaudited) (continued) 

 

Investment Performance of TBCAM.The Board considered the investment performance of the fund, which is managed by dual employees of Dreyfus and TBCAM, as a factor in evaluating the TBCAM Sub-Advisory Agreement during the October Board Meeting. The Board also discussed with representatives of Dreyfus the investment strategies employed by TBCAM in the management of the fund’s assets. The Board noted TBCAM’s reputation and experience with respect to small/mid cap equity investing, each portfolio manager’s experience, and Dreyfus’ experience in selecting, evaluating, and overseeing investment managers. Based on these factors, the Board supported a decision to approve the TBCAM Sub-Advisory Agreement.

Costs of Services to be Provided. The Board considered the proposed fee payable under the TBCAM Sub-Advisory Agreement, noting that the proposed fee would be paid by Dreyfus, and not the fund, and, thus, would not impact the fee paid by the fund.The Board concluded that the proposed fee payable to TBCAM by Dreyfus in its capacity as sub-adviser was reasonable and appropriate.

Profitability and Economies of Scale to be Realized. The Board recognized that, becauseTBCAM’s fee would be paid by Dreyfus, and not the fund, an analysis of profitability and economies of scale was more appropriate in the context of the Board’s consideration of the Investment Advisory Agreement for the fund pursuant to which Dreyfus provides the fund with investment advisory services (the “Investment Advisory Agreement”).Accordingly, considerations of profitability and economies of scale with respect to TBCAM were not relevant to the Board’s determination to approve the TBCAM Sub-Advisory Agreement.

The Board also considered whether there were any ancillary benefits that may accrue to TBCAM and its affiliates as a result of TBCAM’s relationship with the fund. The Board concluded that TBCAM may direct fund brokerage transactions to certain brokers to obtain research and other services. However, the Board noted that TBCAM is required to select brokers who meet the fund’s requirements for seeking best execution, and that Dreyfus will monitor and evaluate TBCAM’s trade

34



execution with respect to fund brokerage transactions on a quarterly basis and will provide reports to the Board on these matters. In addition, the Board recognized that, because TBCAM is a subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), BNY Mellon will benefit from the sub-investment advisory fee paid by Dreyfus to TBCAM.The Board concluded that the benefits that were expected to accrue to TBCAM and its affiliates by virtue of its relationship with the fund were reasonable.

In considering the materials and information described above, the Independent Trustees received assistance from, and met separately with, their independent legal counsel, and were provided with a written description of their statutory responsibilities and the legal standards that are applicable to the approval of investment advisory and sub-investment advisory agreements.

After full consideration of the factors discussed above, with no single factor identified as being of paramount importance, the Board, all of whose members are Independent Trustees, with the assistance of independent legal counsel, concluded that the initial approval of the TBCAM Sub-Advisory Agreement was in the best interests of the fund, and approved the TBCAM Sub-Advisory Agreement.

———————

At a meeting of the fund’s Board of Trustees held on February 19-20, 2014 (the “February 2014 Board Meeting”), the Board considered the renewal of the fund’s Investment Advisory Agreement and Administration Agreement, pursuant to which Dreyfus provides the fund with investment advisory services and administrative services (together, the “Agreement”). A Dreyfus representative reminded the Board members that the TBCAM Sub-Advisory Agreement was not being considered for renewal by the Board at the February 2014 Board Meeting.The Board members, all of whom are Independent Trustees were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representa-

The Fund 35



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE SERVICES 
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY 
AGREEMENT (Unaudited) (continued) 

 

tives. In considering the renewal of the Agreement, 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 considered information provided to them at the February 2014 Board Meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. 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 (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board 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 also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board 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 December 31, 2013, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the

36



“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 the date of its analysis. 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 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 (ranking highest in the Performance Group in the three-, four- and ten-year periods), except the five-year period when the fund’s performance was at the Performance Group median. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board 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.The Board noted that the fund’s contractual management fee was below the Expense Group median and the fund’s actual management fee (lowest in the Expense Group) and total expenses were below the Expense Group and Expense Universe medians.

Dreyfus representatives noted that, in connection with the Administration Agreement and its related fees, Dreyfus has contractually agreed to waive any fees to the extent that such fees exceed Dreyfus’ costs in providing the services contemplated under the Administration Agreement.

Dreyfus representatives reviewed with the Board the management or investment advisory fees (1) paid by funds advised or administered by Dreyfus that are in the same Lipper category as the fund and (2) paid to Dreyfus or the Dreyfus-affiliated primary employer of the fund’s

The Fund 37



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE SERVICES 
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY 
AGREEMENT (Unaudited) (continued) 

 

primary portfolio manager(s) for advising any separate accounts and/or other types of client portfolios that are considered to have similar investment strategies and policies as the fund (the “Similar Clients”), and explained the nature of the Similar Clients.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 considered the relevance of the fee information provided for the Similar Clients to evaluate the appropriateness and reasonableness of the fund’s management fee.

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 aggregate profitability percentage to Dreyfus of managing the funds in the Dreyfus fund complex, 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 fee waiver in effect pursuant to the Administration Agreement. The Board also 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 considered on the advice of its counsel the profitability analysis (1) as part of its evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, 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. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in

38



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 also considered potential benefits to Dreyfus from acting as investment adviser 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 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 services provided by Dreyfus are adequate and appropriate.

  • The Board was satisfied with the fund’s performance.

  • 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.

In evaluating the Agreement, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates, of the fund and the services provided to the fund by Dreyfus.The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreement, including information on the investment performance of the fund in

The Fund 39



INFORMATION ABOUT THE RENEWAL OF THE FUND’S INVESTMENT 
ADVISORY AND FUND ACCOUNTING AND ADMINISTRATIVE SERVICES 
AGREEMENTS AND THE APPROVAL OF THE FUND’S SUB-ADVISORY 
AGREEMENT (Unaudited) (continued) 

 

comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, 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 and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years. The Board determined that renewal of the Agreement was in the best interests of the fund and its shareholders.

40





For More Information


Telephone Call your financial representative or 1-800-DREYFUS

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

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

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


 

 

Item 2.       Code of Ethics.

                  Not applicable.

Item 3.       Audit Committee Financial Expert.

                  Not applicable.

Item 4.       Principal Accountant Fees and Services.

                  Not applicable.

Item 5.       Audit Committee of Listed Registrants.

                  Not applicable.

Item 6.       Investments.

(a)              Not applicable.

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

                  Not applicable.

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

Not applicable.

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

                  Not applicable. 

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

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

Item 11.     Controls and Procedures.

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

 

 


 

 

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

Item 12.     Exhibits.

(a)(1)   Not applicable.

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

(a)(3)   Not applicable.

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

 

 


 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Dreyfus Investment Funds

By: /s/ Bradley J. Skapyak

Bradley J. Skapyak,

President

 

Date:

May 22, 2014

 

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

 

By: /s/ Bradley J. Skapyak

Bradley J. Skapyak,

President

 

Date:

May 22, 2014

 

By: /s/ James Windels

James Windels,

Treasurer

 

Date:

May 22, 2014

 

 

 

 


 

 

EXHIBIT INDEX

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

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