N-CSR 1 form6155.htm SEMI-ANNUAL REPORT form6155.htm - Generated by SEC Publisher for SEC Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number  811-3940 

Strategic Funds, Inc.
(Exact name of Registrant as specified in charter)

c/o The Dreyfus Corporation
200 Park Avenue
New York, New York 10166
(Address of principal executive offices) (Zip code)

Michael A. Rosenberg, Esq.
200 Park Avenue
New York, New York 10166
(Name and address of agent for service)

Registrant's telephone number, including area code:  (212) 922-6000 
Date of fiscal year end:  11/30   
Date of reporting period:  5/31/09   

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

Global Stock Fund
International Stock Fund
Dreyfus U.S. Equity Fund
Dreyfus Select Managers Small Cap Value Fund


FORM N-CSR

Item 1.  Reports to Stockholders. 




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

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



  Contents
  THE FUND
2      A Letter from the CEO
3      Discussion of Fund Performance
6      Understanding Your Fund’s Expenses
6      Comparing Your Fund’s Expenses With Those of Other Funds
7      Statement of Investments
10      Statement of Assets and Liabilities
11      Statement of Operations
12      Statement of Changes in Net Assets
14      Financial Highlights
17      Notes to Financial Statements
  FOR MORE INFORMATION
  Back Cover

Global Stock Fund

The Fund


A LETTER FROM THE CEO

Dear Shareholder:

We present to you this semiannual report for Global Stock Fund, covering the 6-month period from December 1, 2008, through May 31, 2009.

The international equities markets went on a wild ride over the reporting period, with stocks in most markets plummeting during the fall of 2008 and rebounding strongly in the spring of 2009. In supporting the recent rally, investors apparently shrugged off more bad economic news, including rising unemployment and economic contraction in many regions of the world. Yet, the market rebound proved to be robust, particularly in the emerging markets, which posted double-digit returns over the final three months of the reporting period.

These enormous swings leave investors to wonder if the market is forecasting sustainable economic improvement, or could this be a bear market rally where stocks reach such depressed levels that even the slightest hint of good news lifts prices. We generally have remained cautious in the absence of real economic progress, but the market’s gyrations illustrate an important feature of many market rallies—when they snap back, the rebounds are often quick and sharp, potentially leaving investors on the sidelines. That’s why we encourage you to speak regularly with your financial consultant, who can discuss with you the potential benefits of adhering to a long-term investment strategy tailored to your current investment needs and future goals.

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

Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
June 15, 2009

2



DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2008, through May 31, 2009, as provided by Jane Henderson and Roy Leckie of Walter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the six-month period ended May 31, 2009, Global Stock Fund’s Class A shares produced a return of 18.79%, Class C shares returned 18.35% and Class I shares returned 19.10%.1 In comparison, the fund’s benchmark index, the Morgan Stanley Capital International World Index (the “MSCI World Index”), produced a 10.26% return over the same period.2

Global equity markets proved highly volatile over the reporting period, as steep declines stemming from a global recession and banking crisis early in the reporting period were largely offset by a sustained rally in the spring of 2009.The fund produced higher returns than its benchmark, primarily due to its focus on companies that we believed were prepared to weather the downturn successfully.

The Fund’s Investment Approach

The fund seeks long-term total return by investing in stocks of companies with any market capitalization that are located in the world’s developed markets. When selecting stocks, we seek companies with fundamental strengths that indicate the potential for sustainable growth. Walter Scott focuses on individual stock selection through extensive fundamental research. We first select candidates for investment that meet certain broad absolute and trend criteria. Financial statements are restated in an effort to identify the nature of their operating margins and to understand the variables that add value to their businesses. Companies meeting the financial criteria are subjected to a detailed investigation of their products, cost and pricing, competition, industry position and outlook. Stocks are then selected whose expected growth rate is available at a reasonable valuation.

The Fund 3


DISCUSSION OF FUND PERFORMANCE (continued)

Late Market Rally Offset Earlier Slump

Global stock markets fell sharply over the first half of the reporting period, adding to earlier declines in the wake of the escalation of an ongoing credit crisis and the failures of some of the world’s major financial institutions.The market’s credit-related struggles were intensified by a deepening global recession as unemployment rates surged, housing markets struggled and consumer confidence plunged throughout the world.

The recession and banking crisis were addressed aggressively by government and monetary authorities,as central banks reduced interest rates and injected liquidity into their financial systems, and government officials rescued a number of troubled corporations while enacting legislation to stimulate their economies.These measures bolstered investor sentiment, and most markets rallied strongly over the reporting period’s second half. While some analysts reportedly have identified “green shoots” of incipient economic recovery, we have yet to see actual evidence of a sustainable rebound.

Defensive Posture Helped Fuel Outperformance

When the downturn intensified in the months before the start of the reporting period, we adopted a more defensive investment posture, emphasizing companies that appeared poised to survive a deep and prolonged recession. Consequently, our bottom-up approach to security selection proved to be a greater driver of the fund’s outperformance to its benchmark than our country or sector allocation strategies. Indeed, the fund experienced greater turnover of individual holdings during the reporting period than has historically been the norm, as we took advantage of opportunities to purchase shares of fundamentally strong companies at what we regarded as attractively low prices.

The fund received especially positive contributions to performance from the energy and industrials sectors.Most notably,China National Offshore Oil Corporation reported rising sales and earnings as it boosted production through the use of enhanced oil recovery techniques in mature fields in Bohai Bay. Canadian oil producer Suncor Energy gained value after announcing a planned merger with PetroCanada.Swiss industrial services conglomerate SGS encountered robust demand for its environmental, energy and cargo inspection services despite the slowing global economy.

4


The fund also benefited from relatively light exposure to the troubled financial services industry, which continued to struggle during the reporting period.

Although disappointments proved relatively mild over the past six months, some fund holdings lagged market averages. Hong Kong power utility CLP Holdings and U.S. health care giant Johnson & Johnson’s stock prices faltered when investors turned toward less defensive companies as the market rallied. U.S.-based medical equipment maker C. R. Bard suffered a mild setback due to adverse foreign currency exchange rates and inventory reductions by distributors.

Positioned for a Prolonged Downturn

In our view, the global economy and banking system must address a number of issues before they can stage sustained and robust recoveries. Still, the financial markets are flowing more smoothly, as evidenced by improved liquidity and record securities issuance, and monetary policies throughout the world have been highly stimulative.Therefore, barring unexpected shocks, we expect meaningful signs of economic recovery to emerge over the next year. In the meantime, we remain watchful for bouts of renewed volatility in global equity markets.

Although we have maintained a fully invested posture, we have continued to focus on fundamentally strong businesses with the ability to weather the economic storm. In our judgment, such companies are likely to prosper during an eventual global economic rebound.

June 15, 2009

1  Total return includes reinvestment of dividends and any capital gains paid, and does not take into 
  consideration the maximum initial sales charge in the case of Class A shares, or the applicable 
  contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these 
  charges been reflected, returns would have been lower. Past performance is no guarantee of future 
  results. Share price and investment return fluctuate such that upon redemption, fund shares may be 
  worth more or less than their original cost. Return figures provided reflect the absorption of certain 
  fund expenses by The Dreyfus Corporation pursuant to an undertaking in effect through April 1, 
  2010, at which time it may be extended, terminated or modified. Had these expenses not been 
  absorbed, the fund’s returns would have been lower. 
2  SOURCE: LIPPER INC. — Reflects reinvestment of net dividends and, where applicable, 
  capital gain distributions.The Morgan Stanley Capital International (MSCI) World Index is an 
  unmanaged index of global stock market performance, including the United States, Canada, 
  Europe,Australia, New Zealand and the Far East. 

The Fund 5


UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Global Stock Fund from December 1, 2008 to May 31, 2009. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

  Expenses and Value of a $1,000 Investment
assuming actual returns for the six months ended May 31, 2009

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 8.02  $ 11.92  $ 5.63 
Ending value (after expenses)  $1,187.90  $1,183.50  $1,191.00 

  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 May 31, 2009

  Class A  Class C  Class I 
Expenses paid per $1,000  $ 7.39  $ 11.00  $ 5.19 
Ending value (after expenses)  $1,017.60  $1,014.01  $1,019.80 

† Expenses are equal to the fund’s annualized expense ratio of 1.47% for Class A, 2.19% for Class C and 1.03% 
   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

May 31, 2009 (Unaudited)

Common Stocks—97.2%  Shares  Value ($) 
Australia—2.1%     
Woodside Petroleum  110,000  3,837,730 
Brazil—2.1%     
Petroleo Brasileiro (Preferred), ADR  110,000  3,846,700 
Canada—2.1%     
Suncor Energy  112,000  3,923,975 
France—6.7%     
Cie Generale d’Optique Essilor International  76,000  3,501,175 
Danone  62,000  3,089,297 
L’Oreal  45,000  3,557,839 
LVMH Moet Hennessy Louis Vuitton  26,500  2,203,115 
    12,351,426 
Germany—1.4%     
Adidas  68,000  2,488,251 
Hong Kong—9.5%     
China Mobile  325,000  3,184,315 
CLP Holdings  540,000  3,635,358 
CNOOC  2,710,000  3,582,608 
Hong Kong & China Gas  1,700,050  3,437,583 
Hutchison Whampoa  520,000  3,657,040 
    17,496,904 
Japan—20.3%     
Canon  107,000  3,552,425 
Chugai Pharmaceutical  192,000  3,506,815 
Daikin Industries  98,000  3,029,448 
Denso  108,000  2,593,538 
Fanuc  45,000  3,636,516 
Honda Motor  88,000  2,554,477 
HOYA  180,000  3,770,939 
Keyence  13,070  2,728,449 
Mitsubishi Estate  210,000  3,462,912 
Nintendo  12,500  3,395,917 
Shin-Etsu Chemical  60,000  3,148,097 
Takeda Pharmaceutical  46,000  1,824,306 
    37,203,839 

The Fund 7


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares  Value ($) 
Spain—1.3%     
Inditex  53,000  2,391,995 
Sweden—1.4%     
Hennes & Mauritz, Cl. B  55,000  2,626,946 
Switzerland—8.0%     
Alcon  33,500  3,634,750 
Nestle  90,000  3,270,465 
Nobel Biocare Holding  45,000  1,044,072 
Novartis  85,000  3,398,406 
SGS  2,700  3,379,576 
    14,727,269 
United Kingdom—7.8%     
BG Group  197,000  3,610,243 
Reckitt Benckiser Group  77,000  3,340,188 
Tesco  635,000  3,762,497 
WM Morrison Supermarkets  910,000  3,567,564 
    14,280,492 
United States—34.5%     
Abbott Laboratories  74,000  3,334,440 
Amphenol, Cl. A  85,000  2,838,150 
Anadarko Petroleum  59,800  2,857,244 
Automatic Data Processing  90,000  3,420,900 
C.R. Bard  43,000  3,074,070 
Cisco Systems  195,000 a  3,607,500 
Donaldson  88,000  2,964,720 
EOG Resources  20,500  1,500,395 
Fastenal  105,000  3,488,100 
FLIR Systems   67,000 a  1,504,820 
Gilead Sciences   73,000 a  3,146,300 
Helmerich & Payne  48,000  1,678,560 
Intel  230,000  3,615,600 
Johnson & Johnson  59,500  3,282,020 
Medtronic  100,000  3,435,000 
Microsoft  145,000  3,029,050 
Oracle  170,000  3,330,300 
Schlumberger  67,000  3,834,410 
SYSCO  130,000  3,114,800 

8


Common Stocks (continued)  Shares  Value ($) 
United States (continued)     
Wal-Mart Stores  64,000  3,183,360 
Walgreen  100,000  2,979,000 
    63,218,739 
Total Common Stocks     
   (cost $181,600,202)    178,394,266 
 
Other Investment—5.7%     
Registered Investment Company;     
Dreyfus Institutional Preferred     
    Plus Money Market Fund     
   (cost $10,500,000)  10,500,000 b  10,500,000 
 
Total Investments (cost $192,100,202)  102.9%  188,894,266 
Liabilities, Less Cash and Receivables  (2.9%)  (5,429,687) 
Net Assets  100.0%  183,464,579 

ADR—American Depository Receipts 
a  Non-income producing security. 
b  Investment in affiliated money market mutual fund. 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Health Care  18.0  Consumer Services  11.8 
Technology  17.3  Energy Services  6.9 
Consumer Goods  14.5  Money Market Investment  5.7 
Industrials  14.2  Financial Services  1.9 
Energy  12.6    102.9 

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

The Fund 9


STATEMENT OF ASSETS AND LIABILITIES

May 31, 2009 (Unaudited)

    Cost  Value 
Assets ($):       
Investments in securities—See Statement of Investments:     
   Unaffiliated issuers    181,600,202  178,394,266 
   Affiliated issuers    10,500,000  10,500,000 
Cash      1,833,856 
Cash denominated in foreign currencies    314,203  317,478 
Receivable for shares of Common Stock subscribed      1,245,149 
Dividends and interest receivable      623,301 
Unrealized appreciation on forward       
   currency exchange contracts—Note 4      61,343 
Prepaid expenses      18,909 
      192,994,302 
Liabilities ($):       
Due to The Dreyfus Corporation and affiliates—Note 3(c)    152,246 
Payable for investment securities purchased      9,046,165 
Payable for shares of Common Stock redeemed      301,535 
Unrealized depreciation on forward       
   currency exchange contracts—Note 4      173 
Accrued expenses      29,604 
      9,529,723 
Net Assets ($)      183,464,579 
Composition of Net Assets ($):       
Paid-in capital      188,078,387 
Accumulated undistributed investment income—net      1,237,679 
Accumulated net realized gain (loss) on investments      (2,716,952) 
Accumulated net unrealized appreciation (depreciation)     
   on investments and foreign currency transactions      (3,134,535) 
Net Assets ($)      183,464,579 
 
 
Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  4,710,089  1,107,112  177,647,378 
Shares Outstanding  446,186  105,930  16,682,315 
Net Asset Value Per Share ($)  10.56  10.45  10.65 
 
See notes to financial statements.       

10


STATEMENT OF OPERATIONS

Six Months Ended May 31, 2009 (Unaudited)

Investment Income ($):   
Income:   
Cash dividends (net of $164,012 foreign taxes withheld at source):   
   Unaffiliated issuers  1,896,891 
   Affiliated issuers  6,257 
Total Income  1,903,148 
Expenses:   
Management fee—Note 3(a)  499,940 
Custodian fees—Note 3(c)  34,492 
Registration fees  24,603 
Professional fees  20,370 
Shareholder servicing costs—Note 3(c)  11,220 
Directors’ fees and expenses—Note 3(d)  6,222 
Distribution fees—Note 3(b)  3,565 
Prospectus and shareholders’ reports  2,464 
Loan commitment fees—Note 2  1,388 
Miscellaneous  14,716 
Total Expenses  618,980 
Less—reduction in management fee   
   due to undertaking—Note 3(a)  (751) 
Less—reduction in fees due to   
   earnings credits—Note 1(c)  (156) 
Net Expenses  618,073 
Investment Income—Net  1,285,075 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments and foreign currency transactions  227,253 
Net realized gain (loss) on forward currency exchange contracts  111,115 
Net Realized Gain (Loss)  338,368 
Net unrealized appreciation (depreciation) on   
   investments and foreign currency transactions  24,240,729 
Net Realized and Unrealized Gain (Loss) on Investments  24,579,097 
Net Increase in Net Assets Resulting from Operations  25,864,172 
 
See notes to financial statements.   

The Fund 11


STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended   
  May 31, 2009  Year Ended 
             (Unaudited)a  November 30, 2008 
Operations ($):     
Investment income—net  1,285,075  403,184 
Net realized gain (loss) on investments  338,368  (3,045,027) 
Net unrealized appreciation     
   (depreciation) on investments  24,240,729  (28,940,818) 
Net Increase (Decrease) in Net Assets     
   Resulting from Operations  25,864,172  (31,582,661) 
Dividends to Shareholders from ($):     
Investment income—net:     
Class A Shares  (8,168)  (27,511) 
Class I Shares  (425,048)  (28,974) 
Class T Shares    (3,780) 
Net realized gain on investments:     
Class A Shares    (32,829) 
Class C Shares    (6,537) 
Class I Shares    (141,854) 
Class T Shares    (977) 
Total Dividends  (433,216)  (242,462) 
Capital Stock Transactions ($):     
Net proceeds from shares sold:     
Class A Shares  1,577,817  2,942,601 
Class C Shares  426,247  710,293 
Class I Shares  102,306,534  99,572,506 
Class T Shares    14,577 
Dividends reinvested:     
Class A Shares  5,829  31,182 
Class C Shares    2,391 
Class I Shares  166,872  55,509 
Class T Shares    1,091 
Cost of shares redeemed:     
Class A Shares  (818,377)  (3,134,493) 
Class C Shares  (168,138)  (551,272) 
Class I Shares  (22,143,173)  (15,506,813) 
Class T Shares  (18,311)  (157,167) 
Increase (Decrease) in Net Assets     
from Capital Stock Transactions  81,335,300  83,980,405 
Total Increase (Decrease) in Net Assets  106,766,256  52,155,282 
Net Assets ($):     
Beginning of Period  76,698,323  24,543,041 
End of Period  183,464,579  76,698,323 
Undistributed investment income—net  1,237,679  385,820 

12


  Six Months Ended   
  May 31, 2009  Year Ended 
  (Unaudited)a  November 30, 2008 
Capital Share Transactions:     
Class Ab     
Shares sold  162,263  247,015 
Shares issued for dividends reinvested  628  2,337 
Shares redeemed  (90,522)  (249,183) 
Net Increase (Decrease) in Shares Outstanding  72,369  169 
Class C     
Shares sold  46,708  57,651 
Shares issued for dividends reinvested    180 
Shares redeemed  (19,472)  (46,966) 
Net Increase (Decrease) in Shares Outstanding  27,236  10,865 
Class I     
Shares sold  11,027,861  8,380,761 
Shares issued for dividends reinvested  17,847  4,168 
Shares redeemed  (2,442,902)  (1,635,811) 
Net Increase (Decrease) in Shares Outstanding  8,602,806  6,749,118 
Class Tb     
Shares sold    1,126 
Shares issued for dividends reinvested    94 
Shares redeemed  (2,220)  (11,720) 
Net Increase (Decrease) in Shares Outstanding  (2,220)  (10,500) 

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

See notes to financial statements.

The Fund 13


FINANCIAL HIGHLIGHTS

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

  Six Months Ended     
  May 31, 2009  Year Ended November 30, 
Class A Shares  (Unaudited)  2008  2007a 
Per Share Data ($):       
Net asset value, beginning of period  8.91  13.73  12.50 
Investment Operations:       
Investment income—netb  .06  .05  .04 
Net realized and unrealized       
   gain (loss) on investments  1.61  (4.70)  1.19 
Total from Investment Operations  1.67  (4.65)  1.23 
Distributions:       
Dividends from investment income—net  (.02)  (.08)   
Dividends from net realized       
gain on investments    (.09)   
Total Distributions  (.02)  (.17)   
Net asset value, end of period  10.56  8.91  13.73 
Total Return (%)c  18.79d  (34.32)  9.92d 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  1.48e  1.59  2.40e 
Ratio of net expenses to average net assets  1.47e  1.47  1.46e 
Ratio of net investment income       
to average net assets  1.40e  .44  .29e 
Portfolio Turnover Rate  5.94d  15.54  14.53d 
Net Assets, end of period ($ x 1,000)  4,710  3,329  5,132 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Based on average shares outstanding at each month end. 
c  Exclusive of sales charge. 
d  Not annualized. 
e  Annualized. 

See notes to financial statements.

14


  Six Months Ended     
  May 31, 2009  Year Ended November 30, 
Class C Shares  (Unaudited)  2008  2007a 
Per Share Data ($):       
Net asset value, beginning of period  8.83  13.64  12.50 
Investment Operations:       
Investment income (loss)—netb  .03  (.04)  (.06) 
Net realized and unrealized       
     gain (loss) on investments  1.59  (4.68)  1.20 
Total from Investment Operations  1.62  (4.72)  1.14 
Distributions:       
Dividends from net realized       
   gain on investments    (.09)   
Net asset value, end of period  10.45  8.83  13.64 
Total Return (%)c  18.35d  (34.82)  9.12d 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  2.25e  2.36  3.16e 
Ratio of net expenses to average net assets  2.19e  2.22  2.20e 
Ratio of net investment income       
     (loss) to average net assets  .70e  (.29)  (.46)e 
Portfolio Turnover Rate  5.94d  15.54  14.53d 
Net Assets, end of period ($ x 1,000)  1,107  695  925 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Based on average shares outstanding at each month end. 
c  Exclusive of sales charge. 
d  Not annualized. 
e  Annualized. 

See notes to financial statements.

The Fund 15


FINANCIAL HIGHLIGHTS (continued)

  Six Months Ended     
  May 31, 2009  Year Ended November 30, 
Class I Shares  (Unaudited)  2008  2007a,b 
Per Share Data ($):       
Net asset value, beginning of period  8.99  13.76  12.50 
Investment Operations:       
Investment income—netc  .10  .10  .07 
Net realized and unrealized       
   gain (loss) on investments  1.61  (4.76)  1.19 
Total from Investment Operations  1.71  (4.66)  1.26 
Distributions:       
Dividends from investment income—net  (.05)  (.02)   
Dividends from net realized       
     gain on investments    (.09)   
Total Distributions  (.05)  (.11)   
Net asset value, end of period  10.65  8.99  13.76 
Total Return (%)  19.10d  (34.12)  10.08d 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  1.03e  1.17  2.05e 
Ratio of net expenses to average net assets                       1.03e,f  1.15  1.18e 
Ratio of net investment income       
   to average net assets  2.22e  .83  .58e 
Portfolio Turnover Rate  5.94d  15.54  14.53d 
Net Assets, end of period ($ x 1,000)  177,647  72,656  18,312 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Effective June 1, 2007, Class R shares were redesignated as Class I shares. 
c  Based on average shares outstanding at each month end. 
d  Not annualized. 
e  Annualized. 
f  Expense waivers and/or reimbursements amounted to less than .01%. 

See notes to financial statements.

16


NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

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

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C and Class I. Class A shares are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

Effective December 3, 2008, investments for new accounts were no longer permitted in Class T shares of the fund, except that participants in certain group retirement plans were able to open a new account in Class T shares of the fund, provided that the fund was established as an investment option under the plans before December 3, 2008. On February 4, 2009, the fund issued to each holder of its Class T shares, in exchange for said shares, Class A shares of the fund having an aggre-

The Fund 17


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

gate net asset value equal to the aggregate net asset value of the shareholder’s Class T shares. Subsequent investments in the fund’s Class A shares made by prior holders of the fund’s Class T shares who received Class A shares of the fund in exchange for their Class T shares are subject to the front-end sales load schedule that was in effect for Class T shares at the time of the exchange. Otherwise, all other Class A share attributes will be in effect. Effective close of business on February 4, 2009, the fund no longer offers Class T shares.

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

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

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

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

18


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 for eign exchange or market),but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Directors Fair valuing of securities may be determined with the assistance of pricing service using calculations based on indices of domestic securi ties and other appropriate indicators, such as prices of relevant ADRs and futures contracts. For other securities that are fair valued by the Board of Directors, certain factors may be considered such as: funda mental analytical data, the nature and duration of restrictions on dis position, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in sim ilar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price. Investments denominated in foreign cur rencies are translated to U.S. dollars at the prevailing rates of exchange Forward currency exchange contracts are valued at the forward rate.

The fund adopted Statement of Financial Accounting Standards No. 157 “FairValue Measurements” (“FAS 157”). FAS 157 establishes an author itative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements

Various inputs are used in determining the value of the fund’s invest ments relating to FAS 157.These inputs are summarized in the three broad levels listed below.

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

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

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

The Fund 19


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.

The following is a summary of the inputs used as of May 31, 2009 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Quoted  Observable Unobservable   
  Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in         
Securities  81,200,189  107,694,077    188,894,266 
Other Financial         
   Instruments    61,343    61,343 
Liabilities ($)         
Other Financial         
   Instruments    (173)    (173) 

  Other financial instruments include derivative instruments such as futures, forward currency 
  exchange contracts, swap contracts and options contracts.Amounts shown represent unrealized 
  appreciation (depreciation), or in the case of options, market value at period end. 

In April 2009, the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position No. 157-4,“Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly” (“FSP 157-4”). FSP 157-4 provides additional guidance for estimating fair value in accordance with FAS 157, when the volume and level of activity for the asset or liability have significantly decreased as well as guidance on identifying circumstances that indicate a transaction is not orderly. FSP 157-4 is effective for fiscal years and interim periods ending after June 15, 2009. Management is currently evaluating the impact the adoption of FSP 157-4 will have on the fund’s financial statement disclosures.

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

20


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

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

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

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.

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

(e) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from

The Fund 21


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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 U.S. generally accepted accounting principles.

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

As of and during the period ended May 31, 2009, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period, the fund did not incur any interest or penalties.

Each of the tax years for the two-year period ended November 30, 2008 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The fund has an unused capital loss carryover of $955,153 available for federal income tax purposes to be applied against future net securities profits, if any, realized subsequent to November 30, 2008. If not applied, the carryover expires in fiscal 2016.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2008 was as follows: ordinary income $242,462. 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 $145 million unsecured credit facility led by Citibank, N.A. and a $300 mil-

22


lion unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of Facility 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 the borrowing. During the period ended May 31, 2009, the fund did not borrow under the Facilities.

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

(a) Pursuant to a management agreement (“Agreement”) with Dreyfus, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has contractually agreed, until April 1, 2010, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.25% of the value of the fund’s average daily net assets.The reduction in management fee, pursuant to the undertaking, amounted to $751 during the period ended May 31, 2009.

During the period ended May 31, 2009, the Distributor retained $710 from commissions earned on sales of the fund’s Class A shares.

Pursuant to a Sub-Investment Advisory Agreement between Dreyfus and Walter Scott, Dreyfus pays Walter Scott a monthly fee at an annual percentage of the fund’s average daily net assets.

(b) Under the Distribution Plan (the “Plan”) adopted pursuant to Rule 12b-1 under the Act, Class C shares pay and Class T shares paid the Distributor for distributing their shares at an annual rate of .75% of the value of the average daily net assets of Class C shares and .25% of the value of the average daily net assets of Class T shares. During the

The Fund 23


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

period ended May 31, 2009, Class C and Class T shares were charged $3,557 and $8, respectively, pursuant to the Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay and Class T shares paid the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding Class A, Class C and Class T shares and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (a securities dealer, financial institution or other industry professional) in respect of these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2009, Class A, Class C and Class T shares were charged $4,450, $1,185 and $8, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended May 31, 2009, the fund was charged $2,126 pursuant to the transfer agency agreement.

The fund compensates The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended May 31, 2009, the fund was charged $156 pursuant to the cash management agreement.These fees were offset by earnings credits pursuant to the cash management agreement.

The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended May 31, 2009, the fund was charged $34,492 pursuant to the custody agreement.

24


During the period ended May 31, 2009, the fund was charged $3,291 for services performed by the Chief Compliance Officer.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $124,021, Rule 12b-1 distribution plan fees $687, shareholder services plan fees $1,124, custodian fees $25,029, chief compliance officer fees $1,150 and transfer agency per account fees $879,which are offset against an expense reimbursement currently in effect in the amount of $644.

(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 currency exchange contracts, during the period ended May 31, 2009, amounted to $85,236,683 and $6,742,923, respectively.

The fund adopted FASB Statement of Financial Accounting Standards No. 161 “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. All changes to accounting policies and disclosures have been made in accordance with FAS 161 and are incorporated for the current period as part of the disclosures within this Note.

Forward Foreign Currency Exchange Contracts:The fund may enter into forward currency exchange 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 an invest-

The Fund 25


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

ment strategy. When executing forward currency exchange 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 currency exchange contracts, the fund would incur 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 currency exchange contracts, the fund would incur 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. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward currency exchange contracts, which is typically limited to the unrealized gain on each open contract. The following summarizes open forward currency exchange contracts at May 31, 2009:

  Foreign      Unrealized 
Forward Currency  Currency      Appreciation 
 Exchange Contracts  Amounts  Cost ($)  Value ($) (Depreciation) ($) 
Purchases:         
Euro,         
   expiring 6/2/2009  561,265  790,148  793,464  3,316 
Hong Kong Dollar,         
   expiring 6/2/2009  8,326,695  1,074,273  1,074,100  (173) 
Japanese Yen,         
   expiring 6/2/2009  334,772,376  3,455,537  3,513,564  58,027 
Gross unrealized         
   appreciation        61,343 
Gross unrealized         
   depreciation        (173) 

At May 31, 2009, accumulated net unrealized depreciation on investments was $3,205,936, consisting of $6,641,208 gross unrealized appreciation and $9,847,144 gross unrealized depreciation.

At May 31, 2009, the cost of investments for federal income tax purposes was substantially the same as the cost for financial reporting purposes (see the Statement of Investments).

26


NOTES






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

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

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


  Contents
  THE FUND
2      A Letter from the CEO
3      Discussion of Fund Performance
6      Understanding Your Fund’s Expenses
6      Comparing Your Fund’s Expenses With Those of Other Funds
7      Statement of Investments
10      Statement of Assets and Liabilities
11      Statement of Operations
12      Statement of Changes in Net Assets
14      Financial Highlights
17      Notes to Financial Statements
  FOR MORE INFORMATION
  Back Cover

International
Stock Fund

The Fund


A LETTER FROM THE CEO

Dear Shareholder:

We present to you this semiannual report for International Stock Fund, covering the 6-month period from December 1, 2008, through May 31, 2009.

The international equities markets went on a wild ride over the reporting period, with stocks in most markets plummeting during the fall of 2008 and rebounding strongly in the spring of 2009. In supporting the recent rally, investors apparently shrugged off more bad economic news, including rising unemployment and economic contraction in many regions of the world. Yet, the market rebound proved to be robust, particularly in the emerging markets, which posted double-digit returns over the final three months of the reporting period.

These enormous swings leave investors to wonder if the market is forecasting sustainable economic improvement, or could this be a bear market rally where stocks reach such depressed levels that even the slightest hint of good news lifts prices. We generally have remained cautious in the absence of real economic progress, but the market’s gyrations illustrate an important feature of many market rallies—when they snap back, the rebounds are often quick and sharp, potentially leaving investors on the sidelines. That’s why we encourage you to speak regularly with your financial consultant, who can discuss with you the potential benefits of adhering to a long-term investment strategy tailored to your current investment needs and future goals. For information about how the fund performed during the reporting period, as well as market perspectives, we have provided a Discussion of Fund Performance given by the fund’s Portfolio Managers.

Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
June 15, 2009

2



DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2008, through May 31, 2009, as provided by Jane Henderson and Roy Leckie of Walter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the six-month period ended May 31, 2009, International Stock Fund’s Class A shares produced a return of 24.65%, Class C shares returned 24.15% and Class I shares returned 24.85%.1 In comparison, the fund’s benchmark index, the Morgan Stanley Capital International Europe,Australasia, Far East Index (the “MSCI EAFE Index”), produced a 15.10% return over the same period.2

International equity markets proved highly volatile over the reporting period, as steep declines stemming from a global recession and banking crisis early in the reporting period were largely offset by a sustained rally in the spring of 2009.The fund produced higher returns than its benchmark, primarily due to its focus on companies that we believed were prepared to weather the downturn successfully.

The Fund’s Investment Approach

The fund seeks long-term total return by investing in stocks of companies with any market capitalization that are located in the world’s developed markets outside of the United States.When selecting stocks, we seek companies with fundamental strengths that indicate the potential for sustainable growth.Walter Scott focuses on individual stock selection through extensive fundamental research.We first select candidates for investment that meet certain broad absolute and trend criteria. Financial statements are restated in an effort to identify the nature of their operating margins and to understand the variables that add value to their businesses. Companies meeting the financial criteria are subjected to a detailed investigation of their products, cost and pricing, competition, industry position and outlook. Stocks are then selected whose expected growth rate is available at a reasonable valuation.

Late Market Rally Offset Earlier Slump

International stock markets fell sharply over the first half of the reporting period, adding to earlier declines in the wake of the escala-

The Fund 3


DISCUSSION OF FUND PERFORMANCE (continued)

tion of an ongoing credit crisis and the failures of some of the world’s major financial institutions.The market’s credit-related struggles were intensified by a deepening global recession as unemployment rates surged, housing markets struggled and consumer confidence plunged throughout the world.

The recession and banking crisis were addressed aggressively by government and monetary authorities, as central banks reduced interest rates and injected liquidity into their financial systems, and government officials rescued a number of troubled corporations while enacting legislation to stimulate their economies. These measures bolstered investor sentiment, and most markets rallied strongly over the reporting period’s second half. While some analysts reportedly have identified “green shoots” of incipient economic recovery, we have yet to see actual evidence of a sustainable rebound.

Defensive Posture Helped Fuel Outperformance

When the downturn intensified in the months before the start of the reporting period, we adopted a more defensive investment posture, emphasizing companies that appeared poised to survive a deep and prolonged recession. Consequently, our bottom-up approach to security selection proved to be a greater driver of the fund’s outperformance to its benchmark than our country or sector allocation strategies. Indeed, the fund experienced greater turnover of individual holdings during the reporting period than has historically been the norm, as we took advantage of opportunities to purchase shares of fundamentally strong companies at what we regarded as attractively low prices.

The fund received especially positive contributions to performance from a variety of market sectors. Most notably, China National Offshore Oil Corporation reported rising earnings as it boosted production using enhanced oil recovery techniques. British clothier Burberry Group saw revenues and profits rise due to skillful management of brand strategies, inventory and cost controls in a challenging retail environment. Swiss industrial services conglomerate SGS encountered robust demand for its environmental, energy and cargo inspection services despite the slowing global economy.The fund also benefited from relatively light exposure to the troubled financial services industry, which continued to struggle during the reporting period.

4


Although disappointments proved relatively mild over the past six months, some fund holdings lagged market averages. Swiss food giant Nestlé’s stock price faltered when investors turned toward less defensive companies as the market rallied. Japanese apparel retailer Shimamura encountered falling profits as consumers reduced spending on discretionary purchases. Similarly, French cosmetics seller L’Oreal reported disappointing quarterly sales growth as the company’s luxury division was hard-hit in the economic downturn.

Positioned for a Prolonged Downturn

In our view, the global economy and banking system must address a number of issues before they can stage sustained and robust recoveries. Still, the financial markets are flowing more smoothly, as evidenced by improved liquidity and record securities issuance, and monetary policies throughout the world have been highly stimulative.Therefore, barring unexpected shocks, we expect meaningful signs of economic recovery to emerge over the next year. In the meantime, we remain watchful for bouts of renewed volatility in international equity markets.

Although we have maintained a fully invested posture, we have continued to focus on fundamentally strong businesses with the ability to weather the economic storm. In our judgment, such companies are likely to prosper during an eventual economic rebound.

June 15, 2009

1  Total return includes reinvestment of dividends and any capital gains paid, and does not take into 
  consideration the maximum initial sales charge in the case of Class A shares, or the applicable 
  contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these 
  charges been reflected, returns would have been lower. Past performance is no guarantee of future 
  results. Share price and investment return fluctuate such that upon redemption, fund shares may be 
  worth more or less than their original cost. Return figures provided reflect the absorption of certain 
  fund expenses by The Dreyfus Corporation pursuant to an undertaking in effect through April 1, 
  2010, at which time it may be extended, terminated or modified. Had these expenses not been 
  absorbed, the fund’s returns would have been lower. 
2  SOURCE: LIPPER INC. – Reflects reinvestment of net dividends and, where applicable, 
  capital gain distributions.The Morgan Stanley Capital International Europe,Australasia, Far 
  East (MSCI EAFE) Index is an unmanaged index composed of a sample of companies 
  representative of the market structure of European and Pacific Basin countries. Returns are 
  calculated on a month-end basis. 

The Fund 5


UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in International Stock Fund from December 1, 2008 to May 31, 2009. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment     
assuming actual returns for the six months ended May 31, 2009     
  Class A  Class C  Class I 
Expenses paid per $1,000  $ 8.35  $ 12.57  $ 6.05 
Ending value (after expenses)  $1,246.50  $1,241.50  $1,248.50 

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

Using the SEC’s method to compare expenses

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

Expenses and Value of a $1,000 Investment     
assuming a hypothetical 5% annualized return for the six months ended May 31, 2009 
  Class A  Class C  Class I 
Expenses paid per $1,000  $ 7.49  $ 11.30  $ 5.44 
Ending value (after expenses)  $1,017.50  $1,013.71  $1,019.55 

Expenses are equal to the fund’s annualized expense ratio of 1.49% for Class A, 2.25% for Class C and 1.08% 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 
May 31, 2009 (Unaudited) 

Common Stocks—93.1%  Shares  Value ($) 
Australia—2.2%     
Woodside Petroleum  131,735  4,596,030 
Belgium—1.9%     
Colruyt  16,500  3,889,026 
Brazil—2.1%     
Petroleo Brasileiro (Preferred), ADR  123,000  4,301,310 
Canada—2.0%     
Suncor Energy  121,000  4,239,295 
France—6.7%     
Cie Generale d’Optique Essilor International  87,000  4,007,924 
Danone  68,000  3,388,262 
L’Oreal  52,000  4,111,281 
LVMH Moet Hennessy Louis Vuitton  31,000  2,577,229 
    14,084,696 
Germany—3.8%     
Adidas  108,000  3,951,928 
SAP  92,000  3,960,656 
    7,912,584 
Hong Kong—9.8%     
China Mobile  426,000  4,173,902 
CLP Holdings  600,000  4,039,287 
CNOOC  3,200,000  4,230,386 
Hong Kong & China Gas  2,030,550  4,105,870 
Hutchison Whampoa  555,000  3,903,187 
    20,452,632 
Japan—32.8%     
AEON Mall  250,000  4,281,383 
Canon  124,000  4,116,829 
Chugai Pharmaceutical  220,000  4,018,225 
Daikin Industries  130,000  4,018,655 
Daito Trust Construction  68,000  3,086,716 
Denso  130,000  3,121,851 
Fanuc  50,000  4,040,574 
Hirose Electric  28,000  3,123,216 
Honda Motor  94,000  2,728,645 
HOYA  210,000  4,399,428 

The Fund 7


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares  Value ($) 
Japan (continued)     
INPEX  290  2,363,331 
Keyence  20,000  4,175,133 
Komatsu  260,000  3,797,645 
Mitsubishi Estate  250,000  4,122,514 
Nintendo  15,300  4,156,602 
Secom  49,000  2,042,100 
Shimamura  20,500  1,585,294 
Shin-Etsu Chemical  79,000  4,144,994 
Takeda Pharmaceutical  96,000  3,807,248 
Tokio Marine Holdings  51,000  1,504,131 
    68,634,514 
Mexico—1.9%     
America Movil, ADR, Ser. L  103,000  3,947,990 
Singapore—.9%     
DBS Group Holdings  217,500  1,781,141 
Spain—1.4%     
Inditex  67,000  3,023,843 
Sweden—2.7%     
Hennes & Mauritz, Cl. B  61,000  2,913,522 
Telefonaktiebolaget LM Ericsson, Cl. B  286,000  2,666,612 
    5,580,134 
Switzerland—10.1%     
Alcon  39,000  4,231,500 
Nestle  104,000  3,779,204 
Nobel Biocare Holding  110,000  2,552,177 
Novartis  96,000  3,838,199 
Roche Holding  19,000  2,757,846 
SGS  3,200  4,005,423 
    21,164,349 
United Kingdom—14.8%     
BG Group  235,000  4,306,635 
Burberry Group  680,000  4,246,268 
Cairn Energy       52,500 a  2,133,767 
Centrica  1,020,000  4,062,677 

8


Common Stocks (continued)  Shares  Value ($) 
United Kingdom (continued)     
Reckitt Benckiser Group  92,000  3,990,874 
Smith & Nephew  560,000  4,084,285 
Tesco  710,000  4,206,887 
WM Morrison Supermarkets  1,020,000  3,998,808 
    31,030,201 
Total Common Stocks     
   (cost $206,537,109)    194,637,745 
 
Other Investment—5.3%     
Registered Investment Company;     
Dreyfus Institutional Preferred Plus     
   Money Market Fund     
   (cost $11,180,000)  11,180,000 b  11,180,000 
 
Total Investments (cost $217,717,109)  98.4%  205,817,745 
Cash and Receivables (Net)  1.6%  3,364,421 
Net Assets  100.0%  209,182,166 

ADR—American Depository Receipts 
a  Non-income producing security. 
b  Investment in affiliated money market mutual fund. 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Consumer Goods  18.7  Consumer Services  12.4 
Health Care  14.0  Energy Services  5.9 
Industrials  13.4  Money Market Investment  5.3 
Technology  12.6  Financial Services  3.6 
Energy  12.5    98.4 

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

The Fund 9


STATEMENT OF ASSETS AND LIABILITIES 
May 31, 2009 (Unaudited) 

    Cost  Value 
Assets ($):       
Investments in securities—See Statement of Investments:     
   Unaffiliated issuers    206,537,109  194,637,745 
   Affiliated issuers    11,180,000  11,180,000 
Cash      11,043,774 
Cash denominated in foreign currencies    409,234  414,325 
Dividends and interest receivable      1,029,355 
Receivable for shares of Common Stock subscribed      621,989 
Unrealized appreciation on forward currency       
   exchange contracts—Note 4      83,176 
Prepaid expenses      20,580 
      219,030,944 
Liabilities ($):       
Due to The Dreyfus Corporation and affiliates—Note 3(c)    181,617 
Payable for investment securities purchased      9,627,915 
Payable for shares of Common Stock redeemed      9,000 
Unrealized depreciation on forward       
   currency exchange contracts—Note 4      363 
Accrued expenses      29,883 
      9,848,778 
Net Assets ($)      209,182,166 
Composition of Net Assets ($):       
Paid-in capital      238,906,309 
Accumulated undistributed investment income—net      1,703,202 
Accumulated net realized gain (loss) on investments      (19,622,877) 
Accumulated net unrealized appreciation (depreciation)     
   on investments and foreign currency transactions      (11,804,468) 
Net Assets ($)      209,182,166 
 
 
Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  4,858,922  539,602  203,783,642 
Shares Outstanding  466,926  52,277  19,518,259 
Net Asset Value Per Share ($)  10.41  10.32  10.44 
 
See notes to financial statements.       

10


STATEMENT OF OPERATIONS   
Six Months Ended May 31, 2009 (Unaudited)   
 
 
 
 
Investment Income ($):   
Income:   
Cash dividends (net of $252,193 foreign taxes withheld at source):   
   Unaffiliated issuers  2,473,148 
   Affiliated issuers  6,419 
Total Income  2,479,567 
Expenses:   
Management fee—Note 3(a)  585,733 
Custodian fees—Note 3(c)  82,395 
Professional fees  21,891 
Registration fees  20,880 
Directors’ fees and expenses—Note 3(d)  7,612 
Shareholder servicing costs—Note 3(c)  6,811 
Interest expense—Note 2  2,706 
Loan commitment fees—Note 2  2,472 
Prospectus and shareholders’ reports  2,341 
Distribution fees—Note 3(b)  1,349 
Miscellaneous  20,401 
Total Expenses  754,591 
Less—reduction in management fee due to undertaking—Note 3(a)  (1,225) 
Less—reduction in fees due to earnings credits—Note 1(c)  (109) 
Net Expenses  753,257 
Investment Income—Net  1,726,310 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments and foreign currency tranactions  (12,243,292) 
Net realized gain (loss) on forward currency exchange contracts  (841,642) 
Net Realized Gain (Loss)  (13,084,934) 
Net unrealized appreciation (depreciation) on   
   investments and foreign currency transactions  46,673,837 
Net Realized and Unrealized Gain (Loss) on Investments  33,588,903 
Net Increase in Net Assets Resulting from Operations  35,315,213 
 
See notes to financial statements.   

The Fund 11


STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended   
  May 31, 2009  Year Ended 
  (Unaudited)a  November 30, 2008 
Operations ($):     
Investment income—net  1,726,310  1,409,429 
Net realized gain (loss) on investments  (13,084,934)  (6,498,083) 
Net unrealized appreciation     
   (depreciation) on investments  46,673,837  (63,728,113) 
Net Increase (Decrease) in Net Assets     
   Resulting from Operations  35,315,213  (68,816,767) 
Dividends to Shareholders from ($):     
Investment income—net:     
Class A Shares  (14,326)  (2,703) 
Class C Shares  (315)   
Class I Shares  (1,438,410)  (297,622) 
Class T Shares  (959)   
Net realized gain on investments:     
Class A Shares    (9,236) 
Class C Shares    (2,680) 
Class I Shares    (421,833) 
Class T Shares    (82) 
Total Dividends  (1,454,010)  (734,156) 
Capital Stock Transactions ($):     
Net proceeds from shares sold:     
Class A Shares  3,329,987  1,019,761 
Class C Shares  297,786  140,622 
Class I Shares  108,771,474  154,993,986 
Class T Shares    69,887 
Dividends reinvested:     
Class A Shares  13,684  11,178 
Class C Shares  233  993 
Class I Shares  430,172  383,949 
Class T Shares  551   
Cost of shares redeemed:     
Class A Shares  (285,362)  (661,814) 
Class C Shares  (32,619)  (234,101) 
Class I Shares  (58,177,505)  (36,181,696) 
Class T Shares  (20,033)  (55,160) 
Increase (Decrease) in Net Assets     
from Capital Stock Transactions  54,328,368  119,487,605 
Total Increase (Decrease) in Net Assets  88,189,571  49,936,682 
Net Assets ($):     
Beginning of Period  120,992,595  71,055,913 
End of Period  209,182,166  120,992,595 
Undistributed investment income—net  1,703,202  1,430,902 

12


  Six Months Ended   
  May 31, 2009  Year Ended 
  (Unaudited)a  November 30, 2008 
Capital Share Transactions:     
Class Ab     
Shares sold  364,834  91,782 
Shares issued for dividends reinvested  1,512  837 
Shares redeemed  (33,020)  (60,723) 
Net Increase (Decrease) in Shares Outstanding  333,326  31,896 
Class C     
Shares sold  32,520  13,120 
Shares issued for dividends reinvested  26  75 
Shares redeemed  (3,936)  (22,194) 
Net Increase (Decrease) in Shares Outstanding  28,610  (8,999) 
Class I     
Shares sold  12,073,570  12,943,558 
Shares issued for dividends reinvested  47,480  28,804 
Shares redeemed  (6,735,619)  (3,867,608) 
Net Increase (Decrease) in Shares Outstanding  5,385,431  9,104,754 
Class Tb     
Shares sold    5,875 
Shares issued for dividends reinvested  63   
Shares redeemed  (2,413)  (4,525) 
Net Increase (Decrease) in Shares Outstanding  (2,350)  1,350 

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

The Fund 13


FINANCIAL HIGHLIGHTS

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

  Six Months Ended     
  May 31, 2009  Year Ended November 30, 
Class A Shares  (Unaudited)  2008  2007a 
Per Share Data ($):       
Net asset value, beginning of period  8.43  13.72  12.50 
Investment Operations:       
Investment income—netb  .11  .09  .07 
Net realized and unrealized       
gain (loss) on investments  1.96  (5.28)  1.15 
Total from Investment Operations  2.07  (5.19)  1.22 
Distributions:       
Dividends from investment income—net  (.09)  (.02)   
Dividends from net realized gain on investments    (.08)   
Total Distributions  (.09)  (.10)   
Net asset value, end of period  10.41  8.43  13.72 
Total Return (%)c  24.65d  (38.07)  9.76d 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  1.57e  1.43  1.75e 
Ratio of net expenses to average net assets  1.49e  1.41  1.47e 
Ratio of net investment income       
to average net assets  2.54e  .79  .50e 
Portfolio Turnover Rate  22.53d  13.18  13.34d 
Net Assets, end of period ($ x 1,000)  4,859  1,126  1,396 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Based on average shares outstanding at each month end. 
c  Exclusive of sales charge. 
d  Not annualized. 
e  Annualized. 
See notes to financial statements. 

14


  Six Months Ended     
  May 31, 2009  Year Ended November 30, 
Class C Shares  (Unaudited)  2008  2007a 
Per Share Data ($):       
Net asset value, beginning of period  8.32  13.64  12.50 
Investment Operations:       
Investment income (loss)—netb  .06  .00c  (.04) 
Net realized and unrealized       
gain (loss) on investments  1.95  (5.24)  1.18 
Total from Investment Operations  2.01  (5.24)  1.14 
Distributions:       
Dividends from investment income—net  (.01)     
Dividends from net realized gain on investments    (.08)   
Total Distributions  (.01)  (.08)   
Net asset value, end of period  10.32  8.32  13.64 
Total Return (%)d  24.15e  (38.58)  9.04e 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  2.38f  2.24  2.50f 
Ratio of net expenses to average net assets  2.25f  2.20  2.21f 
Ratio of net investment income       
(loss) to average net assets  1.31f  .03  (.31)f 
Portfolio Turnover Rate  22.53e  13.18  13.34e 
Net Assets, end of period ($ x 1,000)  540  197  445 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Based on average shares outstanding at each month end. 
c  Amount represents less than $.01 per share. 
d  Exclusive of sales charge. 
e  Not annualized. 
f  Annualized. 
See notes to financial statements. 

The Fund 15


  FINANCIAL HIGHLIGHTS (continued)

  Six Months Ended     
  May 31, 2009  Year Ended November 30, 
Class I Shares  (Unaudited)  2008  2007a,b 
Per Share Data ($):       
Net asset value, beginning of period  8.47  13.76  12.50 
Investment Operations:       
Investment income—netc  .11  .14  .11 
Net realized and unrealized       
gain (loss) on investments  1.98  (5.30)  1.15 
Total from Investment Operations  2.09  (5.16)  1.26 
Distributions:       
Dividends from investment income—net  (.12)  (.05)   
Dividends from net realized gain on investments    (.08)   
Total Distributions  (.12)  (.13)   
Net asset value, end of period  10.44  8.47  13.76 
Total Return (%)  24.85d  (37.82)  10.08d 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assets  1.08e  1.03  1.38e 
Ratio of net expenses to average net assets                       1.08e,f  1.02  1.16e 
Ratio of net investment income       
   to average net assets  2.51e  1.19  .81e 
Portfolio Turnover Rate  22.53d  13.18  13.34d 
Net Assets, end of period ($ x 1,000)  203,784  119,650  69,201 

a  From December 29, 2006 (commencement of operations) to November 30, 2007. 
b  Effective June 1, 2007, Class R shares were redesignated as Class I shares. 
c  Based on average shares outstanding at each month end. 
d  Not annualized. 
e  Annualized. 
f  Expense waivers and/or reimbursements amounted to less than .01%. 
See notes to financial statements. 

16


NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

International Stock Fund (the “fund”) is a separate diversified series of Strategic Funds, Inc. (the “Company”) which is registered under the Investment Company Act of 1940, as amended (the “Act”), as a 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 pursue long-term total return.The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Walter Scott & Partners Limited (“Walter Scott”), a subsidiary of BNY Mellon and an affiliate of Dreyfus, serves as the fund’s sub-investment adviser.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C and Class I. Class A shares are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

Effective December 3, 2008, investments for new accounts were no longer permitted in Class T shares of the fund, except that participants in certain group retirement plans were able to open a new account in Class T shares of the fund, provided that the fund was established as an investment option under the plans before December 3, 2008. On February 4, 2009, the fund issued to each holder of its Class T shares, in exchange for said shares, Class A shares of the fund having an aggre-

The Fund 17


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

gate net asset value equal to the aggregate net asset value of the shareholder’s Class T shares. Subsequent investments in the fund’s Class A shares made by prior holders of the fund’s Class T shares who received Class A shares of the fund in exchange for their Class T shares are subject to the front-end sales load schedule that was in effect for Class T shares at the time of the exchange. Otherwise, all other Class A share attributes will be in effect. Effective close of business on February 4, 2009, the fund no longer offers Class T shares.

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

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

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

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

18


closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market),but before the fund calculates its net asset value,the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Directors. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures contracts. For other securities that are fair valued by the Board of Directors, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in similar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price. Investments denominated in foreign currencies are translated to U.S. dollars at the prevailing rates of exchange. Forward currency exchange contracts are valued at the forward rate.

The fund adopted Statement of Financial Accounting Standards No. 157 “FairValue Measurements” (“FAS 157”). FAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements.

Various inputs are used in determining the value of the fund’s investments relating to FAS 157.These inputs are summarized in the three broad levels listed below.

Level 1—quoted prices in active markets for identical investments. 
Level 2—other significant observable inputs (including quoted 
prices for similar securities, interest rates, prepayment speeds, 
credit risk, etc.). 
Level 3—significant unobservable inputs (including the fund’s own 
assumptions in determining the fair value of investments). 

The Fund 19


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.

The following is a summary of the inputs used as of May 31, 2009 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Quoted  Observable  Unobservable   
  Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in         
Securities  23,660,800  182,156,945    205,817,745 
Other Financial         
   Instruments    83,176    83,176 
Liabilities ($)         
Other Financial         
   Instruments    (363)    (363) 

Other financial instruments include derivative instruments such as futures, forward currency exchange contracts, swap contracts and options contracts. Amounts shown represent unrealized appreciation (depreciation), or in the case of options, market value at period end.

In April 2009, the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position No. 157-4,“Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly” (“FSP 157-4”). FSP 157-4 provides additional guidance for estimating fair value in accordance with FAS 157, when the volume and level of activity for the asset or liability have significantly decreased as well as guidance on identifying circumstances that indicate a transaction is not orderly. FSP 157-4 is effective for fiscal years and interim periods ending after June 15, 2009. Management is currently evaluating the impact the adoption of FSP 157-4 will have on the fund’s financial statement disclosures.

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

20


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

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

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

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.

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

(e) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from

The Fund 21


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

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 gains distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles.

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

As of and during the period ended May 31, 2009, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period, the fund did not incur any interest or penalties.

Each of the tax years in the two-year period ended November 30, 2008 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The fund has an unused capital loss carryover of $1,939,230 available for federal income tax purposes to be applied against future net securities profits, if any, realized subsequent to November 30, 2008. If not applied, the carryover expires in fiscal 2016.

The tax character of distributions paid to shareholders during the fiscal year ended November 30, 2008 was as follows: ordinary income $734,156. The tax character of current year distributions will be determined at the end of the current fiscal year.

22


NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $145 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of Facility 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 the borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended May 31, 2009 was approximately $374,200 with a related weighted average annualized interest rate of 1.45%.

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

(a) Pursuant to a management agreement (“Agreement”) with Dreyfus, the management fee is computed at the annual rate of .85% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has contractually agreed, until April 1, 2010, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.25% of the value of the fund’s average daily net assets.The reduction in management fee, pursuant to the undertaking, amounted to $1,225 during the period ended May 31, 2009.

During the period ended May 31, 2009, the Distributor retained $390 from commissions earned on sales of the fund’s Class A shares.

The Fund 23


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

Pursuant to a Sub-Investment Advisory Agreement between Dreyfus and Walter Scott, Dreyfus pays Walter Scott a monthly fee at an annual percentage of the fund’s average daily net assets.

(b) Under the Distribution Plan (the “Plan”) adopted pursuant to Rule 12b-1 under the Act, Class C shares pay and Class T shares paid the Distributor for distributing their shares at an annual rate of .75% of the value of the average daily net assets of Class C shares and .25% of the value of the average daily net assets of Class T shares. During the period ended May 31, 2009, Class C and Class T shares were charged $1,340 and $9, respectively, pursuant to the Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay and Class T shares paid the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding Class A, Class C and Class T shares and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (a securities dealer, financial institution or other industry professional) in respect of these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2009, Class A, Class C and Class T shares were charged $2,918, $447 and $9, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended May 31, 2009, the fund was charged $1,091 pursuant to the transfer agency agreement.

The fund compensates The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended May 31,

24


2009, the fund was charged $109 pursuant to the cash management agreement.These fees were offset by earnings credits pursuant to the cash management agreement.

The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended May 31, 2009, the fund was charged $82,395 pursuant to the custody agreement.

During the period ended May 31, 2009, the fund was charged $3,291 for services performed by the Chief Compliance Officer.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $133,956, Rule 12b-1 distribution plan fees $299, shareholder services plan fees $988, custodian fees $45,776, chief compliance officer fees $1,150 and transfer agency per account fees $246, which are offset against an expense reimbursement currently in effect in the amount of $798.

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

(e) A 2% redemption fee is charged and retained by the fund on certain shares redeemed within sixty days following the date of issuance, including redemptions made through the use of the fund’s exchange privilege. During the period ended May 31, 2009, redemption fees charged and retained by the fund amounted to $7,196.

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and forward currency exchange contracts, during the period ended May 31, 2009, amounted to $71,588,591 and $30,671,259, respectively.

The Fund 25


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The fund adopted FASB Statement of Financial Accounting Standards No. 161 “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. All changes to accounting policies and disclosures have been made in accordance with FAS 161 and are incorporated for the current period as part of the disclosures within this Note.

Forward Foreign Currency Exchange Contracts: The fund may enter into forward currency exchange 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 an investment strategy. When executing forward currency exchange 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 currency exchange contracts, the fund would incur 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 currency exchange contracts, the fund would incur 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. The fund is also exposed to credit risk associated with counterparty nonperformance on these forward currency

26


exchange contracts, which is typically limited to the unrealized gain on each open contract.The following summarizes open forward currency exchange contracts at May 31, 2009:

  Foreign      Unrealized 
Forward Currency  Currency      Appreciation 
   Exchange Contracts  Amounts  Cost ($)  Value ($) (Depreciation) ($) 
Purchases:         
British Pound,         
   Expiring 6/2/2009  922,001  1,486,357  1,490,223  3,866 
Euro,         
   Expiring 6/2/2009  767,723  1,080,801  1,085,336  4,535 
Hong Kong Dollar,         
   Expiring 6/2/2009  17,438,421  2,249,829  2,249,466  (363) 
Japanese Yen,         
   Expiring 6/2/2009  431,391,806  4,452,847  4,527,622  74,775 
Gross unrealized         
   appreciation        83,176 
Gross unrealized         
   depreciation        (363) 

At May 31, 2009, accumulated net unrealized depreciation on investments was $11,899,364, consisting of $7,363,450 gross unrealized appreciation and $19,262,814 gross unrealized depreciation.

At May 31, 2009, 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 27


NOTES






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

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

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


  Contents
  THE FUND
2      A Letter from the CEO
3      Discussion of Fund Performance
6      Understanding Your Fund’s Expenses
6      Comparing Your Fund’s Expenses With Those of Other Funds
7      Statement of Investments
10      Statement of Assets and Liabilities
11      Statement of Operations
12      Statement of Changes in Net Assets
14      Financial Highlights
17      Notes to Financial Statements
  FOR MORE INFORMATION
  Back Cover

Dreyfus
U.S. Equity Fund

The Fund


A LETTER FROM THE CEO

Dear Shareholder:

We present to you this semiannual report for Dreyfus U.S. Equity Fund, covering the 6-month period from December 1, 2008, through May 31, 2009.

The U.S. equities market went on a wild ride over the reporting period, with stocks plummeting in the fall of 2008 and rebounding strongly in the spring of 2009. In supporting the recent rally, investors apparently shrugged off more bad economic news: the unemployment rate surged to a 25-year high, and a 6.3% annualized contraction over the fourth quarter of 2008 was followed by a 5.7% revised estimate of economic contraction during the first quarter of 2009.Yet, the market rebound between March 7 and May 31 proved to be one of the more robust in the history of the U.S. stock market.

These enormous swings leave investors to wonder if the equities market is forecasting sustainable economic improvement, or could this be a bear market rally where stocks reach such depressed levels that even the slightest hint of good news lifts prices. We generally have remained cautious in the absence of real economic progress, but the market’s gyrations illustrate an important feature of many market rallies—when they snap back, the rebounds are often quick and sharp, potentially leaving investors on the sidelines.That’s why we encourage you to speak regularly with your financial consultant, who can discuss with you the potential benefits of adhering to a long-term investment strategy tailored to your current investment needs and future goals. For information about how the fund performed during the reporting period, as well as market perspectives, we have provided a Discussion of Fund Performance given by the fund’s Portfolio Managers.

Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
June 15, 2009

2



DISCUSSION OF FUND PERFORMANCE

For the period of December 1, 2008, through May 31, 2009, as provided by Jane Henderson and Roy Leckie of Walter Scott & Partners Limited (Walter Scott), Sub-investment adviser

Fund and Market Performance Overview

For the six-month period ended May 31, 2009, Dreyfus U.S. Equity Fund’s Class A shares produced a return of 6.02%, Class C shares returned 5.60% and Class I shares returned 5.98%.1 In comparison, the fund’s benchmark index, the Morgan Stanley Capital International USA Index (the “MSCI USA Index”), produced a 4.40% return over the same period.2

The U.S. stock market proved highly volatile over the reporting period, as steep declines stemming from a severe recession and banking crisis early in the reporting period were offset by a sustained rally in the spring of 2009.The fund produced higher returns than its benchmark, primarily due to its focus on companies that we believed were prepared to weather the downturn successfully.

The Fund’s Investment Approach

The fund seeks long-term total return by investing in stocks of companies with any market capitalization that are located in the United States. When selecting stocks, we seek companies with fundamental strengths that indicate the potential for sustainable growth.Walter Scott focuses on individual stock selection through extensive fundamental research. We first select candidates for investment that meet certain broad absolute and trend criteria. Financial statements are restated in an effort to identify the nature of their operating margins and to understand the variables that add value to their businesses. Companies meeting the financial criteria are subjected to a detailed investigation of their products, costs and pricing, competition, industry position and outlook. Stocks are then selected whose expected growth rate is available at a reasonable valuation.

Late Market Rally Offset Earlier Slump

The U.S. stock market fell sharply over the first half of the reporting period, adding to earlier declines in the wake of the escalation of an

The Fund 3


DISCUSSION OF FUND PERFORMANCE (continued)

ongoing credit crisis and the failures of some of the nation’s major financial institutions.The market’s credit-related struggles were intensified by a deepening recession as unemployment rates surged, housing markets struggled and consumer confidence plunged.

The recession and banking crisis were addressed aggressively by U.S. government and monetary authorities, as the Federal Reserve Board reduced interest rates and injected liquidity into their financial systems, and federal officials rescued a number of troubled corporations while enacting legislation to stimulate their economies. These measures bolstered investor sentiment, and the market rallied strongly over the reporting period’s second half. While some analysts reportedly have identified “green shoots” of incipient economic recovery, we have yet to see actual evidence of a sustainable rebound.

Defensive Posture Helped Fuel Outperformance

When the downturn intensified in the months before the start of the reporting period, we adopted a more defensive investment posture, emphasizing companies that appeared poised to survive a deep and prolonged recession. Consequently, our bottom-up approach to security selection proved to be a greater driver of the fund’s outperformance to its benchmark than our country or sector allocation strategies. Indeed, the fund experienced greater turnover of individual holdings during the reporting period than has historically been the norm, as we took advantage of opportunities to purchase shares of fundamentally strong companies at what we regarded as attractively low prices.

The fund received especially positive contributions to performance from the energy and industrials sectors. Industrial components producer Amphenol has been a consolidator in a highly fragmented and fast growing industry driven by electronics proliferation,the emerging markets and increased demand for integrated solutions. In the health care sector, biotechnology firm Genentech gained value after announcing that it had agreed to be acquired by German pharmaceutical developer Roche. Finally, ubiquitous coffee chain Starbucks advanced strongly as it rebounded from earlier weakness and took steps to control costs and close underperforming stores.

Although disappointments proved relatively mild over the past six months, some fund holdings lagged market averages. Health care equip-

4


ment provider Varian Medical Systems slumped due to concerns that the recession will dampen spending by hospitals on new equipment for cancer treatments. Retailing giant Wal-Mart Stores gave back some of its previous gains when investors turned away from relatively defensive companies as the market rallied. Industrial parts distributor Fastenal missed its quarterly earnings target and reported a double-digit decline in sales due to weak economic conditions.

Positioned for a Prolonged Downturn

In our view, the U.S. economy and banking system must address a number of issues before they can stage sustained and robust recoveries. Still, the financial markets are flowing more smoothly, as evidenced by improved liquidity and increased securities issuance, and U.S. monetary policy has been highly stimulative. Therefore, barring unexpected shocks, we expect meaningful signs of economic recovery to emerge over the next year. In the meantime, we remain watchful for bouts of renewed volatility in the U.S. stock markets.

Although we have maintained a fully invested posture, we have continued to focus on fundamentally strong businesses with the ability to weather the economic storm. In our judgment, such companies are likely to prosper during an eventual global economic rebound.

June 15, 2009

  Please note, the position in any security highlighted with italicized typeface was sold during the 
  reporting period. 
1  Total return includes reinvestment of dividends and any capital gains paid, and does not take into 
  consideration the maximum initial sales charge in the case of Class A shares, or the applicable 
  contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these 
  charges been reflected, returns would have been lower. Past performance is no guarantee of future 
  results. Share price and investment return fluctuate such that upon redemption, fund shares may be 
  worth more or less than their original cost. Return figures provided reflect the absorption of certain 
  fund expenses by The Dreyfus Corporation pursuant to an undertaking in effect through April 1, 
  2010, at which time it may be extended, terminated or modified. Had these expenses not been 
  absorbed, the fund’s returns would have been lower. 
2  SOURCE: LIPPER INC. – Reflects reinvestment of net dividends and, where applicable, 
  capital gain distributions.The Morgan Stanley Capital International USA (MSCI USA) Index 
  is an unmanaged, market capitalization weighted index that is designed to measure the 
  performance of publicly traded stocks issued by companies in the United States. 

The Fund 5


UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus U.S. Equity Fund from December 1, 2008 to May 31, 2009. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment     
assuming actual returns for the six months ended May 31, 2009     
  Class A  Class C  Class I 
Expenses paid per $1,000  $ 7.19  $ 11.02  $ 5.91 
Ending value (after expenses)  $1,060.20  $1,056.00  $1,059.80 

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

Using the SEC’s method to compare expenses

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

Expenses and Value of a $1,000 Investment     
assuming a hypothetical 5% annualized return for the six months ended May 31, 2009 
  Class A  Class C  Class I 
Expenses paid per $1,000  $ 7.04  $ 10.80  $ 5.79 
Ending value (after expenses)  $1,017.95  $1,014.21  $1,019.20 

Expenses are equal to the fund’s annualized expense ratio of 1.40% for Class A, 2.15% for Class C and 1.15% for Class I, multiplied by the average account value over the period, multiplied by 182/365 (to reflect the one-half

6


STATEMENT OF INVESTMENTS 
May 31, 2009 (Unaudited) 

Common Stocks—98.1%  Shares  Value ($) 
Consumer Goods—7.9%     
Colgate-Palmolive  1,400  92,330 
McDonald’s  1,400  82,586 
PepsiCo  1,500  78,075 
Procter & Gamble  1,600  83,104 
    336,095 
Consumer Services—16.0%     
Kohl’s  2,220 a  94,283 
Philip Morris International  2,000  85,280 
Starbucks  8,200 a  117,998 
SYSCO  3,500  83,860 
TJX Cos.  3,700  109,187 
Wal-Mart Stores  1,800  89,532 
Walgreen  3,400  101,286 
    681,426 
Energy—11.1%     
Anadarko Petroleum  1,780  85,048 
Diamond Offshore Drilling  1,110  93,551 
EOG Resources  1,360  99,538 
Exxon Mobil  1,500  104,025 
Occidental Petroleum  1,400  93,954 
    476,116 
Energy Services—7.0%     
CARBO Ceramics  2,200  83,204 
Helmerich & Payne  2,300  80,431 
Schlumberger  2,350  134,491 
    298,126 
Health Care—18.9%     
Abbott Laboratories  1,900  85,614 
C.R. Bard  1,150  82,214 
Covance  2,000 a  84,040 
Gilead Sciences  1,800 a  77,580 
Johnson & Johnson  1,400  77,224 

The Fund 7


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares  Value ($) 
Health Care (continued)     
Medtronic  2,500  85,875 
Pharmaceutical Product Development  3,500  70,105 
Resmed  2,200 a  81,554 
Stryker  2,200  84,568 
Varian Medical Systems  2,200 a  78,672 
    807,446 
Industrial—15.5%     
Boeing  1,600  71,760 
C.H. Robinson Worldwide  1,600  81,312 
Donaldson  2,500  84,225 
Ecolab  2,400  89,640 
Fastenal  2,900  96,338 
Honeywell International  1,900  63,004 
Rockwell Collins  2,300  97,566 
United Technologies  1,500  78,915 
    662,760 
Technology—21.7%     
Amphenol, Cl. A  3,500  116,865 
Automatic Data Processing  2,500  95,025 
Cisco Systems  5,000 a  92,500 
Dolby Laboratories, Cl. A  2,500 a  90,150 
FLIR Systems  3,800 a  85,348 
Intel  5,700  89,604 
Microsoft  4,700  98,183 
Oracle  4,700  92,073 
Paychex  2,900  79,373 
QUALCOMM  2,000  87,180 
    926,301 
Total Common Stocks     
(cost $5,146,365)    4,188,270 

8


Other Investment—7.1%  Shares  Value ($) 
Registered Investment Company;     
Dreyfus Institutional Preferred     
Plus Money Market Fund     
   (cost $305,000)  305,000 b  305,000 
 
Total Investments (cost $5,451,365)  105.2%  4,493,270 
Liabilities, Less Cash and Receivables  (5.2%)  (223,031) 
Net Assets  100.0%  4,270,239 
 
a Non-income producing security.     
b Investment in affiliated money market mutual fund.     

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Technology  21.7  Consumer Goods  7.9 
Health Care  18.9  Money Market Investment  7.1 
Consumer Services  16.0  Energy Services  7.0 
Industrial  15.5     
Energy  11.1    105.2 
 
† Based on net assets.       
See notes to financial statements.       

The Fund 9


STATEMENT OF ASSETS AND LIABILITIES 
May 31, 2009 (Unaudited) 

    Cost  Value 
Assets ($):       
Investments in securities—See Statement of Investments:     
   Unaffiliated issuers    5,146,365  4,188,270 
   Affiliated issuers    305,000  305,000 
Cash      5,764 
Dividends and interest receivable      6,783 
Receivable for shares of Capital Stock subscribed      943 
Prepaid expenses      25,560 
Due from The Dreyfus Corporation and affiliates—Note 3(c)    10,724 
      4,543,044 
Liabilities ($):       
Payable for investment securities purchased      248,239 
Accrued expenses      24,566 
      272,805 
Net Assets ($)      4,270,239 
Composition of Net Assets ($):       
Paid-in capital      5,406,732 
Accumulated undistributed investment income—net      5,735 
Accumulated net realized gain (loss) on investments      (184,133) 
Accumulated net unrealized appreciation       
(depreciation) on investments      (958,095) 
Net Assets ($)      4,270,239 
 
 
Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  3,139,362  407,551  723,326 
Shares Outstanding  325,508  42,440  74,960 
Net Asset Value Per Share ($)  9.64  9.60  9.65 
 
See notes to financial statements.       

10


STATEMENT OF OPERATIONS   
Six Months Ended May 31, 2009 (Unaudited)   
 
 
 
 
Investment Income ($):   
Income:   
Cash dividends:   
   Unaffiliated issuers  36,772 
   Affiliated issuers  110 
Total Income  36,882 
Expenses:   
Management fee—Note 3(a)  14,043 
Registration fees  43,429 
Auditing fees  21,138 
Shareholder servicing costs—Note 3(c)  4,647 
Prospectus and shareholders’ reports  2,290 
Distribution fees—Note 3(b)  1,855 
Custodian fees—Note 3(c)  1,414 
Directors’ fees and expenses—Note 3(d)  473 
Legal fees  207 
Loan commitment fees—Note 2  17 
Miscellaneous  32,543 
Total Expenses  122,056 
Less—expense reimbursement from The Dreyfus   
   Corporation due to undertaking—Note 3(a)  (94,346) 
Less—reduction in fees due to earnings credits—Note 1(b)  (12) 
Net Expenses  27,698 
Investment Income—Net  9,184 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments  (119,036) 
Net unrealized appreciation (depreciation) on investments  330,806 
Net Realized and Unrealized Gain (Loss) on Investments  211,770 
Net Increase in Net Assets Resulting from Operations  220,954 
 
See notes to financial statements.   

The Fund 11


STATEMENT OF CHANGES IN NET ASSETS

  Six Months Ended   
  May 31, 2009  Year Ended 
  (Unaudited)a  November 30, 2008b 
Operations ($):     
Investment income—net  9,184  5,843 
Net realized gain (loss) on investments  (119,036)  (65,097) 
Net unrealized appreciation     
   (depreciation) on investments  330,806  (1,288,901) 
Net Increase (Decrease) in Net Assets     
   Resulting from Operations  220,954  (1,348,155) 
Dividends to Shareholders from ($):     
Investment income—net:     
Class A Shares  (8,282)   
Class I Shares  (1,800)   
Class T Shares  (520)   
Total Dividends  (10,602)   
Capital Stock Transactions ($):     
Net proceeds from shares sold:     
Class A Shares  360,593  3,561,934 
Class C Shares  168,000  510,157 
Class I Shares  325,000  500,000 
Class T Shares    500,000 
Dividends reinvested:     
Class A Shares  162   
Cost of shares redeemed:     
Class A Shares  (10,604)   
Class C Shares  (150,000)   
Class T Shares  (357,200)   
Increase (Decrease) in Net Assets     
from Capital Stock Transactions  335,951  5,072,091 
Total Increase (Decrease) in Net Assets  546,303  3,723,936 
Net Assets ($):     
Beginning of Period  3,723,936   
End of Period  4,270,239  3,723,936 
Undistributed investment income—net  5,735  7,153 

12


  Six Months Ended   
  May 31, 2009  Year Ended 
  (Unaudited)a  November 30, 2008b 
Capital Share Transactions:     
Class Ac     
Shares sold  40,394  286,338 
Shares issued for dividends reinvested  18   
Shares redeemed  (1,242)   
Net Increase (Decrease) in Shares Outstanding  39,170  286,338 
Class C     
Shares sold  17,834  41,108 
Shares redeemed  (16,502)   
Net Increase (Decrease) in Shares Outstanding  1,332  41,108 
Class I     
Shares sold  34,960  40,000 
Class Tc     
Shares sold    40,000 
Shares redeemed  (40,000)   
Net Increase (Decrease) in Shares Outstanding  (40,000)  40,000 

a  Effective close of business on February 4, 2009, the fund no longer offers Class T shares. 
b  From May 30, 2008 (commencement of operations) to November 30, 2008. 
c  On the close of business on February 4, 2009, 40,000 Class T shares representing $357,200 were automatically 
  converted to 40,000 Class A shares. 
See notes to financial statements. 

The Fund 13


FINANCIAL HIGHLIGHTS

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

  Six Months Ended   
  May 31, 2009  Year Ended 
Class A Shares  (Unaudited)  November 30, 2008a 
Per Share Data ($):     
Net asset value, beginning of period  9.14  12.50 
Investment Operations:     
Investment income—netb  .03  .02 
Net realized and unrealized     
gain (loss) on investments  .50  (3.38) 
Total from Investment Operations  .53  (3.36) 
Distributions:     
Dividends from investment income—net  (.03)   
Net asset value, end of period  9.64  9.14 
Total Return (%)c,d  6.02  (26.88) 
Ratios/Supplemental Data (%):     
Ratio of total expenses to average net assetse  6.42  5.54 
Ratio of net expenses to average net assetse  1.40  1.40 
Ratio of net investment income     
   to average net assetse  .56  .33 
Portfolio Turnover Rated  14.86  7.98 
Net Assets, end of period ($ x 1,000)  3,139  2,618 

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

14


  Six Months Ended   
  May 31, 2009  Year Ended 
Class C Shares  (Unaudited)  November 30, 2008a 
Per Share Data ($):     
Net asset value, beginning of period  9.11  12.50 
Investment Operations:     
Investment (loss)—netb                       (.00)c  (.02) 
Net realized and unrealized     
gain (loss) on investments  .49  (3.37) 
Total from Investment Operations  .49  (3.39) 
Net asset value, end of period  9.60  9.11 
Total Return (%)d,e  5.60  (27.12) 
Ratios/Supplemental Data (%):     
Ratio of total expenses to average net assetsf  7.65  6.30 
Ratio of net expenses to average net assetsf  2.15  2.14 
Ratio of net investment (loss)     
   to average net assetsf  (.10)  (.41) 
Portfolio Turnover Ratee  14.86  7.98 
Net Assets, end of period ($ x 1,000)  408  374 

a  From May 30, 2008 (commencement of operations) to November 30, 2008. 
b  Based on average shares outstanding at each month end. 
c  Amount represents less than $.01 per share. 
d  Exclusive of sales charge. 
e  Not annualized. 
f  Annualized. 
See notes to financial statements. 

The Fund 15


  FINANCIAL HIGHLIGHTS (continued)

  Six Months Ended   
  May 31, 2009  Year Ended 
Class I Shares  (Unaudited)  November 30, 2008a 
Per Share Data ($):     
Net asset value, beginning of period  9.16  12.50 
Investment Operations:     
Investment income—netb  .03  .03 
Net realized and unrealized     
gain (loss) on investments  .51  (3.37) 
Total from Investment Operations  .54  (3.34) 
Distributions:     
Dividends from investment income—net  (.05)   
Net asset value, end of period  9.65  9.16 
Total Return (%)c  5.98  (26.72) 
Ratios/Supplemental Data (%):     
Ratio of total expenses to average net assetsd  6.15  5.25 
Ratio of net expenses to average net assetsd  1.15  1.14 
Ratio of net investment income     
   to average net assetsd  .61  .59 
Portfolio Turnover Ratec  14.86  7.98 
Net Assets, end of period ($ x 1,000)  723  366 

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

16


NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

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

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C and Class I. Class A shares are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

Effective December 3, 2008, investments for new accounts were no longer permitted in ClassT of the fund, except that participants in certain group retirement plans were able to open a new account in Class T of the fund, provided that the fund was established as an investment option under the plans before December 3, 2008. On February 4, 2009, the fund issued to each holder of its Class T shares, in exchange for said shares, Class A shares of the fund having an aggregate net asset

The Fund 17


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

value equal to the aggregate net asset value of the shareholder’s Class T shares. Subsequent investments in the fund’s Class A shares made by prior holders of the fund’s Class T shares who received Class A shares of the fund in exchange for their Class T shares are subject to the front-end sales load schedule that was in effect for Class T shares at the time of the exchange. Otherwise, all other Class A share attributes will be in effect. Effective close of business on February 4, 2009, the fund no longer offers Class T shares.

As of May 31, 2009, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held 320,000 Class A shares and 40,000 Class C and Class I shares.

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

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

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

(a) Portfolio valuation: Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is avail-

18


able. Registered investment companies that are not traded on an exchange are valued at their net asset value.When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Directors. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures contracts. For other securities that are fair valued by the Board of Directors, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in similar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price.

The fund adopted Statement of Financial Accounting Standards No. 157 “FairValue Measurements” (“FAS 157”). FAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements.

Various inputs are used in determining the value of the fund’s investments relating to FAS 157.These inputs are summarized in the three broad levels listed below.

Level 1—quoted prices in active markets for identical investments. 
Level 2—other significant observable inputs (including quoted 
prices for similar securities, interest rates, prepayment speeds, 
credit risk, etc.). 
Level 3—significant unobservable inputs (including the fund’s own 
assumptions in determining the fair value of investments). 

The Fund 19


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.

The following is a summary of the inputs used as of May 31, 2009 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Quoted  Observable  Unobservable   
  Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in         
Securities  4,493,270      4,493,270 
Other Financial         
   Instruments         
Liabilities ($)         
Other Financial         
   Instruments         

Other financial instruments include derivative instruments such as futures, forward currency exchange contracts, swap contracts and options contracts. Amounts shown represent unrealized appreciation (depreciation), or in the case of options, market value at period end.

In April 2009, the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position No. 157-4,“Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly” (“FSP 157-4”). FSP 157-4 provides additional guidance for estimating fair value in accordance with FAS 157, when the volume and level of activity for the asset or liability have significantly decreased as well as guidance on identifying circumstances that indicate a transaction is not orderly. FSP 157-4 is effective for fiscal years and interim periods ending after June 15, 2009. Management is currently evaluating the impact the adoption of FSP 157-4 will have on the fund’s financial statement disclosures.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest

20


income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

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

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

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

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

As of and during the period ended May 31, 2009, the fund did not have any liabilities for any uncertain tax positions. The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period, the fund did not incur any interest or penalties.

The Fund 21


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

The tax period ended November 30, 2008 remains subject to examination by the Internal Revenue Service and state taxing authorities.

The fund has an unused capital loss carryover of $47,276 available for federal income tax purposes to be applied against future net securities profits, if any, realized subsequent to November 30, 2008. If not applied, the carryover expires in fiscal 2016.

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 $145 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of Facility 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 the borrowing. During the period ended May 31, 2009, the fund did not borrow under the Facilities.

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

(a) Pursuant to a management agreement (“Agreement”) with Dreyfus, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has contractually agreed, until April 1, 2010, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.15% of the value of the fund’s average daily net assets. The expense reimbursement, pursuant to the undertaking, amounted to $94,346 during the period ended May 31, 2009.

22


Pursuant to a Sub-Investment Advisory Agreement between Dreyfus and Walter Scott, Dreyfus pays Walter Scott a monthly fee at an annual percentage of the fund’s average daily net assets.

(b) Under the Distribution Plan (the “Plan”) adopted pursuant to Rule 12b-1 under the Act, Class C shares pay and Class T shares paid the Distributor for distributing their shares at an annual rate of .75% of the value of the average daily net assets of Class C shares and .25% of the value of the average daily net assets of Class T shares. During the period ended May 31, 2009, Class C and Class T shares were charged $1,693 and $162, respectively, pursuant to the Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay and Class T shares paid the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding Class A, Class C and Class T shares and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (a securities dealer, financial institution or other industry professional) in respect of these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2009, Class A, Class C and Class T shares were charged $3,461, $564 and $162, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended May 31, 2009, the fund was charged $181 pursuant to the transfer agency agreement.

The fund compensates The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended May 31,

The Fund 23


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

2009, the fund was charged $12 pursuant to the cash management agreement.These fees were offset by earnings credits pursuant to the cash management agreement.

The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended May 31, 2009, the fund was charged $1,414 pursuant to the custody agreement.

During the period ended May 31, 2009, the fund was charged $3,291 for services performed by the Chief Compliance Officer.

The components of “Due from The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: an expense reimbursement of $16,727, which is offset by management fees $2,602, Rule 12b-1 distribution plan fees $255, shareholder services plan fees $740, custodian fees $1,216, chief compliance officer fees $1,150 and transfer agency per account fees $40.

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended November 30, 2008, amounted to $924,215 and $540,776, respectively.

The fund adopted FASB Statement of Financial Accounting Standards No. 161 “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments

24


and disclosures about credit-risk-related contingent features in derivative agreements. Since the fund held no derivatives during the period ended May 31, 2009, FAS 161 disclosures did not impact the notes to the financial statements.

At May 31, 2009, accumulated net unrealized depreciation on investments was $958,095, consisting of $22,396 gross unrealized appreciation and $980,491 gross unrealized depreciation.

At May 31, 2009, 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






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

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

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


  Contents
  THE FUND
2      A Letter from the CEO
3      Discussion of Fund Performance
6      Understanding Your Fund’s Expenses
6      Comparing Your Fund’s Expenses With Those of Other Funds
7      Statement of Investments
14      Statement of Assets and Liabilities
15      Statement of Operations
16      Statement of Changes in Net Assets
17      Financial Highlights
18      Notes to Financial Statements
26      Information About the Review and Approval of the Fund’s Management Agreement, Portfolio Allocation Management Agreement, and Sub-Investment Advisory Agreements
  FOR MORE INFORMATION
  Back Cover

Dreyfus Select Managers
Small Cap Value Fund

The Fund


A LETTER FROM THE CEO

Dear Shareholder:

We present to you this semiannual report for Dreyfus Select Managers Small Cap Value Fund, covering the period from December 17, 2008, the fund’s inception, through May 31, 2009.

The U.S. equities market went on a wild ride over the reporting period, with stocks plummeting in the fall of 2008 and rebounding strongly in the spring of 2009. In supporting the recent rally, investors apparently shrugged off more bad economic news: the unemployment rate surged to a 25-year high, and a 6.3% annualized contraction over the fourth quarter of 2008 was followed by a 5.7% revised estimate of economic contraction during the first quarter of 2009.Yet, the market rebound between March 7 and May 31 proved to be one of the more robust in the history of the U.S. stock market.

These enormous swings leave investors to wonder if the equities market is forecasting sustainable economic improvement, or could this be a bear market rally where stocks reach such depressed levels that even the slightest hint of good news lifts prices.We generally have remained cautious in the absence of real economic progress, but the market’s gyrations illustrate an important feature of many market rallies—when they snap back, the rebounds are often quick and sharp, potentially leaving investors on the sidelines. That’s why we encourage you to speak regularly with your financial consultant, who can discuss with you the potential benefits of adhering to a long-term investment strategy tailored to your current investment needs and future goals. For information about how the fund performed during the reporting period, as well as market perspectives, we have provided a Discussion of Fund Performance given by the fund’s Portfolio Allocation Managers. Thank you for your continued confidence and support.


Jonathan R. Baum
Chairman and Chief Executive Officer
The Dreyfus Corporation
June 15, 2009

2



DISCUSSION OF FUND PERFORMANCE

For the period of December 17, 2008, the fund’s inception, through May 31, 2009, as provided by Keith L. Stransky and Robert B. Mayerick, Portfolio Allocation Managers

Fund and Market Performance Overview

For the period from December 17, 2008, through May 31, 2009, Dreyfus Select Managers Small Cap Value Fund’s Class A shares produced a total return of 3.84%, Class C shares returned 3.52% and Class I shares returned 3.92%.1 In comparison, the Russell 2000Value Index (the “Index”), the fund’s benchmark Index, achieved a total return of –1.55% for the same period.2

Small-cap stocks experienced a major market decline followed by a major market rally over the reporting period amid a prolonged recession and a severe banking crisis. Losses incurred by small-cap stocks early in the reporting period (12/17/08 – 3/9/09) were offset to an extent by gains from a subsequent rally during the second half of the reporting period (3/10/09 – 5/31/09). Overall, the fund outperformed its benchmark despite this economic environment, largely due to each sub-adviser’s significantly underweight position in financials, the worst performing small-cap market sector during the reporting period.

The Fund’s Investment Approach

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

The Fund 3


DISCUSSION OF FUND PERFORMANCE (continued)

The fund’s assets currently are allocated among three sub-advisers, each acting independently of one another and using its own methodology to select individual investments. Currently 40% of the fund’s assets are allocated to Thompson, Siegel and Walmsley, LLC, which employs a combination of quantitative and qualitative security selection methods based on a four-factor valuation model. Another 40% are allocated to Walthausen & Co., LLC, which uses a proprietary valuation model to identify companies that are trading at a discount to their intrinsic val-ues.The remaining 20% of the fund’s assets are allocated to Riverbridge Partners, LLC, which focuses on companies that are building their earnings power and intrinsic value over long periods of time.

Small-Cap Stocks Regained Lost Ground by the End of the Reporting Period

As the small-cap stock market declined during the first half of the reporting period (through 3/9/09), lower-quality (e.g. highly leveraged, cyclical oriented and credit-sensitive companies) fell most; the fund (–27%) outperformed the Index (–33%). During the second half of the reporting period (from 3/10/09), when the stock market experienced a sharp rebound, it was these lower quality equities that led. Consequently, the fund returned 43% while the Index achieved 48% during the latter half of the reporting period. Our higher quality portfolio emphasis held us back during the junk-led, more speculative snapback from the March 9 market low.

Our Investment Strategies Helped the Fund’s Outperformance

One of the key drivers of the fund’s performance during the reporting period was our underweighting in financials, the single worst performing sector. Most notably, the fund was relatively underexposed to banks, insurers and investment firms that were severely punished in the financial crisis.The fund’s relative performance was also positively impacted by an underweighted exposure in the second worst performing sector, utilities, and an overweighting in consumer discretionary, the second best Index sector.As consumers began trading down, the fund’s sub-advisers focused

4


on retailers, restaurants and other companies poised to benefit from greater cost-consciousness among consumers. Consumer discretionary holdings such as Cheesecake Factory, Big Lots, Jo-Ann Stores, and Cracker Barrell benefited from this trend.

While our investment strategies were successful in this economic environment, there were a few individual holdings that hindered the fund’s performance.Technology sector holding Comtech Telecommunication, a satellite company, was down significantly, which hurt the fund’s perfor-mance.The company sank due to a delay in some government contracts. In addition, Heartland Payment Systems, a banking and credit card company, was down substantially due to a security breach in its processing system.As a result, the fund sold its position in this holding.

Areas of Opportunity in the Investment Landscape

We believe higher-quality stocks will narrow the performance gap over the foreseeable future. Consistent with this view, the fund’s sub-advisers have established overweight exposure in the information technology and health care sectors.We think higher-quality stocks will take the lead once some of these low-quality stocks approach unattractive valuation levels.

June 15, 2009

1  Total return includes reinvestment of dividends and any capital gains paid, and does not take into 
  consideration the maximum initial sales charge in the case of Class A shares, or the applicable 
  contingent deferred sales charge imposed on redemptions in the case of Class C shares. Had these 
  charges been reflected, returns would have been lower. Past performance is no guarantee of future 
  results. Share price and investment return fluctuate such that upon redemption, fund shares may be 
  worth more or less than their original cost. Return figures provided reflect the absorption of certain 
  fund expenses by The Dreyfus Corporation pursuant to an undertaking in effect through April 1, 
  2010, at which time it may be extended, terminated or modified. Had these expenses not been 
  absorbed, the fund’s returns would have been lower. 
2  SOURCE: LIPPER INC. — Reflects the reinvestment of dividends and, where applicable, 
  capital gain distributions.The Russell 2000 Value Index is an unmanaged index, which measures 
  the performance of those Russell 2000 companies with lower price-to-book ratios and lower 
  forecasted growth values. 

The Fund 5


UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Select Managers Small CapValue Fund from December 17, 2008 (commencement of operations) to May 31, 2009. It also shows how much a $1,000 investment would be worth at the close of the period, assuming actual returns and expenses.

Expenses and Value of a $1,000 Investment     
assuming actual returns for the six months ended May 31, 2009     
  Class A  Class C  Class I 
Expenses paid per $1,000  $ 6.49  $ 9.95  $ 5.33 
Ending value (after expenses)  $1,038.40  $1,035.20  $1,039.20 

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

Using the SEC’s method to compare expenses

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

Expenses and Value of a $1,000 Investment     
assuming a hypothetical 5% annualized return for the six months ended May 31, 2009†† 
  Class A  Class C  Class I 
Expenses paid per $1,000†††  $ 7.04  $ 10.80  $ 5.79 
Ending value (after expenses)  $1,017.95  $1,014.21  $1,019.20 

  Expenses are equal to the fund’s annualized expense ratio of 1.40% for Class A, 2.15% for Class C and 1.15% 
  for Class I, multiplied by the average account value over the period, multiplied by 166/365 (to reflect the actual 
  days in the period). 
††  Please note that while Class A, Class C and Class I shares commenced operations on December 17, 2008, the 
  “Hypothetical” expenses paid during the period reflect projected activity for the full six months period for purposes of 
  comparability.This projection assumes that annualized expense ratios were in effect during the period December 1, 
  2008 to May 31, 2009. 
†††  Expenses are equal to the fund’s annualized expense ratio of 1.40% for Class A, 2.15% for Class C and 1.15% 
  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 
May 31, 2009 (Unaudited) 

Common Stocks—95.5%   Shares  Value ($) 
Consumer Discretionary—14.2%     
America’s Car-Mart   2,500 a  40,875 
Big Lots   1,675 a  38,542 
Brink’s Home Security Holdings   2,100 a  60,480 
California Pizza Kitchen   2,600 a  36,270 
Carter’s   1,300 a  30,745 
Cheesecake Factory   3,000 a  51,330 
Cracker Barrel Old Country Store   1,600  50,272 
CSS Industries   4,200  76,440 
Delta Apparel   5,990 a  46,123 
Drew Industries   3,425 a  49,149 
Ethan Allen Interiors   3,200  39,232 
Gentex  11,775  138,827 
Hawk, Cl. A   6,210 a  82,903 
Interval Leisure Group  12,750 a  122,018 
Jack in the Box   2,700 a  71,010 
JAKKS Pacific   2,500 a  31,875 
Jo-Ann Stores   3,100 a  66,991 
JoS. A. Bank Clothiers   2,100 a  79,485 
Lifetime Brands   3,925  13,149 
LKQ   4,175 a  63,836 
Monro Muffler   3,275  87,508 
Movado Group   4,500  34,110 
Nobel Learning Communities   3,625 a  42,739 
Peet’s Coffee & Tea   2,000 a  52,180 
Universal Technical Institute   5,650 a  78,591 
Williams-Sonoma   2,900  37,526 
WMS Industries   2,000 a  70,940 
    1,593,146 
Consumer Staples—3.4%     
Casey’s General Stores   1,800  45,414 
Chattem       800 a  47,784 
Flowers Foods   3,900  82,563 
Hain Celestial Group   1,800 a  30,906 
Pantry   2,700 a  53,784 
Ruddick  900  22,644 

The Fund 7


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares  Value ($) 
Consumer Staples (continued)     
United Natural Foods  3,600 a  81,828 
USANA Health Sciences   525 a  13,923 
    378,846 
Energy—5.2%     
Arena Resources  2,650 a  94,923 
Bristow Group  1,500 a  47,445 
GMX Resources  3,300 a  58,311 
Gulfport Energy  8,675 a  53,958 
Holly  2,200  53,218 
Matrix Service  3,300 a  37,356 
McMoRan Exploration  7,700 a  52,206 
Northern Oil and Gas  7,200 a  56,952 
SEACOR Holdings   550 a  42,025 
Smith International   600  17,514 
Whiting Petroleum  1,650 a  77,319 
    591,227 
Financial—16.7%     
BioMed Realty Trust  2,600  25,558 
Bryn Mawr Bank  2,800  50,820 
Capstead Mortgage  4,600  54,878 
Cash America International  2,800  64,456 
City Holding  2,000  63,480 
Endurance Specialty Holdings  2,300  63,181 
EZCORP, Cl. A  4,300 a  52,245 
First Cash Financial Services  3,900 a  58,929 
First Financial Bancorp  5,325  45,422 
First Financial Bankshares  1,000  48,830 
FirstMerit  1,711  29,796 
FPIC Insurance Group  1,100 a  32,714 
Hallmark Financial Services  7,690 a  53,523 
Hancock Holding   975  34,057 
Harleysville Group   900  26,361 
Horace Mann Educators  4,600  41,538 
IBERIABANK  1,300  56,576 
Investment Technology Group  2,300 a  47,840 
KBW  1,975 a  51,409 

8


Common Stocks (continued)   Shares  Value ($) 
Financial (continued)     
LaSalle Hotel Properties   1,000  13,680 
Max Capital Group   3,900  61,659 
Navigators Group       700 a  30,618 
Ocwen Financial   7,400 a  92,352 
Omega Healthcare Investors   5,700  91,029 
Platinum Underwriters Holdings   2,200  63,426 
Portfolio Recovery Associates   2,000 a  71,940 
PS Business Parks  700  31,409 
Selective Insurance Group   3,400  44,914 
Sterling Bancorp   5,000  45,900 
Sterling Bancshares  16,725  106,036 
Suffolk Bancorp   2,075  54,158 
SVB Financial Group       800 a  21,560 
Tower Group   1,700  40,613 
Trustco Bank   4,475  25,239 
United Financial Bancorp   3,350  41,808 
Walter Investment Management   8,200 a  110,700 
World Acceptance   1,400 a  28,042 
    1,876,696 
Health Care—12.5%     
Abaxis   1,700 a  29,733 
Allscripts-Misys Healthcare Solutions   4,100  52,931 
Amedisys   1,100 a  33,462 
AmSurg   2,700 a  50,436 
AngioDynamics   4,600 a  56,442 
BioScrip   9,100 a  38,220 
Cepheid   6,000 a  60,600 
Chemed   2,100  80,367 
Computer Programs & Systems   1,600  54,720 
Haemonetics   1,500 a  79,845 
Hanger Orthopedic Group   3,000 a  44,100 
Health Management Associates, Cl. A   9,100 a  52,871 
Hill-Rom Holdings   2,800  45,220 
IPC The Hospitalist   1,500 a  37,350 
Kendle International   2,100 a  21,840 
Medicis Pharmaceutical, Cl. A   2,400  37,728 

The Fund 9


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)  Shares  Value ($) 
Health Care (continued)     
MEDNAX  1,550 a  62,775 
MEDTOX Scientific  1,175 a  10,446 
Molina Healthcare  3,300 a  79,002 
Neogen  2,675 a  58,957 
Questcor Pharmaceuticals  8,500 a  36,210 
RehabCare Group  4,800 a  104,736 
Somanetics  3,250 a  54,632 
SurModics   800 a  15,816 
SXC Health Solutions  3,000 a  74,580 
Techne  1,000  60,270 
Vital Images  6,400 a  74,624 
    1,407,913 
Industrial—19.2%     
Aaon  2,975  61,880 
American Science & Engineering  800  50,024 
ATC Technology  2,990 a  43,594 
Atlas Air Worldwide Holdings  1,500 a  38,820 
Beacon Roofing Supply  3,900 a  56,550 
CBIZ  8,000 a  57,840 
CDI  6,875  77,206 
Cornell  2,500 a  42,450 
CoStar Group   900 a  32,085 
Curtiss-Wright  1,700  49,776 
Dynamex  1,400 a  21,728 
Force Protection  7,350 a  63,430 
Forward Air  1,500  31,980 
G & K Services, Cl. A  1,450  31,088 
GATX  1,600  40,288 
GeoEye  2,600 a  55,796 
Hexcel  7,250 a  77,502 
Innerworkings  3,800 a  17,708 
K-Tron International  1,060 a  91,361 
Kirby  2,255 a  75,813 
LaBarge  7,050 a  53,580 
Ladish  7,125 a  84,004 
Layne Christensen  2,200 a  47,036 

10


Common Stocks (continued)   Shares  Value ($) 
Industrial (continued)     
Lydall  26,100 a  96,309 
McGrath Rentcorp   6,075  110,322 
Mobile Mini   1,800 a  22,698 
Orbital Sciences   3,700 a  54,464 
Orion Marine Group   2,200 a  46,376 
Resources Connection   3,850 a  71,341 
Ritchie Brothers Auctioneers   1,700  38,930 
Rollins   5,000  83,550 
School Specialty   3,000 a  57,060 
Standex International   7,900  80,422 
Sterling Construction   2,000 a  34,200 
Team   2,800 a  39,620 
Thermadyne Holdings  23,755 a  99,533 
Ultralife   7,550 a  52,397 
Woodward Governor   3,675  75,448 
    2,164,209 
Information Technology—15.6%     
ACI Worldwide   2,300 a  34,293 
Actuate   9,700 a  46,948 
ANSYS       900 a  26,874 
Astro-Med   4,700  29,328 
Cabot Microelectronics   1,250 a  34,938 
Cass Information Systems   1,400  43,652 
Comtech Telecommunications   2,100 a  61,194 
Concur Technologies       900 a  26,550 
CSG Systems International   2,850 a  39,245 
DealerTrack Holdings   2,800 a  40,180 
Digi International   6,350 a  54,991 
Echelon   3,100 a  22,723 
Euronet Worldwide   1,500 a  23,940 
F5 Networks   1,650 a  52,404 
FARO Technologies   1,450 a  22,373 
Forrester Research   1,800 a  41,706 
Guidance Software   2,800 a  8,960 
Hutchinson Technology  30,075 a  63,458 
Integral Systems   3,800 a  28,880 

The Fund 11


STATEMENT OF INVESTMENTS (Unaudited) (continued)

Common Stocks (continued)   Shares  Value ($) 
Information Technology (continued)     
Manhattan Associates   1,900 a  33,421 
MAXIMUS   1,200  47,880 
Napco Security Technologies   2,300 a  3,312 
National Instruments   3,375  71,584 
NCI, Cl. A   1,900 a  47,804 
Net 1 UEPS Technologies   3,900 a  47,619 
Power Integrations   2,100  46,326 
Rudolph Technologies   1,575 a  6,977 
Semtech   4,650 a  74,819 
SkillSoft, ADR   6,200 a  50,654 
Spectrum Control   3,500 a  28,770 
SPSS   2,000 a  66,740 
Stratasys   2,750 a  28,765 
Tekelec   3,900 a  63,687 
TeleCommunication Systems, Cl. A   4,400 a  32,868 
TIBCO Software   6,300 a  41,769 
TNS   2,700 a  50,895 
Ultimate Software Group   2,600 a  52,806 
United Online  13,150  84,160 
Verint Systems   2,250 a  19,170 
Vishay Intertechnology  26,750 a  147,928 
    1,750,591 
Materials—6.3%     
Arch Chemicals   4,500  126,450 
Bemis   1,900  47,671 
Commercial Metals   4,850  82,305 
KapStone Paper and Packaging  18,625 a  79,156 
Landec   3,900 a  26,520 
LSB Industries   1,200 a  20,100 
Mercer International  44,875 a  42,631 
Olin   2,800  37,408 
Royal Gold   1,200  55,884 
Solutia  25,700 a  125,930 
Thompson Creek Metals Company   3,800 a  36,480 
Zoltek Cos.   2,700 a  26,730 
    707,265 

12


Common Stocks (continued)     Shares  Value ($) 
Telecommunication Services—1.4%     
D&E Communications     3,789  36,943 
Premiere Global Services     5,175 a  61,945 
Syniverse Holdings     4,000 a  59,800 
    158,688 
Utilities—1.0%     
Cleco     3,300  67,518 
El Paso Electric     3,700 a  48,988 
    116,506 
 
Total Investments (cost $9,748,211)   95.5%  10,745,087 
Cash and Receivables (Net)     4.5%  502,939 
Net Assets  100.0%  11,248,026 
 
ADR—American Depository Receipts     
a Non-income producing security.     

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Industrial  19.2  Energy  5.2 
Financial  16.7  Consumer Staples  3.4 
Information Technology  15.6  Telecommunication Services  1.4 
Consumer Discretionary  14.2  Utilities  1.0 
Health Care  12.5     
Materials  6.3    95.5 
 
† Based on net assets.       
See notes to financial statements.       

The Fund 13


STATEMENT OF ASSETS AND LIABILITIES 
May 31, 2009 (Unaudited) 

    Cost  Value 
Assets ($):       
Investments in securities—See Statement of Investments  9,748,211  10,745,087 
Cash      546,537 
Receivable for investment securities sold      43,839 
Receivable for shares of Common Stock subscribed      25,000 
Dividends and interest receivable      5,752 
Prepaid expenses      78,224 
Due from The Dreyfus Corporation and affiliates—Note 3(c)    7,377 
      11,451,816 
Liabilities ($):       
Payable for investment securities purchased      171,770 
Accrued expenses      32,020 
      203,790 
Net Assets ($)      11,248,026 
Composition of Net Assets ($):       
Paid-in capital      10,404,344 
Accumulated undistributed investment income—net      4,583 
Accumulated net realized gain (loss) on investments      (157,777) 
Accumulated net unrealized appreciation       
(depreciation) on investments      996,876 
Net Assets ($)      11,248,026 
 
 
Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  5,271,831  517,530  5,458,665 
Shares Outstanding  406,069  40,000  420,096 
Net Asset Value Per Share  12.98  12.94  12.99 
 
See notes to financial statements.       

14


STATEMENT OF OPERATIONS   
From Deceber 17 , 2008 (commencement   
of operations) to May 31, 2009 (Unaudited)   
 
 
 
 
Investment Income ($):   
Income:   
Cash dividends (net of $68 foreign taxes withheld at source)  52,374 
Expenses:   
Management fee—Note 3(a)  31,414 
Prospectus and shareholders’ reports  32,663 
Auditing fees  23,575 
Registration fees  20,242 
Custodian fees—Note 3(c)  15,843 
Shareholder servicing costs—Note 3(c)  6,078 
Legal fees  2,000 
Distribution fees—Note 3(b)  1,599 
Directors’ fees and expenses—Note 3(d)  572 
Miscellaneous  10,318 
Total Expenses  144,304 
Less—expense reimbursement from The Dreyfus Corporation   
   due to undertaking—Note 3(a)  (96,507) 
Less—reduction in fees due to earnings credits—Note 1(b)  (6) 
Net Expenses  47,791 
Investment Income—Net  4,583 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):   
Net realized gain (loss) on investments  (157,777) 
Net unrealized appreciation (depreciation) on investments  996,876 
Net Realized and Unrealized Gain (Loss) on Investments  839,099 
Net Increase in Net Assets Resulting from Operations  843,682 
 
See notes to financial statements.   

The Fund 15


STATEMENT OF CHANGES IN NET ASSETS 
From Deceber 17 , 2008 (commencement 
of operations) to May 31, 2009 (Unaudited) 

Operations ($):   
Investment income—net  4,583 
Net realized gain (loss) on investments  (157,777) 
Net unrealized appreciation (depreciation) on investments  996,876 
Net Increase (Decrease) in Net Assets Resulting from Operations  843,682 
Capital Stock Transactions ($):   
Net proceeds from shares sold:   
Class A Shares  5,060,000 
Class C Shares  500,000 
Class I Shares  4,897,984 
Cost of shares redeemed:   
Class I Shares  (53,640) 
Increase (Decrease) in Net Assets   
from Capital Stock Transactions  10,404,344 
Total Increase (Decrease) in Net Assets  11,248,026 
Net Assets ($):   
Beginning of Period   
End of Period  11,248,026 
Undistributed investment income—net  4,583 
Capital Share Transactions (Shares):   
Class A   
Shares sold  406,069 
Class C   
Shares sold  40,000 
Class I   
Shares sold  424,843 
Shares redeemed  (4,747) 
Net Increase (Decrease) in Shares Outstanding  420,096 
 
See notes to financial statements.   

16


FINANCIAL HIGHLIGHTS (Unaudited)

The following table describes the performance for each share class for the period from December 17, 2008 (commencement of operations) to May 31, 2009. 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.

  Class A  Class C  Class I 
  Shares  Shares  Shares 
Per Share Data ($):       
Net asset value, beginning of period  12.50  12.50  12.50 
Investment Operations:       
Investment income (loss)—neta  .01  (.03)  .01 
Net realized and unrealized       
gain (loss) on investments  .47  .47  .48 
Total from Investment Operations  .48  .44  .49 
Net asset value, end of period  12.98  12.94  12.99 
Total Return (%)b  3.84c  3.52c  3.92 
Ratios/Supplemental Data (%):       
Ratio of total expenses to average net assetsd  4.02  4.77  4.24 
Ratio of net expenses to average net assetsd  1.40  2.15  1.15 
Ratio of net investment income (loss)       
   to average net assetsd  .20  (.55)  .13 
Portfolio Turnover Rateb  27.77  27.77  27.77 
Net Assets, end of period ($ x 1,000)  5,272  518  5,459 

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

The Fund 17


NOTES TO FINANCIAL STATEMENTS (Unaudited)

NOTE 1—Significant Accounting Policies:

Dreyfus Select Managers Small Cap Value Fund (the “fund”) is a separate diversified series of Strategic Funds, Inc. (the “Company”) which is registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company and operates as a series company currently offering seven series, including the fund, which commenced operations on December 17, 2008.The fund’s investment objective seeks capital appreciation. 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. EACM Advisors LLC (“EACM”) is a subsidiary of BNY Mellon and an affiliate of Dreyfus, serves as the fund’s portfolio allocation manager. EACM has currently selected Thompson, Seigel and Walmsley, LLC (“TS&W”), Walthausen & Co., LLC (“Walthausen”) and Riverbridge Partners, LLC (“Riverbridge”) as the fund’s sub-investment advisers.The fiscal year end of the fund is November 30.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of Dreyfus, is the distributor of the fund’s shares.The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class C and Class I. Class A shares are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

18


As of May 31, 2009, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held 400,000 Class A shares and 40,000 Class C and Class I shares.

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

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

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

(a) Portfolio valuation: Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales price. Securities not listed on an exchange or the national securities market, or securities for which there were no transactions, are valued at the average of the most recent bid and asked prices, except for open short positions, where the asked price is used for valuation purposes. Bid price is used when no asked price is available. Registered investment companies that are not traded on an exchange are valued at their net asset value.When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or

The Fund 19


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

market on which the security is principally traded (for example, a foreign exchange or market),but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board of Directors. Fair valuing of securities may be determined with the assistance of a pricing service using calculations based on indices of domestic securities and other appropriate indicators, such as prices of relevant ADRs and futures contracts. For other securities that are fair valued by the Board of Directors, certain factors may be considered such as: fundamental analytical data, the nature and duration of restrictions on disposition, an evaluation of the forces that influence the market in which the securities are purchased and sold and public trading in similar securities of the issuer or comparable issuers. Financial futures are valued at the last sales price.

The fund adopted Statement of Financial Accounting Standards No. 157 “FairValue Measurements” (“FAS 157”). FAS 157 establishes an authoritative definition of fair value, sets out a framework for measuring fair value, and requires additional disclosures about fair value measurements.

Various inputs are used in determining the value of the fund’s investments relating to FAS 157.These inputs are summarized in the three broad levels listed below.

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

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

Level 3—significant unobservable inputs (including 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.

20


The following is a summary of the inputs used as of May 31, 2009 in valuing the fund’s investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Quoted  Observable Unobservable   
  Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in         
Securities  10,745,087      10,745,087 
Other Financial         
   Instruments         
Liabilities ($)         
Other Financial         
   Instruments         

Other financial instruments include derivative instruments such as futures, forward currency exchange contracts, swap contracts and options contracts. Amounts shown represent unrealized appreciation (depreciation), or in the case of options, market value at period end.

In April 2009, the Financial Accounting Standards Board (“FASB”) issued FASB Staff Position No. 157-4,“Determining Fair Value When the Volume and Level of Activity for the Asset or Liability Have Significantly Decreased and Identifying Transactions That Are Not Orderly” (“FSP 157-4”). FSP 157-4 provides additional guidance for estimating fair value in accordance with FAS 157, when the volume and level of activity for the asset or liability have significantly decreased as well as guidance on identifying circumstances that indicate a transaction is not orderly. FSP 157-4 is effective for fiscal years and interim periods ending after June 15, 2009. Management is currently evaluating the impact the adoption of FSP 157-4 will have on the fund’s financial statement disclosures.

(b) Securities transactions and investment income: Securities transactions are recorded on a trade date basis. Realized gains and losses

The Fund 21


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

from securities transactions are recorded on the identified cost basis. Dividend income is recognized on the ex-dividend date and interest income, including, where applicable, accretion of discount and amortization of premium on investments, is recognized on the accrual basis.

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

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

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

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

As of and during the period ended May 31, 2009, the fund did not have any liabilities for any uncertain tax positions.The fund recognizes interest and penalties, if any, related to uncertain tax positions as income tax expense in the Statement of Operations. During the period, the fund did not incur any interest or penalties.

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

22


NOTE 2—Bank Lines of Credit:

Effective May 28, 2009, the fund participates with other Dreyfus-managed funds in a $145 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of NewYork Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay its pro rata portion of Facility 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 the borrowing. During the period ended May 31, 2009, the fund did not borrow under the Facilities.

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

(a) Pursuant to a management agreement (“Agreement”) with Dreyfus, the management fee is computed at the annual rate of .90% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has contractually agreed, until April 1, 2010, to waive receipt of its fees and/or assume the expenses of the fund so that annual fund operating expenses (excluding Rule 12b-1 fees, shareholder services fees, taxes, interest, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed 1.15% of the value of the fund’s average daily net assets.The expense reimbursement, pursuant to the undertaking, amounted to $96,507 during the period ended May 31, 2009.

Pursuant to separate Sub-Investment Advisory Agreements (each, a “Sub-Investment Advisory Agreement”) between Dreyfus, TS&W, Walthausen and Riverbridge, each Sub-Investment Advisory Agreement will continue until November 30, 2010. Dreyfus pays TS&W,Walthausen and Riverbridge a monthly fee at an annual percentage of the fund’s average daily net assets. The initial percentages of fund’s assets allocated to TS&W, Walthausen and Riverbridge is 40%, 40% and 20%, respectively.

The Fund 23


NOTES TO FINANCIAL STATEMENTS (Unaudited) (continued)

(b) Under the Distribution Plan (the “Plan”) adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing their shares at an annual rate of .75% of the value of the average daily net assets of Class C shares. During the period ended May 31, 2009, Class C shares were charged $1,599 pursuant to the Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding Class A and Class C shares and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (a securities dealer, financial institution or other industry professional) in respect of these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended May 31, 2009, Class A and Class C shares were charged $5,380 and $533, respectively, pursuant to the Shareholder Services Plan.

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended May 31, 2009, the fund was charged $84 pursuant to the transfer agency agreement.

The fund compensates The Bank of NewYork Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, under a cash management agreement for performing cash management services related to fund subscriptions and redemptions. During the period ended May 31, 2009, the fund was charged $6 pursuant to the cash management agreement.These fees were offset by earnings credits pursuant to the cash management agreement.

The fund also compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended May 31, 2009, the fund was charged $15,843 pursuant to the custody agreement.

24


During the period ended May 31, 2009, the fund was charged $3,291 for services performed by the Chief Compliance Officer.

The components of “Due from The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: an expense reimbursement of $25,025, which is offset by management fees $8,171, Rule 12b-1 distribution plan fees $324, shareholder services plan fees $1,207, custodian fees $6,780, chief compliance officer fees $1,150 and transfer agency per account fees $16.

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended May 31, 2009, amounted to $11,994,056 and $2,088,067, respectively.

The fund adopted FASB Statement of Financial Accounting Standards No. 161 “Disclosures about Derivative Instruments and Hedging Activities” (“FAS 161”). FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. Since the fund held no derivatives during the period ended May 31, 2009, FAS 161 disclosures did not impact the notes to the financial statements.

At May 31, 2009, accumulated net unrealized appreciation on investments was $996,876, consisting of $1,421,178 gross unrealized appreciation and $424,302 gross unrealized depreciation.

At May 31, 2009, 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 REVIEW AND APPROVAL OF 
       THE FUND’S MANAGEMENT AGREEMENT, PORTFOLIO 
ALLOCATION MANAGEMENT AGREEMENT, AND 
       SUB-INVESTMENT ADVISORY AGREEMENTS 

At a meeting of the fund’s Board of Directors held on December 11, 2008, the Board considered, through the initial renewal date of November 30, 2010, the initial approval of (a) the fund’s Management Agreement, pursuant to which the Manager provides the fund with investment advisory and administrative services; (b) the Manager’s Portfolio Allocation Management Agreement (the “Allocation Agreement”) with EACM, pursuant to which EACM is responsible for evaluating and recommending sub-advisers to provide the fund with day-to-day portfolio management services, recommending the percentage of fund assets to be allocated to each sub-adviser, monitoring and evaluating the performance of the sub-advisers, and recommending whether a sub-adviser should be terminated; and (c) the Manager’s separate Sub-Investment Advisory Agreements with each of Thomson, Siegel & Walmsley, LLC, Walthausen & Co., LLC, and Riverbridge Partners, LLC (collectively, the “Sub-Advisers”), pursuant to which each Sub-Adviser would serve as initial sub-investment adviser and provide day-to-day management of a percentage of the fund’s portfolio. The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of the Manager.

Analysis of Nature, Extent, and Quality of Services to be Provided to the Fund. The Board members received a presentation from representatives of the Manager regarding services to be provided to the fund and discussed the nature, extent, and quality of the services provided to the fund by Dreyfus pursuant to the fund’s Management Agreement, by EACM pursuant to the Allocation Agreement, and by the Sub-Advisers pursuant to the Dreyfus’ separate Sub-Investment Advisory Agreements with each. The Manager’s representatives noted the relationships the Manager has with various intermediaries and the different needs of each.The Manager’s representatives noted the diversity of distribution

26


of the fund as well as among the funds in the Dreyfus fund complex, and the Manager’s corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each of the fund’s distribution channels.The Board noted that, as a new fund, the fund did not have any assets or open accounts.

The Board members also considered the Manager’s and each Sub-Adviser’s research and portfolio management capabilities, EACM’s history and experience at selecting and evaluating investment managers, and that the Manager also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements. The Board members also considered the Manager’s extensive administrative, accounting, and compliance infrastructure, as well as the Manager’s supervisory activities over EACM and each Sub-Adviser.

Comparative Analysis of the Funds Proposed Management Fee and Expense Ratio. As the fund had not yet commenced operations, the Board members were not able to review the fund’s performance or actual expense ratio. The Board discussed with representatives of the Manager and EACM the investment strategies to be employed by each Sub-Adviser in the management of its portion of the fund’s assets.The Board members noted each Sub-Adviser’s reputation and experience with respect to small cap value equity investing, the individual portfolio managers’ experience in selecting domestic small cap value stocks, and EACM’s experience and reputation in selecting, evaluating, and overseeing investment managers.

The Board members discussed the fund’s management fee, portfolio allocation fee, and sub-advisory fees, and anticipated expense ratio and compared them to the range of management fees and expense ratios for the funds in the Lipper Small Cap Value Funds category. The Board members noted that the proposed management fee for the fund was

The Fund 27


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

higher than the average and median management fee for all funds reported in the Lipper category, but that the fund’s proposed management fee was lower than the average for, and at the median of, the group of “multi-manager” funds, like the fund, reported in the Lipper category.

Representatives of the Manager reviewed with the Board members the fees paid to affiliates of the Manager that manage funds reported in the same Lipper category as the fund (the “Similar Funds”).The Manager’s representatives also reviewed the fees charged to institutional separate accounts managed by each Sub-Adviser (the “Institutional Accounts” and, collectively with the Similar Funds, the “Similar Accounts”) that have similar investment objectives and policies as the fund. Neither the Manager nor EACM manage any small cap value institutional separate accounts or wrap fee accounts. The Manager’s and EACM’s representatives explained the nature of each Similar Account and the differences, (for the Institutional Accounts from each Sub-Adviser’s perspective (as applicable)), in providing services to the Institutional Accounts as compared to the fund. The Board members considered the relevance of the fee information provided for the Similar Accounts to evaluate the appropriateness and reasonableness of the fund’s proposed management fee, portfolio allocation management fee, and each sub-advisory fee.

Analysis of Profitability and Economies of Scale. As the fund had not yet commenced operations, the Manager’s representatives were not able to review the dollar amount of expenses allocated and profit received by the Manager.The Board members also considered potential benefits to the Manager, EACM, or each Sub-Adviser from acting in their respective capacities, and noted the possibility of soft dollar arrangements in the future with respect to trading the fund’s portfolio. The Board also considered whether the fund would be able to participate in any economies of scale that the Manager may experience in the event that the fund attracts a large amount of assets.The Board members noted the uncertainty of the estimated asset levels and discussed the renewal requirements for advisory agreements and their ability to review the management fee annually after an initial term of the Management

28


agreement. Since the Manager, and not the fund, will pay EACM and each Sub-Adviser pursuant to the Allocation Agreement and Sub-Investment Advisory Agreements, respectively, the Board did not consider EACM’s and each Sub-Adviser’s profitability to be relevant.

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 fund’s Management Agreement, Allocation Agreement and the Sub-Investment Advisory Agreements. Based on the discussions and considerations as described above, the Board reached the following conclusions and determinations.

  • The Board concluded that the nature, extent, and quality of the ser- vices to be provided by Dreyfus, EACM, and the Sub-Advisers are adequate and appropriate. The Board considered Dreyfus’ overall equity management experience, EACM experience and reputation with respect to multi-manager strategies, EACM’s recommendation to engage the Sub-Advisers, and each Sub-Adviser’s experience and record in managing small cap value equity assets.
  • The Board noted that since the fund had not commenced opera- tions, it had no performance to measure and thus performance was not a factor.
  • The Board concluded that the fee to be paid to Dreyfus by the Fund was reasonable in light of the services provided, comparative expense and advisory fee information, and benefits anticipated to be derived by Dreyfus, or EACM from its relationship with the Fund, and that the separate fees to be paid by Dreyfus to EACM and to the Sub-Advisers are reasonable and appropriate.

The Board members considered these conclusions and determinations, along with the information received on a routine and regular basis throughout the year, and, without any one factor being dispositive, the Board determined that approval of the fund’s Management Agreement, the Allocation Agreement, and each Sub-Investment Advisory Agreement with the respective Sub-Adviser, was in the best interests of the fund.

The Fund 29




Item 2.  Code of Ethics. 
  Not applicable. 
Item 3.  Audit Committee Financial Expert. 
  Not applicable. 
Item 4.  Principal Accountant Fees and Services. 
  Not applicable. 
Item 5.  Audit Committee of Listed Registrants. 
  Not applicable. 
Item 6.  Schedule of Investments. 
(a)  Not applicable. 
Item 7.  Disclosure of Proxy Voting Policies and Procedures for Closed-End Management 
  Investment Companies. 
  Not applicable. 
Item 8.  Portfolio Managers of Closed-End Management Investment Companies. 
  Not applicable. 
Item 9.  Purchases of Equity Securities by Closed-End Management Investment Companies and 
  Affiliated Purchasers. 
  Not applicable. 
Item 10.  Submission of Matters to a Vote of Security Holders. 
  There have been no material changes to the procedures applicable to Item 10. 
Item 11.  Controls and Procedures. 

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

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


Item 12.  Exhibits. 

(a)(1) Not applicable.

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

(a)(3) Not applicable.

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


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

Strategic Funds, Inc.

By:  /s/ J. David Officer 
  J. David Officer 
President         
 
Date:  July 23, 2009 

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

By:  /s/ J. David Officer 
  J. David Officer 
President        
 
Date:  July 23, 2009 

By:  /s/ James Windels 
  James Windels 
Treasurer       
 
Date:  July 23, 2009 

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)