N-CSR 1 formscsrannual.htm ANNUAL REPORT formscsrannual
  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 811-7502    
       
  DREYFUS INTERNATIONAL 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)
       
  Mark N. Jacobs, 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: 5/31    
       
Date of reporting period: 5/31/04    

SSL-DOCS2 70128344v10


FORM N-CSR

Item 1. Reports to Stockholders.

Dreyfus Premier
Emerging Markets Fund

ANNUAL REPORT May 31, 2004


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 dis-
claims 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
  
Letter from the Chairman
3
  
Discussion of Fund Performance
6
  
Fund Performance
8
  
Statement of Investments
14
  
Statement of Assets and Liabilities
15
  
Statement of Operations
16
  
Statement of Changes in Net Assets
18
  
Financial Highlights
23
  
Notes to Financial Statements
31
  
Report of Independent Registered Public Accounting Firm
32
  
Important Tax Information
33
  
Board Members Information
35
  
Officers of the Fund
     FOR MORE INFORMATION
Back Cover

   Dreyfus Premier
Emerging Markets Fund

The Fund

Dear Shareholder:

This annual report for Dreyfus Premier Emerging Markets Fund covers the 12-month period from June 1, 2003, through May 31, 2004. Inside, you’ll find valuable information about how the fund was managed during the reporting period, including a discussion with the fund’s portfolio manager, D. Kirk Henry.

Positive economic data continued to accumulate in many of the world’s developed and emerging markets during the reporting period. Recovering economies in China and the United States have led to better business conditions for many exporters, including suppliers of energy products and raw materials used in manufacturing.At the same time, relatively low interest rates and robust consumer spending have supported most local economies. As a result, companies around the world have generally enjoyed higher earnings.

Despite better business conditions, the international equity markets have remained volatile amid concerns regarding the war on terrorism, instability in Iraq, higher energy prices and the possibility that the Federal Reserve Board may soon begin to raise short-term interest rates. Indeed, we believe that recent market volatility has served as a reminder of the importance of selectivity and diversification when investing in equities. As always, we encourage you to speak regularly with your financial advisor, who may be in the best position to suggest ways to position your portfolio for the opportunities and challenges of today’s financial markets.

Thank you for your continued confidence and support.

Sincerely,

Stephen E. Canter
Chairman and Chief Executive Officer
The Dreyfus Corporation
June 15, 2004

2


DISCUSSION OF FUND PERFORMANCE

D. Kirk Henry, Portfolio Manager

How did Dreyfus Premier Emerging Markets Fund perform relative to its benchmark?

For the 12-month period ended May 31, 2004, the fund produced total returns of 37.65% for its Class A shares, 36.70% for its Class B shares, 36.72% for its Class C shares, 38.19% for its Class R shares and 37.33% for its Class T shares.1 This compares with a 41.40% total return provided by the Morgan Stanley Capital International Emerging Markets Free Index (MSCI EMF Index), the fund’s benchmark, for the same period.2

We attribute the fund and market’s overall performance to an improving global economy during much of the reporting period, which helped boost returns for stocks in many emerging markets. However, the fund’s returns trailed the MSCI EMF Index, primarily due to the fund’s relatively limited exposure to some of the better-performing stocks within the materials and technology areas.

What is the fund’s investment approach?

The fund seeks long-term capital growth.To pursue this goal, the fund invests primarily in the stocks of companies organized, or with a majority of assets or businesses, in emerging market countries. “Emerging market” countries consist of all countries represented in the MSCI EMF Index. Normally, the fund will not invest more than 25% of its total assets in the securities of companies in any single emerging market country.

We use a value-oriented and research-driven approach to security selection, investing in companies located in emerging market countries.

When choosing stocks for the fund, we begin by conducting fundamental and quantitative research that focuses on individual companies rather than broad economic and industry trends. More specifically, we look for investment opportunities by focusing on three key factors:value,

The Fund 3


DISCUSSION OF FUND PERFORMANCE (continued)

or how a stock is valued relative to its intrinsic worth based on traditional measures; business health, or a company’s overall efficiency and profitability as measured by its return on assets and return on equity; and business momentum, or the presence of a catalyst that will potentially trigger an increase in the stock’s price in the near- or midterm.

What other factors influenced the fund’s performance?

The emerging markets produced generally strong performance during much of the reporting period. As stock markets rallied worldwide in anticipation of better global economic conditions, the emerging markets reported generally higher returns than more industrialized markets, due largely to their rich supply of natural resources and a rebound in domestic consumer spending.

For example, a number of the fund’s basic materials holdings provided strong contributions to the fund’s performance, including a Polish copper mining company, a South Korean iron ore and steel firm, Brazilian and Russian oil companies and a South African miner of gold, platinum, coal and diamonds. Improvements in global economic conditions coupled with increased demand from China helped boost returns for many of these stocks.

The fund’s consumer stocks also produced strong returns amid worldwide economic expansion, rising disposable incomes and pent-up local consumer demand. Consumer stocks in India fared particularly well, as solid returns from the fund’s positions in retail banks and automobile manufacturers helped boost the fund’s performance. Other strong performers included a Chinese conglomerate whose businesses include a brewery and a food services division, a Mexican retailer and a South Korean automobile manufacturer.

In addition, many of the fund’s financial stocks benefited from improvements made in the banking system of certain countries, heightened securities trading activity and increased corporate and personal lending spurred by historically low interest rates.

On the other hand, the fund’s returns were hindered by its limited exposure to information technology firms in Taiwan, where we concen-

4


trated on contract manufacturers that make semiconductors for high margin consumer electronic products, wireless devices and notebook computers. In addition, our focus on diversified metal companies rather than the better-performing, large pure metals firms hurt the fund’s relative performance.As a result, the fund’s returns lagged its benchmark.

What is the fund’s current strategy?

During the last two months of the reporting period, stock prices in the emerging markets fell modestly, creating what we believe to be a number of attractive investment opportunities. As international markets continue to adjust to a changing global economic landscape, we recently have taken profits in some of the fund’s Indian holdings, Mexican consumer and Chinese oil stocks.At the same time, we have increased the fund’s exposure to domestic companies in South Korea and Brazil, where we believe stocks of fundamentally sound companies have been selling at attractive prices.As always, we have continued to search for companies whose underlying business strength is matched by its prospects for continued growth.

June 15, 2004

1
  
Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the maximum initial sales charges in the case of Class A and Class T shares, or the applicable contingent deferred sales charges imposed on redemptions in the case of Class B and Class C shares. Had these charges been reflected, returns would have been lower. Past performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more or less than their original cost.
2
  
SOURCE: LIPPER INC. — Reflects reinvestment of gross dividends and, where applicable, capital gain distributions.The Morgan Stanley Capital International Emerging Markets Free (MSCI EMF) Index is a market capitalization-weighted index composed of companies representative of the market structure of 26 emerging market countries in Europe, Latin America and the Pacific Basin.

The Fund 5


FUND PERFORMANCE

Comparison of change in value of $10,000 investment in Dreyfus Premier Emerging Markets Fund Class A shares and the Morgan Stanley Capital International Emerging Markets Free Index

 Source: Lipper Inc.

Past performance is not predictive of future performance.

The above graph compares a $10,000 investment made in Class A shares of Dreyfus Premier Emerging Markets Fund on 6/28/96 (inception date) to a $10,000 investment made in the Morgan Stanley Capital International Emerging Markets Free Index (the “Index”) on that date. For comparative purposes, the value of the Index on 6/30/96 is used as the beginning value on 6/28/96.All dividends and capital gain distributions are reinvested. Performance for Class B, Class C, Class R and Class T shares will vary from the performance of Class A shares shown above due to differences in charges and expenses.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses.The Index is a market capitalization-weighted index composed of companies representative of the market structure of 26 emerging market countries in Europe, Latin America and the Pacific Basin.The Index excludes closed markets and those shares in otherwise free markets that are not purchasable by foreigners.The Index includes gross dividends reinvested and does not take into account charges, fees and other expenses. These factors can contribute to the Index potentially outperforming the fund. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6


Average Annual Total Returns as of 5/31/04

  Inception           From  
  Date   1 Year   5 Years   Inception  


 
 
 
 
Class A shares                
with maximum sales charge (5.75%) 6/28/96   29.72%   10.01%   7.00%  
without sales charge 6/28/96   37.65%   11.33%   7.80%  
Class B shares                
with applicable redemption charge 11/15/02   32.70%     30.82%  
without redemption 11/15/02   36.70%     33.06%  
Class C shares                
with applicable redemption charge 11/15/02   35.72%     33.21%  
without redemption 11/15/02   36.72%     33.21%  
Class R shares 11/15/02   38.19%     34.57%  
Class T shares                
with maximum sales charge (4.5%) 11/15/02   31.20%     29.46%  
without sales charge 11/15/02   37.33%     33.39%  

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


  
The maximum contingent deferred sales charge for Class B shares is 4%.After six years Class B shares convert to Class A shares.
††
  
The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the date of purchase.

The Fund 7


STATEMENT OF INVESTMENTS          
May 31, 2004          

 
 
 
           
           
           
           
Common Stocks—94.4%   Shares   Value ($)  

 
 
 
Brazil—6.2%          
Banco Itau, ADR   146,000   6,168,500  
Brasil Telecom Participacoes, ADR   103,300   2,976,073  
Companhia Brasileira de Distribuicao          
   Grupo Pao de Acucar, ADR   114,800   1,722,000  
Companhia de Bebidas das Americas, ADR   587,100   11,125,545  
Companhia Vale do Rio Doce, ADR   41,000   2,078,700  
Empresa Brasileira de Aeronautica, ADR   275,900   7,024,414  
Petroleo Brasileiro, ADR   640,819   16,725,376  
Tele Celular Sul Participacoes, ADR   216,750   2,817,750  
Telecomunicacoes Brasileiras, ADR   229,520   6,070,804  
Ultrapar Participacoes, ADR   88,500   842,520  
        57,551,682  
Chile—.3%          
Banco Santander Chile, ADR   123,800   3,283,176  
China—2.0%          
China Telecom, Cl. H   14,751,000   4,637,072  
Huadian Power International, Cl. H   24,838,300   7,967,429  
Qingling Motors, Cl. H   15,364,000   2,069,903  
Sinopec Yizheng Chemical Fibre, Cl. H   22,567,400   4,140,701  
        18,815,105  
Croatia—.6%          
Pliva, GDR   394,800 a,b   5,850,936  
Czech Republic—.4%          
Cesky Telecom   265,900   3,338,862  
Komercni Banka, GDR   2   73  
        3,338,935  
Egypt—.8%          
Commercial International Bank, GDR   942,200 b   3,439,030  
Suez Cement, GDR   392,931 a,b   3,556,026  
        6,995,056  
Hong Kong—4.7%          
Beijing Enterprises   384,000   431,117  
China Mobile (Hong Kong)   8,319,400   23,804,178  
China Resources Enterprise   7,821,900   9,684,917  
Shanghai Industrial   3,486,900   6,442,558  
Texwinca   4,379,000   3,483,557  
        43,846,327  
           
8          

Common Stocks (continued) Shares   Value ($)  


 
 
Hungary—2.3%        
EGIS 2,449   95,213  
Gedeon Richter 79,541   7,847,025  
MOL Magyar Olaj-es Gazipari 147,431   5,656,644  
Magyar Tavkozlesi 1,943,111   7,554,497  
      21,153,379  
India—8.3%        
Bharat Petroleum 525,250   3,653,328  
Dr. Reddy’s Laboratories, ADR 191,400   3,536,705  
Gail India 455,840   1,531,211  
Gail India, GDR 245,400 b   4,957,080  
Hindalco Industries 182,327   3,620,235  
Hindalco Industries, GDR 138,300 b   2,766,000  
Hindustan Lever 2,060,925   6,231,126  
Hindustan Petroleum 615,085   4,240,462  
ICICI Bank 1,047,595   5,535,652  
ICICI Bank, ADR 164,700   2,119,689  
ITC 392,840   7,410,125  
Mahanagar Telephone Nigam 3,685,150   9,016,127  
Mahanagar Telephone Nigam, ADR 181,521   1,058,267  
NIIT 358,517 a   1,201,925  
Oil and Natural Gas 96,900   1,343,414  
Reliance Industries 1,405,519   12,933,248  
Satyam Computer Services 396,959   2,557,581  
State Bank of India 248,500   2,522,190  
State Bank of India, GDR 45,400 b   1,110,030  
      77,344,395  
Indonesia—2.2%        
PT Astra Agro Lestari 7,897,000   2,128,571  
PT Gudang Garam 2,835,500   4,417,571  
PT Indofood Sukses Makmur 64,258,000   4,849,660  
PT Indonesian Satellite 5,540,100   2,374,329  
PT Telekomunikasi Indonesia 7,737,000   6,172,917  
      19,943,048  
Israel—1.3%        
Bank Hapoalim 3,509,693   9,002,959  
Supersol 1,304,051   2,959,467  
      11,962,426  

The Fund 9


S T A T E M E N T O F I N V E S T M E N T S (continued)

Common Stocks (continued) Shares   Value ($)  


 
 
Malaysia—3.5%        
Gamuda 5,337,700   7,655,385  
Genting 1,892,700   7,720,224  
Kuala Lumpur Kepong 895,000   1,495,592  
Malaysia International Shipping 1,334,400   4,178,779  
Proton Holding 912,000   1,884,000  
Sime Darby 6,931,800   9,576,829  
      32,510,809  
Mexico—7.7%        
Cemex 888,807   5,187,953  
Coca-Cola Femsa, ADR 656,500   14,351,090  
Consorcio ARA 250,000 a   687,336  
Controladora Comercial Mexicana 5,841,500   6,860,307  
Desc, Ser. B 13,464,500 a   3,953,205  
Grupo Continental 2,761,850   4,308,583  
Kimberly-Clark de Mexico, Cl. A 5,028,700   13,199,787  
Organizacion Soriana, Cl. B 424,700   1,336,260  
Telefonos de Mexico, ADR 626,370   21,071,087  
      70,955,608  
Philippines—1.0%        
ABS-CBN Broadcasting 4,130,600 a   1,551,468  
Bank of the Philippine Islands 4,462,068   3,351,938  
Manila Electric, Cl. B 6,040,364 a   3,457,193  
Universal Robina 7,937,160   936,957  
      9,297,556  
Poland—2.7%        
Bank Pekao 6,514   212,040  
Bank Przemyslowo-Handlowy 34,069   3,789,435  
KGHM Polska Miedz 638,707 a   4,511,689  
Polski Koncern Naftowy Orlen 927,194   6,940,514  
Telekomunikacja Polska 2,557,223   9,908,060  
      25,361,738  
Russia—2.3%        
LUKOIL, ADR 136,650   15,202,313  
YUKOS, ADR 191,800   6,005,737  
      21,208,050  

10


Common Stocks (continued) Shares   Value ($)  


 
 
South Africa—12.9%        
ABSA 808,113   5,832,063  
Aveng 4,027,872   4,873,648  
BidBEE 237,612   1,357,262  
Bidvest Group 1,335,809   10,698,779  
Illovo Sugar 2,066,979   2,405,789  
Imperial Holdings 459,000   4,933,589  
Metro Cash and Carry 13,082,293 a   4,981,818  
Nampak 5,044,101   10,804,639  
Nedcor 2,443,281   23,447,994  
Sanlam 2,868,011   3,897,412  
Sappi 618,014   8,626,099  
Sasol 1,158,202   17,579,772  
Shoprite Holdings 2,735,016   3,863,669  
Steinhoff International Holdings 5,397,000   6,795,455  
Tiger Brands 409,218   5,655,848  
Tongaat-Hulett Group 557,642   3,840,345  
      119,594,181  
South Korea—16.2%        
CJ 103,430   5,471,265  
Hyundai Department Store 57,350   1,351,823  
Hyundai Development 154,220   1,642,188  
Hyundai Mobis 16,220   662,311  
Hyundai Motor 174,980   6,716,708  
INI Steel 357,900   2,673,994  
Industrial Bank of Korea 597,000   3,855,251  
KT, ADR 843,450   14,718,203  
Kangwon Land 614,431   6,727,347  
Kia Motors 530,120   4,538,683  
Kookmin Bank 264,400 a   9,195,535  
Kookmin Bank, ADR 136,334 a   4,698,070  
Korea Electric Power 1,518,920   24,587,069  
Korea Exchange Bank 333,633 a   1,684,639  
Korea Fine Chemical 46,996   492,358  
LG Household & Health Care 89,300   2,296,724  
POSCO 82,770   10,235,191  

The Fund 11


S T A T E M E N T O F I N V E S T M E N T S (continued)

Common Stocks (continued)   Shares   Value ($)  

 
 
 
South Korea (continued)          
POSCO, ADR   175,590   5,583,762  
SK Telecom   25,200   4,284,757  
SK Telecom, ADR   200,100   4,176,087  
Samsung   648,360   8,156,697  
Samsung Electro-Mechanics   184,190 a   5,773,237  
Samsung Electronics   27,870   12,445,170  
Samsung Fire & Marine Insurance   122,960   7,887,601  
        149,854,670  
Taiwan—11.7%          
Accton Technology   4,310,260   2,767,464  
Asustek Computer   1,844,875   4,511,170  
Asustek Computer, GDR   2,965,000 b   6,923,275  
China Motor   800,000   1,135,314  
Chunghwa Telecom, ADR   457,300   7,385,395  
Compal Electronics, GDR   2,253,000 b   13,720,770  
Delta Electronics   4,782,000   6,599,820  
Elan Microelectronics   2,862,653   2,284,626  
First Financial   4,565,000 a   3,451,485  
First Financial, GDR   100,000 a,b   1,434,000  
Nan Ya Plastics   3,371,168   4,541,417  
Nien Hsing Textile   3,811,000   3,727,531  
President Chain Store   1,193,392   2,148,320  
Quanta Computer   3,537,700   8,066,763  
Quanta Computer, GDR   50,000 a,b   557,500  
SinoPac   17,870,763   9,597,559  
Standard Foods   358,564   110,807  
Standard Foods, GDR   978 b   1,467  
Taiwan Cellular   6,467,429   6,131,736  
United Microelectronics   3,285,189 a   2,858,400  
United Microelectronics, ADR   3,484,029 a   17,420,145  
Yageo   5,858,200 a   3,075,863  
        108,450,827  
Thailand—3.1%          
Big C Supercenter   635,400   280,450  
Charoen Pokphand Foods   26,340,000   2,260,220  
Delta Electronics   2,889,000   1,731,049  
Kasikornbank   4,370,800 a   5,307,900  
           
12          

Common Stocks (continued) Shares   Value ($)  


 
 
Thailand (continued)          
Krung Thai Bank   22,612,700   6,133,392  
PTT Exploration and Production 575,700   3,634,058  
Siam Commercial Bank   6,095,000   6,875,755  
Siam Makro   1,801,800   2,132,571  
          28,355,395  
Turkey—.6%          
Hurriyet Gazetecilik ve Matbaacilik 430,261,020   1,096,068  
Tupras-Turkiye Petrol Rafinerileri 757,928,200   4,542,164  
          5,638,232  
United Kingdom—3.6%          
Anglo American   913,027   19,131,115  
Old Mutual   7,967,034   13,789,836  
          32,920,951  
Total Common Stocks          
   (cost $ 724,923,238)       874,232,482  




 
 
             
Preferred Stocks—3.8%          



 
 
Brazil:            
Banco Bradesco   124,310   5,293,641  
Companhia de Saneamento Basico do Estado de Sao Paulo 142,900   5,543,391  
Companhia de Tecidos Norte de Minas 79,190   5,231,464  
Companhia Energetica de Minas Gerais 570,868   7,921,531  
Companhia Paranaense de Energia 908,587   2,736,356  
Duratex     119,860   2,328,886  
Telecomunicacoes de Sao Paulo 250,560   3,367,306  
Telemar Norte Leste   95,900   1,530,735  
Telemig Celular Participacoes 1,167,890   1,667,874  
Total Preferred Stocks          
   (cost $ 36,418,986)       35,621,184  




 
 
             
Total Investments (cost $ 761,342,224) 98.2%   909,853,666  
Cash and Receivables (Net) 1.8%   16,517,766  
Net Assets   100.0%   926,371,432  
             
a Non-income producing.          

b Securities exempt from registration under Rule 144A of the Securities Act of 1933.These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers.At May 31, 2004, these securities amounted to $44,316,114 or 4.8% of net assets.

See notes to financial statements.

The Fund 13


STATEMENT OF ASSETS AND LIABILITIES

May 31, 2004        




 
         
         
         
         
         
    Cost Value  




 
Assets ($):        
Investments in securities—See Statement of Investments 761,342,224 909,853,666  
Cash denominated in foreign currencies 21,787,570 21,715,846  
Dividends receivable   5,267,680  
Receivable for investment securities sold   4,889,141  
Receivable for shares of Common Stock subscribed   686,571  
Unrealized appreciation on forward      
currency exchange contracts—Note 4   1,162  
Prepaid expenses   64,130  
      942,478,196  




 
Liabilities ($):        
Due to The Dreyfus Corporation and affiliates—Note 3(a)   1,218,759  
Cash overdraft due to Custodian   5,832,821  
Payable for investment securities purchased   6,534,903  
Payable for shares of Common Stock redeemed   1,636,357  
Unrealized depreciation on forward      
currency exchange contracts—Note 4   66,565  
Accrued expenses   817,359  
      16,106,764  




 
Net Assets ( $)   926,371,432  




 
Composition of Net Assets ($):      
Paid-in capital     741,091,176  
Accumulated undistributed investment income—net   3,320,764  
Accumulated net realized gain (loss) on investments   33,634,705  
Accumulated net unrealized appreciation (depreciation)      
on investments and foreign currency transactions   148,324,787  



 
Net Assets ( $)   926,371,432  
Net Asset Value Per Share                  
  Class A   Class B   Class C   Class R   Class T  


 
 
 
 
 
Net Assets ($) 906,064,986   3,246,234   8,947,124   8,036,091   76,997  
Shares Outstanding 54,033,468   195,485   537,946   478,211   4,629  


 
 
 
 
 
Net Asset Value                    
   Per Share ($) 16.77   16.61   16.63   16.80   16.63  

See notes to financial statements.

14


STATEMENT OF OPERATIONS    
Year Ended May 31, 2004    


 
     
     
     
     
     
     
Investment Income ($):    
Income:    
Cash dividends (net of $2,696,362 foreign taxes withheld at source) 23,060,817  
Interest 552,926  
Total Income 23,613,743  
Expenses:    
Management fee—Note 3(a) 10,445,329  
Shareholder servicing costs—Note 3(c) 3,069,947  
Custodian fees 1,568,865  
Registration fees 113,608  
Professional fees 91,248  
Prospectus and shareholders’ reports 85,732  
Distribution fees—Note 3(b) 83,382  
Directors’ fees and expenses—Note 3(d) 73,813  
Loan commitment fees—Note 2 7,172  
Miscellaneous 30,838  
Total Expenses 15,569,934  
Investment Income—Net 8,043,809  


 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):    
Net realized gain (loss) on investments and    
   foreign currency transactions 86,494,001  
Net realized gain (loss) on forward currency exchange contracts (2,888,317)  
Net Realized Gain (Loss) 83,605,684  
Net unrealized appreciation (depreciation) on investments    
   and foreign currency transactions 134,714,570  
Net Realized and Unrealized Gain (Loss) on Investments 218,320,254  
Net Increase in Net Assets Resulting from Operations 226,364,063  
     
See notes to financial statements.    

The Fund 15


STATEMENT OF CHANGES IN NET ASSETS

        Year Ended May 31,  
       
 
    2004   2003a  

 
 
 
Operations ($):          
Investment income—net   8,043,809   4,298,290  
Net realized gain (loss) on investments   83,605,684   (27,618,868)  
Net unrealized appreciation          
   (depreciation) on investments   134,714,570   (4,559,563)  
Net Increase (Decrease) in Net Assets          
   Resulting from Operations   226,364,063   (27,880,141)  

 
 
 
Dividends to Shareholders from ($):          
Investment income—net:          
Class A shares   (5,523,574)   (3,998,965)  
Class B shares   (13,831)   (353)  
Class C shares   (39,237)   (464)  
Class R shares   (76,407)   (115)  
Class T shares   (431)   (9)  
Total Dividends   (5,653,480)   (3,999,906)  

 
 
 
Capital Stock Transactions ($):          
Net proceeds from shares sold:          
Class A shares   447,410,509   536,127,145  
Class B shares   2,548,916   494,712  
Class C shares   9,392,044   2,170,389  
Class R shares   4,531,624   2,556,507  
Class T shares   82,623   4,532  
Dividends reinvested:          
Class A shares   4,537,239   3,020,601  
Class B shares   12,327   345  
Class C shares   18,427   464  
Class R shares   29,186   115  
Class T shares   431   9  
Cost of shares redeemed:          
Class A shares   (303,948,757)   (494,470,356)  
Class B shares   (543,066)   (7,647)  
Class C shares   (4,244,226)   (612,590)  
Class R shares   (1,231,172)    
Class T shares   (23,917)    
Redemption fee     229,971  
Increase (Decrease) in Net Assets          
   from Capital Stock Transactions   158,572,188   49,514,197  
Total Increase (Decrease) in Net Assets   379,282,771   17,634,150  

 
 
 
Net Assets ($):          
Beginning of Period   547,088,661   529,454,511  
End of Period   926,371,432   547,088,661  
Undistributed investment income—net   3,320,764   3,733,377  
16          

    Year Ended May 31,    
   
   
  2004   2003a  




 
Capital Share Transactions:        
Class Ab        
Shares sold 28,790,070 47,542,979  
Shares issued for dividends reinvested 270,718 273,110  
Shares redeemed (19,266,068) (44,082,013)  
Net Increase (Decrease) in Shares Outstanding 9,794,720 3,734,076  



 
Class Bb        
Shares sold 183,551 44,645  
Shares issued for dividends reinvested 741   31  
Shares redeemed (32,770)   (713)  
Net Increase (Decrease) in Shares Outstanding 151,522 43,963  



 
Class C        
Shares sold 661,277 197,123  
Shares issued for dividends reinvested 1,105   42  
Shares redeemed (265,760) (55,841)  
Net Increase (Decrease) in Shares Outstanding 396,622 141,324  



 
Class R        
Shares sold 326,318 223,784  
Shares issued for dividends reinvested 1,740   10  
Shares redeemed (73,641)    
Net Increase (Decrease) in Shares Outstanding 254,417 223,794  



 
Class T        
Shares sold 5,652   399  
Shares issued for dividends reinvested 26   1  
Shares redeemed (1,449)    
Net Increase (Decrease) in Shares Outstanding 4,229   400  

a The fund changed to a five class fund on November 15, 2002.The existing shares were redesignated Class A shares and the fund commenced offering Class B, Class C, Class R and Class T shares.

b During the period ended May 31, 2004, 639 Class B shares representing $11,198 were automatically converted to 634 Class A shares.

See notes to financial statements.

The Fund 17


FINANCIAL HIGHLIGHTS

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

      Year Ended May 31,          
     
         
Class A Shares 2004   2003a   2002   2001   2000  


 
 
 
 
 
Per Share Data ($):                    
Net asset value, beginning of period 12.25   13.07   11.65   13.61   12.55  
Investment Operations:                    
Investment income—netb .16   .10   .25   .13   .22  
Net realized and unrealized                    
   gain (loss) on investments 4.47   (.83)   1.33   (.37)   1.95  
Total from Investment Operations 4.63   (.73)   1.58   (.24)   2.17  
Distributions:                    
Dividends from investment income—net (.11)   (.10)   (.16)   (.13)   (.11)  
Dividends from net realized                    
   gain on investments       (1.59)   (1.01)  
Total Distributions (.11)   (.10)   (.16)   (1.72)   (1.12)  
Redemption fee added to paid-in capital   .01   .00c   .00c   .01  
Net asset value, end of period 16.77   12.25   13.07   11.65   13.61  


 
 
 
 
 
Total Return (%) 37.65d   (5.39)d   13.80   (.99)   16.54  


 
 
 
 
 
Ratios/Supplemental Data (%):                    
Ratio of expenses to average net assets 1.86   1.96   1.82   1.79   1.85  
Ratio of net investment income                    
   to average net assets .97   .90   2.18   1.02   1.48  
Portfolio Turnover Rate 47.45   48.52   62.10   78.00   105.84  


 
 
 
 
 
Net Assets, end of period ($ x 1,000) 906,065   542,076   529,455   257,183   226,031  

a The fund changed to a five class fund on November 15, 2002.The existing shares were redesignated Class A shares.

b Based on average shares outstanding at each month end. c Amount represents less than $.01 per share. d Exclusive of sales charge.

See notes to financial statements.

18


  Year Ended May 31,  
 
 
Class B Shares 2004   2003a  


 
 
Per Share Data ($):        
Net asset value, beginning of period 12.20   10.84  
Investment Operations:        
Investment income—netb .02   .10  
Net realized and unrealized        
   gain (loss) on investments 4.46   1.36  
Total from Investment Operations 4.48   1.46  
Distributions:        
Dividends from investment income—net (.07)   (.10)  
Net asset value, end of period 16.61   12.20  


 
 
Total Return (%)c 36.70   13.56d  


 
 
Ratios/Supplemental Data (%):        
Ratio of expenses to average net assets 2.63   1.46d  
Ratio of net investment income        
   to average net assets .11   1.06d  
Portfolio Turnover Rate 47.45   48.52  


 
 
Net Assets, end of period ($ x 1,000) 3,246   536  

a From November 15, 2002 (commencement of initial offering) to May 31, 2003.

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

See notes to financial statements.

The Fund 19


FINANCIAL HIGHLIGHTS (continued)

  Year Ended May 31,  
 
 
Class C Shares 2004   2003a  


 
 
Per Share Data ($):        
Net asset value, beginning of period 12.22   10.84  
Investment Operations:        
Investment income—netb .02   .11  
Net realized and unrealized        
   gain (loss) on investments 4.46   1.37  
Total from Investment Operations 4.48   1.48  
Distributions:        
Dividends from investment income—net (.07)   (.10)  
Net asset value, end of period 16.63   12.22  


 
 
Total Return (%)c 36.72   13.75d  


 
 
Ratios/Supplemental Data (%):        
Ratio of expenses to average net assets 2.58   1.47d  
Ratio of net investment income        
   to average net assets .11   1.11d  
Portfolio Turnover Rate 47.45   48.52  


 
 
Net Assets, end of period ($ x 1,000) 8,947   1,726  

a From November 15, 2002 (commencement of initial offering) to May 31, 2003.

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

See notes to financial statements.

20


  Year Ended May 31,  
 
 
Class R Shares 2004   2003a  


 
 
Per Share Data ($):        
Net asset value, beginning of period 12.27   10.84  
Investment Operations:        
Investment income—netb .21   .14  
Net realized and unrealized        
   gain (loss) on investments 4.47   1.40  
Total from Investment Operations 4.68   1.54  
Distributions:        
Dividends from investment income—net (.15)   (.11)  
Net asset value, end of period 16.80   12.27  


 
 
Total Return (%) 38.19   14.32c  


 
 
Ratios/Supplemental Data (%):        
Ratio of expenses to average net assets 1.52   .89c  
Ratio of net investment income        
   to average net assets 1.26   1.61c  
Portfolio Turnover Rate 47.45   48.52  


 
 
Net Assets, end of period ($ x 1,000) 8,036   2,745  

a From November 15, 2002 (commencement of initial offering) to May 31, 2003.

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

See notes to financial statements.

The Fund 21


FINANCIAL HIGHLIGHTS (continued)

  Year Ended May 31,  
 
 
Class T Shares 2004   2003a  


 
 
Per Share Data ($):        
Net asset value, beginning of period 12.19   10.84  
Investment Operations:        
Investment income—netb .07   .06  
Net realized and unrealized        
   gain (loss) on investments 4.47   1.39  
Total from Investment Operations 4.54   1.45  
Distributions:        
Dividends from investment income—net (.10)   (.10)  
Net asset value, end of period 16.63   12.19  


 
 
Total Return (%)c 37.33   13.47d  


 
 
Ratios/Supplemental Data (%):        
Ratio of expenses to average net assets 2.24   1.49d  
Ratio of net investment income        
   to average net assets .45   .52d  
Portfolio Turnover Rate 47.45   48.52  


 
 
Net Assets, end of period ($ x 1,000) 77   5  

a From November 15, 2002 (commencement of initial offering) to May 31, 2003.

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

See notes to financial statements.

22


NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Premier Emerging Markets Fund (the “fund”) is a separate non-diversified series of Dreyfus International 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 that offers one series, the fund.The fund’s investment objective is long-term capital growth. The Dreyfus Corporation (the “Manager” or “Dreyfus”) serves as the fund’s investment adviser.The Manager is a wholly-owned subsidiary of Mellon Financial Corporation (“Mellon Financial”).

Dreyfus Service Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares.The fund is authorized to issue 100 million shares of $.001 par value Common Stock in each of the following classes of shares: Class A, Class B, Class C, Class R and Class T. Class A and Class T shares are subject to a sales charge imposed at the time of purchase. Class B shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class B share redemptions made within six years of purchase and automatically convert to Class A shares after six years.Class C shares are subject to a CDSC on Class C shares redeemed within one year of purchase. Class R 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 and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

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

The 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 23


NOTES TO FINANCIAL STATEMENTS (continued)

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 (including options and financial futures) 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 sale 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.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 fund’s Board. 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 ADR’s and futures contracts. 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.

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

24


Net realized foreign exchange gains or losses arise from sales and maturities of short-term securities, sales of foreign currencies, currency gains or losses realized on securities transactions and the difference between the amount of dividends, interest and foreign withholding taxes recorded on the fund’s books and the U.S. dollar equivalent of the amounts actually received or paid. Net unrealized foreign exchange gains and losses arise from changes in the value of assets and liabilities other than investments in securities, resulting from changes in exchange rates. Such gains and losses 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 gain and loss 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, amortization of discount and premium on investments, is recognized on the accrual basis. Under the terms of the custody agreement, the fund receives net earnings credits based on available cash balances left on deposit and includes such credits in interest income.

(d) Dividends to shareholders: Dividends are recorded on the ex-dividend date. Dividends from investment income-net and dividends from net realized capital gain, 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 gain can be offset by capital loss carryovers, it is the policy of the fund not to distribute such gain. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles.

(e) Federal income taxes: It is the policy of the fund to continue to qualify as a regulated investment company, if such qualification is in the best interests of its shareholders, by complying with the

The Fund 25


NOTES TO FINANCIAL STATEMENTS (continued)

applicable provisions of the Code, and to make distributions of taxable income sufficient to relieve it from substantially all federal income and excise taxes.

At May 31, 2004, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $13,401,613, accumulated capital gains $35,858,293 and unrealized appreciation $136,020,350.

The tax character of distributions paid to shareholders during the fiscal periods ended May 31, 2004 and May 31, 2003 were as follows: ordinary income $5,653,480 and $3,999,906, respectively.

During the period ended May 31, 2004, as a result of permanent book to tax differences primarily due to treatment of foreign exchange gains and losses, the fund decreased accumulated undistributed investment income-net by $2,802,942 and increased accumulated net realized gain (loss) on investments by the same amount. Net assets were not affected by this reclassification.

NOTE 2—Bank Line of Credit:

The fund participates with other Dreyfus-managed funds in a $350 million redemption credit facility (the “Facility”) to be utilized for temporary or emergency purposes, including the financing of redemptions. In connection therewith, the fund has agreed to pay commitment fees on its pro rata portion of the Facility. Interest is charged to the fund based on prevailing market rates in effect at the time of borrowings. During the period ended May 31, 2004, the fund did not borrow under the Facility.

NOTE 3—Management Fee and Other Transactions With Affiliates:

(a) Pursuant to a management agreement with the Manager, the management fee is computed at the annual rate of 1.25% of the value of the fund’s average daily net assets and is payable monthly.

26


During the period ended May 31, 2004, the Distributor retained $104,253 and $184 from commissions earned on sales of the fund’s Class A and Class T shares, respectively, and $4,348 and $4,887 from contingent deferred sales charges on redemptions of the fund’s Class B and Class C shares, respectively.

The components of Due to The Dreyfus Corporation and affiliates in the Statement of Assets and Liabilities consists of: management fees $978,202, Rule 12b-1 distribution plan fees $7,827, shareholder services plan fees $193,930 and transfer agency per account fees $38,800.

(b) Under the Distribution Plan (the “Plan”) adopted pursuant to Rule 12b-1 under the Act, Class B, Class C and Class T shares pay the Distributor for distributing their shares at the annual rates of .75 of 1% of the value of the average daily net assets of Class B and Class C shares and .25 of 1% of the value of the average daily net assets of Class T shares. During the period ended May 31, 2004, Class B, Class C and Class T shares were charged $21,483, $61,748 and $151, respectively, pursuant to the Plan.

(c) Under the Shareholder Services Plan, Class A, Class B, Class C and Class T shares pay the Distributor at an annual rate of .25 of 1% of the value of their average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts. The Distributor may make payments to Service Agents (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, 2004, Class A, Class B, Class C and Class T shares were charged $2,042,754, $7,161, $20,583 and $151, respectively, pursuant to the Shareholder Services Plan.

The Fund 27


NOTES TO FINANCIAL STATEMENTS (continued)

The fund compensates Dreyfus Transfer,Inc.,a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing personnel and facilities to perform transfer agency services for the fund. During the period ended May 31, 2004, the fund was charged $236,441 pursuant to the transfer agency agreement.

(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 1% redemption fee was charged and retained by the fund on shares redeemed within thirty days following the date of issuance, including redemptions made through the use of the fund’s exchange privilege until November 15, 2002.

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, 2004, amounted to $561,531,316 and $374,834,885, respectively.

The fund enters into forward currency exchange contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings and to settle foreign currency transac-tions.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.

28


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, 2004:

  Foreign           Unrealized  
Forward Currency Currency           Appreciation  
   Exchange Contracts Amounts   Cost ($)   Value ($)   (Depreciation) ($)  


 
 
 
 
Purchases:                
Brazilian Real,                
   expiring 6/1/2004 610,184   196,517   197,599   1,082  
Sales:     Proceeds ($)          
Czech Republic Koruna,                
   expiring 6/1/2004 16,437,138   630,742   633,318   (2,576)  
Euro,                
   expiring 6/1/2004 20,542   25,164   25,084   80  
Hong Kong Dollar,                
   expiring 6/1/2004 10,834,537   1,389,756   1,390,166   (410)  
Mexican Peso,                
   expiring 6/1/2004 3,003,348   263,048   263,221   (173)  
Poland Zloty,                
   expiring 6/1/2004 1,642,539   430,971   432,931   (1,960)  
South African Rand,                
   expiring 6/1/2004 24,643,106   3,722,524   3,783,970   (61,446)  
Total             (65,403)  

At May 31,2004,the cost of investments for federal income tax purposes was $773,709,695; accordingly, accumulated net unrealized appreciation on investments was $136,143,971, consisting of $176,920,184 gross unrealized appreciation and $40,776,213 gross unrealized depreciation.

NOTE 5—Legal Matters:

Two class actions (which have been consolidated) have been filed against Mellon Financial and Mellon Bank, N.A., and Dreyfus and Founders Asset Management LLC (the “Investment Advisers”), and the directors of all or substantially all of the Dreyfus funds, alleging that the

The Fund 29


NOTES TO FINANCIAL STATEMENTS (continued)

Investment Advisers improperly used assets of the Dreyfus funds, in the form of directed brokerage commissions and 12b-1 fees, to pay brokers to promote sales of Dreyfus funds, and that the use of fund assets to make these payments was not properly disclosed to investors. The complaints further allege that the directors breached their fiduciary duties to fund shareholders under the Investment Company Act of 1940 and at common law.The complaints seek unspecified compensatory and punitive damages, rescission of the funds’ contracts with the Investment Advisers, an accounting of all fees paid, and an award of attorneys’ fees and litigation expenses. Dreyfus and the Dreyfus funds believe the allegations to be totally without merit and will defend the actions vigorously.

Additional lawsuits arising out of these circumstances and presenting similar allegations and requests for relief may be filed against the defendants in the future. Neither Dreyfus nor the Dreyfus funds believe that any of the pending actions will have a material adverse effect on the Dreyfus funds or Dreyfus’ ability to perform its contracts with the Dreyfus funds.

30


REPORT OF INDEPENDENT REGISTERED

PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors Dreyfus Premier Emerging Markets Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus Premier Emerging Markets Fund (one of the funds comprising Dreyfus International Funds, Inc.) as of May 31, 2004, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights. Our procedures included confirmation of securities owned as of May 31, 2004 by correspondence with the custodian and others. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus Premier Emerging Markets Fund at May 31, 2004, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and the financial highlights for each of the indicated periods, in conformity with U.S. generally accepted accounting principles.

New York, New York
July 12, 2004

The Fund 31


IMPORTANT TAX INFORMATION (Unaudited)

In accordance with federal tax law, the fund elects to provide each shareholder with their portion of the fund’s foreign taxes paid and the income sourced from foreign countries.Accordingly, the fund hereby makes the following designations regarding its fiscal year ended May 31, 2004:

  • the total amount of taxes paid to foreign countries was $2,696,362.
  • the total amount of income sourced from foreign countries was $13,818,625.

As required by federal tax law rules, shareholders will receive notification of their proportionate share of foreign taxes paid and foreign source income for the 2004 calendar year with Form 1099-DIV which will be mailed by January 31, 2005.

The fund also designates 89.39% of the ordinary dividends paid during the fiscal year ended May 31, 2004 as qualifying dividends, subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003.

32


BOARD MEMBERS INFORMATION (Unaudited)

Joseph S. DiMartino (60)
Chairman of the Board (1995)
Principal Occupation During Past 5 Years:
• Corporate Director and Trustee
Other Board Memberships and Affiliations:
• The Muscular Dystrophy Association, Director
• Levcor International, Inc., an apparel fabric processor, Director
• Century Business Services, Inc., a provider of outsourcing functions for small and medium size
   companies, Director
• The Newark Group, a provider of a national market of paper recovery facilities, paperboard
   mills and paperboard converting plants, Director
No. of Portfolios for which Board Member Serves: 186
 
      ———————
David P. Feldman (64)
Board Member (1994)
Principal Occupation During Past 5 Years:
• Corporate Director and Trustee
Other Board Memberships and Affiliations:
• BBH Mutual Funds Group (11 funds), Director
• The Jeffrey Company, a private investment company, Director
• QMED, a medical device company, Director
No. of Portfolios for which Board Member Serves: 51
 
      ———————
James F. Henry (73)
Board Member (1993)
Principal Occupation During Past 5 Years:
• President, CPR Institute for Dispute Resolution, a non-profit organization principally
   engaged in the development of alternatives to business litigation (Retired 2003)
No. of Portfolios for which Board Member Serves: 22
 
      ———————
Rosalind Gersten Jacobs (79)
Board Member (1993)
Principal Occupation During Past 5 Years:
• Merchandise and marketing consultant
No. of Portfolios for which Board Member Serves: 33

The Fund 33


Dr. Paul A. Marks (77) Board Member (1993)

Principal Occupation During Past 5 Years:

• President and Chief Executive Officer of Memorial Sloan-Kettering Cancer Center (Retired 1999)

Other Board Memberships and Affiliations:

• Pfizer, Inc., a pharmaceutical company, Director-Emeritus • Lazard Freres & Co., Senior Adviser • Merck, Consultant

No. of Portfolios for which Board Member Serves: 22

———————

Dr. Martin Peretz (64) Board Member (1993)

Principal Occupation During Past 5 Years:

• Editor-in-Chief of The New Republic Magazine

• Lecturer in Social Studies at Harvard University (1965-2001) • Co-Chairman of TheStreet.com, a financial daily on the web

Other Board Memberships and Affiliations:

• Academy for Liberal Education, an accrediting agency for colleges and universities certified by the U.S. Department of Education, Director • Digital Learning Group, LLC, an online publisher of college textbooks, Director • Harvard Center for Blood Research,Trustee • Bard College,Trustee • YIVO Institute for Jewish Research,Trustee

No. of Portfolios for which Board Member Serves: 22

———————

Bert W.Wasserman (71) Board Member (1993)

Principal Occupation During Past 5 Years:

• Financial Consultant

Other Board Memberships and Affiliations:

• Lillian Vernon Corporation, Director

No. of Portfolios for which Board Member Serves: 22

———————

Once elected all Board Members serve for an indefinite term.The address of the Board Members and Officers is in c/o The Dreyfus Corporation, 200 Park Avenue, New York, New York 10166.Additional information about the Board Members is available in the fund’s Statement of Additional Information which can be obtained from Dreyfus free of charge by calling this toll free number: 1-800-554-4611.

John M. Fraser, Jr., Emeritus Board Member Irving Kristol, Emeritus Board Member

BOARD MEMBERS INFORMATION (Unaudited) (continued)

34


OFFICERS OF THE FUND (Unaudited)
 
 
STEPHEN E. CANTER, President since
March 2000.
   Chairman of the Board, Chief Executive
   Officer and Chief Operating Officer of the
   Manager, and an officer of 97 investment
   companies (comprised of 190 portfolios)
   managed by the Manager. Mr. Canter also is a
   Board member and, where applicable, an
   Executive Committee Member of the other
   investment management subsidiaries of Mellon
   Financial Corporation, each of which is an
   affiliate of the Manager. He is 58 years old and
   has been an employee of the Manager since
   May 1995.
STEPHEN R. BYERS, Executive Vice
President since October 2002.
   Chief Investment Officer,Vice Chairman and a
   Director of the Manager, and an officer of 97
   investment companies (comprised of 190
   portfolios) managed by the Manager. Mr. Byers
   also is an officer, director or an Executive
   Committee Member of certain other
   investment management subsidiaries of Mellon
   Financial Corporation, each of which is an
   affiliate of the Manager. He is 50 years old and
   has been an employee of the Manager since
   January 2000. Prior to joining the Manager, he
   served as an Executive Vice President-Capital
   Markets, Chief Financial Officer and Treasurer
   at Gruntal & Co., L.L.C.
MARK N. JACOBS, Vice President since
March 2000.
   Executive Vice President, Secretary and
   General Counsel of the Manager, and an
   officer of 98 investment companies (comprised
   of 206 portfolios) managed by the Manager.
   He is 58 years old and has been an employee
   of the Manager since June 1977.
MICHAEL A. ROSENBERG, Secretary since
March 2000.
   Associate General Counsel of the Manager,
   and an officer of 95 investment companies
   (comprised of 199 portfolios) managed by the
   Manager. He is 44 years old and has been an
   employee of the Manager since October 1991.
ROBERT R. MULLERY, Assistant Secretary
since March 2000.
   Associate General Counsel of the Manager,
   and an officer of 26 investment companies
   (comprised of 58 portfolios) managed by the
   Manager. He is 52 years old and has been an
   employee of the Manager since May 1986.
STEVEN F. NEWMAN, Assistant Secretary
since March 2000.
   Associate General Counsel and Assistant
   Secretary of the Manager, and an officer of 98
   investment companies (comprised of 206
   portfolios) managed by the Manager. He is 54
   years old and has been an employee of the
   Manager since July 1980.
JAMES WINDELS, Treasurer since
November 2001.
   Director – Mutual Fund Accounting of the
   Manager, and an officer of 98 investment
   companies (comprised of 206 portfolios)
   managed by the Manager. He is 45 years old
   and has been an employee of the Manager
   since April 1985.

The Fund 35


OFFICERS OF THE FUND (Unaudited) (continued)

RICHARD CASSARO, Assistant Treasurer
since August 2003.
   Senior Accounting Manager – Equity Funds of
   the Manager, and an officer of 26 investment
   companies (comprised of 101 portfolios)
   managed by the Manager. He is 44 years old
   and has been an employee of the Manager
   since September 1982.
ROBERT SVAGNA, Assistant Treasurer
since December 2002.
   Senior Accounting Manager - Equity Funds of
   the Manager, and an officer of 27 investment
   companies (comprised of 106 portfolios)
   managed by the Manager. He is 37 years old
   and has been an employee of the Manager
   since November 1990.
KENNETH J. SANDGREN, Assistant
Treasurer since November 2001.
   Mutual Funds Tax Director of the Manager,
   and an officer of 98 investment companies
   (comprised of 206 portfolios) managed by the
   Manager. He is 49 years old and has been an
   employee of the Manager since June 1993.
WILLIAM GERMENIS, Anti-Money
Laundering Compliance Officer since
September 2002.
   Vice President and Anti-Money Laundering
   Compliance Officer of the Distributor, and the
   Anti-Money Laundering Compliance Officer
   of 93 investment companies (comprised of 201
   portfolios) managed by the Manager. He is 33
   years old and has been an employee of the
   Distributor since October 1998.

36


For More Information

Dreyfus Premier
Emerging Markets Fund
200 Park Avenue
New York, NY 10166
 
Manager
The Dreyfus Corporation
200 Park Avenue
New York, NY 10166

 
Custodian
The Bank of New York
One Wall Street
New York, NY 10286
 
Transfer Agent &
Dividend Disbursing Agent
Dreyfus Transfer, Inc.
200 Park Avenue
New York, NY 10166
 
Distributor
Dreyfus Service Corporation
200 Park Avenue
New York, NY 10166
To obtain information:

 
By telephone
Call your financial
representative or
1-800-554-4611
By mail Write to:
The Dreyfus Premier
Family of Funds
144 Glenn Curtiss Boulevard
Uniondale, NY 11556-0144

A description of the policies and procedures that the fund uses to determine how to vote proxies relating to portfolio securities is available, without charge, by calling the telephone number listed above, or by visiting the SEC’s website at http://www.sec.gov

© 2004 Dreyfus Service Corporation

0327AR0504

Item 2. Code of Ethics.

The Registrant has adopted a code of ethics that applies to the Registrant's principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions.

Item 3. Audit Committee Financial Expert.

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

Item 4. Principal Accountant Fees and Services

(a) Audit Fees. The aggregate fees billed for each of the last two fiscal years (the "Reporting Periods") for professional services rendered by the Registrant's principal accountant (the "Auditor") for the audit of the Registrant's annual financial statements, or services that are normally provided by the Auditor in connection with the statutory and regulatory filings or engagements for the Reporting Periods, were $ 33,100 in 2003 and $ 34,755 in 2004.

(b) Audit-Related Fees. The aggregate fees billed in the Reporting Periods for assurance and related services by the Auditor that are reasonably related to the performance of the audit of the Registrant's financial statements and are not reported under paragraph (a) of this Item 4 were $ 6,000 in 2003 and $ -0- in 2004. These services consisted of (i) advisory services as to the accounting or disclosure treatment of Registrant transactions or events.

The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $ 30,000 in 2003 and $ 273,500 in 2004.

Note: For the second paragraph in each of (b) through (d) of this Item 4, certain of such services were not pre-approved prior to May 6, 2003, when such services were required to be pre-approved. On and after May 6, 2003, 100% of all services provided by the Auditor were pre-approved as required. For comparative purposes, the fees shown assume that all such services were pre-approved, including services that were not pre-approved prior to the compliance date of the pre-approval requirement.

(c) Tax Fees. The aggregate fees billed in the Reporting Periods for professional services rendered by the Auditor for tax compliance, tax advice and tax planning ("Tax Services") were $ 2,880 in 2003 and $ 4,216 in 2004. These services consisted of (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments, (iii) tax advice regarding tax qualification matters and/or treatment of various

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financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies.

The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates which required pre-approval by the Audit Committee were $ 0 in 2003 and $ 0 in 2004.

(d) All Other Fees. The aggregate fees billed in the Reporting Periods for products and services provided by the Auditor, other than the services reported in paragraphs (a) through (c) of this Item, were $ 0 in 2003 and $ 827 in 2004. These services consisted of a review of the Registrant's anti-money laundering program.

The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service

Affiliates, other than the services reported in paragraphs (b) and (c) of this Item, which required pre-approval by the Audit Committee were $ 0 in 2003 and $ 0in 2004.

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

Non-Audit Fees. The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $ 275,773 in 2003 and $ 611,432 in 2004.

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

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. [Reserved]

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

Investment Companies.

Not applicable.

Item 8. Purchases of Equity Securities by Closed-End Management Investment Companies and Affiliated Purchasers.

Not applicable.

Item 9. Submission of Matters to a Vote of Security Holders.

The Fund has a Nominating Committee, which is responsible for selecting and nominating persons for election or appointment by the Fund’s Board as Board members. The Committee has adopted a Nominating Committee Charter (“Charter”). Pursuant to the Charter, the

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Committee will consider recommendations for nominees from shareholders submitted to the Secretary of the Fund, c/o The Dreyfus Corporation Legal Department, 200 Park Avenue, 8th Floor West, New York, New York 10166. A nomination submission must include information regarding the recommended nominee as specified in the Charter. This information includes all information relating to a recommended nominee that is required to be disclosed in solicitations or proxy statements for the election of Board members, as well as information sufficient to evaluate the factors to be considered by the Committee, including character and integrity, business and professional experience, and whether the person has the ability to apply sound and independent business judgment and would act in the interests of the Fund and its shareholders. Nomination submissions are required to be accompanied by a written consent of the individual to stand for election if nominated by the Board and to serve if elected by the shareholders, and such additional information must be provided regarding the recommended nominee as reasonably requested by the Committee.

Item 10. 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 Registrant's most recently ended fiscal half-year that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 11. Exhibits.

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

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

(a)(3) Not applicable.

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

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SIGNATURES

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

Dreyfus International Funds, Inc.
   
By: /s/Stephen E. Canter
 
  Stephen E. Canter
  President
   
Date: July 28, 2004

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

By: /s/Stephen E. Canter
 
  Stephen E. Canter
  Chief Executive Officer
   
Date: July 28, 2004
   
By: /s/James Windels
 
  James Windels
  Chief Financial Officer
   
Date: July 28, 2004

EXHIBIT INDEX

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

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

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

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