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Advantage Funds, Inc. – ‘N-CSR/A’ for 10/31/13

On:  Wednesday, 10/29/14, at 12:32pm ET   ·   Effective:  10/29/14   ·   For:  10/31/13   ·   Accession #:  914775-14-66   ·   File #:  811-07123

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10/29/14  Advantage Funds, Inc.             N-CSR/A    10/31/13    3:5.7M
          → BNY Mellon Dynamic Value Fund Class A (DAGVX) — Class C (DCGVX) — Class I (DRGVX) — Class Y (DRGYX)BNY Mellon Opportunistic Midcap Value Fund Class A (DMCVX) — Class C (DVLCX) — Class I (DVLIX) — Class Y (DMCYX)BNY Mellon Opportunistic Small Cap Fund Investor Shares (DSCVX)BNY Mellon Structured Midcap Fund Class A (DPSAX) — Class C (DPSCX) — Class I (DPSRX) — Class Y (DPSYX)BNY Mellon Technology Growth Fund Class A (DTGRX) — Class C (DTGCX) — Class I (DGVRX)Dreyfus International Value Fund 3 Classes/ContractsDreyfus Opportunistic U.S. Stock Fund Class A (DOSAX) — Class C (DOSCX) — Class I (DOSIX)

Amendment to Certified Annual Shareholder Report by a Management Investment Company   —   Form N-CSR
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: N-CSR/A     Amendment to Certified Annual Shareholder Report    HTML   2.16M 
                          by a Management Investment Company                     
 3: EX-99.906 CERT  Certification Required by Section 906           HTML     10K 
 2: EX-99.CERT  Certification Required by Rule 30A-2                HTML     18K 


N-CSR/A   —   Amendment to Certified Annual Shareholder Report by a Management Investment Company


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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

811-7123

 

 

 

Advantage 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)

 

 

 

 

 

John Pak, Esq.

200 Park Avenue

New York, New York 10166

 

 

(Name and address of agent for service)

 

 

Registrant's telephone number, including area code:

(212) 922-6000

 

 

Date of fiscal year end:

 

8/31

 

Date of reporting period:

8/31/2013

 

             

 

The following N-CSR relates only to the Registrant's series listed below and does not affect the other series of the Registrant, which have a different fiscal year end and, therefore, different N-CSR reporting requirements.  A separate N-CSR Form will be filed for the remaining series as appropriate.


-DREYFUS INTERNATIONAL VALUE FUND

-DREYFUS OPPORTUNISTIC MIDCAP VALUE FUND

-DREYFUS OPPORTUNISTIC SMALL CAP FUND

-DREYFUS OPPORTUNISTIC U.S. STOCK FUND

-DREYFUS STRATEGIC VALUE FUND

-DREYFUS STRUCTURED MIDCAP FUND

-DREYFUS TECHNOLOGY GROWTH 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 President

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

14     

Statement of Assets and Liabilities

15     

Statement of Operations

16     

Statement of Changes in Net Assets

18     

Financial Highlights

21     

Notes to Financial Statements

34     

Report of Independent Registered Public Accounting Firm

35     

Important Tax Information

36     

Information About the Renewal of the Fund’s Management Agreement

42     

Board Members Information

44     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
International Value Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus International Value Fund, covering the 12-month period from September 1, 2012, through August 31, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equities fared quite well over the reporting period. Low interest rates, muted inflationary pressures, and a strong U.S. dollar helped fuel the market’s gains, as did a declining unemployment rate, rebounding housing markets, and increased production of domestic oil and natural gas. International equities produced widely divergent returns over the past year, as stocks in developed markets advanced more strongly than their counterparts in emerging markets. Developed markets in Europe and Japan benefited from a rebound from depressed levels of economic activity in response to the aggressively accommodative monetary policies adopted by their central banks. In contrast, some of the major emerging markets, most notably China, have seen their growth rates moderate to more sustainable levels after years of torrid expansion, making it more difficult for monetary policymakers to stimulate their economies without risking an unwanted acceleration of inflation.

We expect a broad pattern of economic growth to persist in both developed and emerging countries, with emerging markets exhibiting higher long-term growth trends. However, developed markets appear to have better prospects over the near term, as they remain supported by more stimulative monetary policies. For information on how these developments may affect your investments, we urge you to discuss these matters with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
September 16, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of September 1, 2012, through August 31, 2013, as provided by D. Kirk Henry, Portfolio Manager

Fund and Market Performance Overview

For the 12-month period ended August 31, 2013, Dreyfus International Value Fund’s Class A shares produced a total return of 20.76%, Class C shares returned 19.82%, and Class I shares returned 21.27%.1 In comparison, the fund’s benchmark, the Morgan Stanley Capital International Europe, Australasia, Far East Index (“MSCI EAFE Index”), produced a total return of 18.66% for the same period.2

International stock markets rallied over the reporting period as economic conditions improved in developed countries. The fund outperformed its benchmark on the strength of successful stock selections in Japan, Switzerland, and Australia.

The Fund’s Investment Approach

The fund seeks long-term capital growth.The fund ordinarily invests most of its assets in securities of foreign companies which Dreyfus considers to be value companies.

The fund’s investment approach is value-oriented and research-driven. In selecting stocks, we attempt to identify potential investments through extensive quantitative and fundamental research. Emphasizing individual stock selection over economic or industry trends, the fund focuses on three key factors: value, or how a stock is valued relative to its intrinsic worth based on traditional value measures; business health, or overall efficiency and profitability as measured by return on assets and return on equity; and business momentum, or the presence of a catalyst (such as corporate restructuring, change in management, or spin-off) that will trigger a price increase near term to midterm.

The fund typically sells a stock when it is no longer considered a value company, appears less likely to benefit from the current market and economic environment, shows deteriorating fundamentals or declining momentum, or falls short of our expectations.

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

Recovering Global Economy Fueled Equity Markets’ Gains

The reporting period began near the outset of stock market rallies driven by improved global economic trends in developed nations. Investors were particularly encouraged by the European Central Bank’s efforts to shore up the region’s banking system, newly stimulative fiscal and monetary policies in Japan, and a new quantitative easing program in the United States.

Global economic data continued to show signs of improvement, and stocks generally continued to rally, through the spring of 2013. In late May, remarks by Federal Reserve Board Chairman Ben Bernanke were widely interpreted as a signal that U.S. monetary policymakers would begin to back away from their quantitative easing program sooner than expected. Consequently, global stock markets encountered heightened volatility in June, and a strengthening U.S. dollar further eroded returns from international investments for U.S. residents. Global equity markets generally stabilized in July and August when investors realized that the end of the quantitative easing program did not necessarily portend higher short-term interest rates, and they returned their focus to company and market fundamentals.

Strong Stock Selections in Developed Markets

In this environment, the fund’s strong relative performance was driven by our stock selection strategy in several of the world’s more developed markets. Japanese holdings provided a strong boost to relative results, led by consumer discretionary companies such as carmaker Toyota Motor and auto parts manufacturer Denso, and technology firms, such as automation equipment producer Omron, robotics specialist Yaskawa Electric, and office equipment maker Ricoh. Japanese financial services firms also advanced, including banks Nomura Holdings and Sumitomo Mitsui Trust Holdings.

Winners in Switzerland included banking giant UBS, pharmaceuticals developer Roche Holding, and specialty chemicals producer Clariant, while lack of participation in Nestle helped the fund avoid relative weakness in the global food company. Underweighted exposure to Australia also bolstered relative performance, as did strong stock selections such as medical professional services provider Primary Health Care. The fund particularly benefited from lack of exposure to Australian materials producers, which suffered due to economic slowdowns in nearby emerging markets. Finally, the fund was helped by grocery and convenience stores in France, Belgium, and Japan.

4



Disappointments during the reporting period were concentrated in the traditionally defensive utilities and telecommunications services sectors, where French telephony provider Orange and German electricity producer E.ON weighed on relative results. Investments in the emerging markets also trailed market averages, with particular weakness in Brazilian oil producer Petroleo Brasileiro, Brazilian bank Banco Santander Brasil, and Indian energy and materials conglomerate Reliance Industries.

Finding Opportunities in Most Markets

We have been encouraged by positive economic data in Europe, Japan, and the United States. Despite richer valuations in some regions and industry groups, our value-oriented investment process has continued to identify opportunities in a variety of markets.We recently have found an ample number of opportunities in France and certain emerging markets, but fewer in Australia, Japan, and the United Kingdom. From a market sector perspective, the fund ended the reporting period with overweighted positions in the energy and information technology sectors and underweighted exposure to the consumer discretionary, consumer staples, and materials sectors.

September 16, 2013

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

The fund’s performance will be influenced by political, social and economic factors affecting investments in foreign companies. Special risks associated with investments in foreign companies include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political instability and differing auditing and legal standards.These risks are enhanced in emerging market countries. Please read the prospectus for further discussion of these risks.

1 Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the 
maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed 
on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past 
performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon 
redemption fund shares may be worth more or less than their original cost.The fund’s returns reflect the absorption of 
certain fund expenses by The Dreyfus Corporation pursuant to an agreement in effect through March 31, 2014. 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.The Index does not take into account fees and expenses to which the fund is subject. Investors cannot 
invest directly in any index. 

 

The Fund 5




6



Average Annual Total Returns as of 8/31/13             
  1 Year   5 Years   10 Years  
Class A shares             
with maximum sales charge (5.75%)  13.77 %  0.04 %  4.99 % 
without sales charge  20.76 %  1.23 %  5.61 % 
Class C shares             
with applicable redemption charge   18.82 %  0.43 %  4.81 % 
without redemption  19.82 %  0.43 %  4.81 % 
Class I shares  21.27 %  1.71 %  6.06 % 
Morgan Stanley Capital             
International Europe,             
Australasia, Far East Index  18.66 %  1.62 %  7.57 % 

 

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

† The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
date of purchase. 

 

The Fund 7



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus International Value Fund from March 1, 2013 to August 31, 2013. 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 August 31, 2013

    Class A    Class C    Class I 
Expenses paid per $1,000  $ 7.98  $ 11.92  $ 5.85 
Ending value (after expenses)  $ 1,068.50  $ 1,065.40  $ 1,071.70 

 

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

Using the SEC’s method to compare expenses

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

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended August 31, 2013

    Class A    Class C    Class I 
Expenses paid per $1,000  $ 7.78  $ 11.62  $ 5.70 
Ending value (after expenses)  $ 1,017.49  $ 1,013.66  $ 1,019.56 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.53% for Class A, 2.29% for Class C and 1.12% 
for Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half 
year period). 

 

8



STATEMENT OF INVESTMENTS

August 31, 2013

Common Stocks—98.0%  Shares   Value ($) 
Australia—2.9%       
Australia & New Zealand Banking Group  43,141   1,140,029 
Metcash  265,300   767,425 
Primary Health Care  55,830   255,912 
QBE Insurance Group  127,962   1,731,171 
      3,894,537 
Belgium—.4%       
Delhaize Group  8,090   516,163 
Brazil—1.4%       
Banco Santander Brasil, ADS  181,250   1,045,813 
Petroleo Brasileiro, ADR  62,260   841,755 
      1,887,568 
China—2.4%       
Beijing Capital International Airport, Cl. H  1,186,000   776,958 
CNOOC  469,000   931,414 
FIH Mobile  1,281,000 a  832,585 
Guangzhou Automobile Group, Cl. H  650,194   663,237 
      3,204,194 
Denmark—.8%       
Carlsberg, Cl. B  11,600   1,125,216 
France—12.0%       
Alstom  41,820   1,471,601 
BNP Paribas  20,310   1,272,747 
Bouygues  22,430   701,540 
Carrefour  78,701   2,463,599 
Cie de St-Gobain  29,677   1,386,127 
Danone  15,020   1,118,416 
Electricite de France  29,229   818,967 
GDF Suez  76,604   1,660,396 
Sanofi  20,871   2,005,092 
Total  60,670   3,360,933 
      16,259,418 
Germany—8.4%       
Aixtron  82,520 a  1,290,755 
Celesio  63,060   1,314,323 
Daimler  26,786   1,838,057 

 

The Fund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares      Value ($) 
Germany (continued)         
Deutsche Bank  51,390      2,225,046 
Deutsche Telekom  72,820      932,783 
E.ON  29,040      459,801 
Muenchener Rueckversicherungs  5,440      991,470 
Siemens  22,360      2,366,827 
        11,419,062 
Hong Kong—3.7%         
COSCO Pacific  662,392      973,798 
Esprit Holdings  875,239      1,494,389 
Hang Seng Bank  72,800      1,131,273 
Pacific Basin Shipping  518,000      324,650 
Yue Yuen Industrial Holdings  344,000      1,060,243 
        4,984,353 
India—1.2%         
Reliance Industries, GDR  41,974  b   1,056,066 
State Bank of India, GDR  11,470      525,326 
        1,581,392 
Ireland—.8%         
CRH  53,040      1,126,080 
Israel—1.5%         
Teva Pharmaceutical Industries, ADR  53,540      2,046,299 
Italy—2.6%         
Assicurazioni Generali  38,170      731,487 
Eni  37,005      845,124 
Finmeccanica  136,916  a   700,296 
Saras  994,610 a  1,202,792 
        3,479,699 
Japan—20.4%         
East Japan Railway  11,600      890,808 
Fujitsu  199,000      735,723 
INPEX  313      1,420,191 
Kao  42,600      1,245,221 
Matsumotokiyoshi Holdings  21,300      720,232 
Mitsubishi UFJ Financial Group  527,200      3,092,806 
Nippon Express  306,000      1,433,620 
Nippon Shokubai  117,000      1,190,436 

 

10



Common Stocks (continued)  Shares    Value ($) 
Japan (continued)       
Nippon Telegraph & Telephone  18,600    946,244 
Nomura Holdings  49,800    347,943 
Nomura Real Estate Holdings  36,700    841,014 
Ricoh  128,800    1,399,701 
Shimamura  9,500    971,432 
Shin-Etsu Chemical  10,220    617,249 
Sumitomo Electric Industries  104,200    1,406,172 
Sumitomo Mitsui Financial Group  33,800    1,497,479 
Sumitomo Mitsui Trust Holdings  174,560    760,928 
Taiyo Nippon Sanso  227,000    1,491,216 
Tokyo Electron  32,500    1,355,477 
Toyota Motor  60,600    3,666,181 
Yamada Denki  28,270    895,449 
Yamaha Motor  52,600    684,119 
      27,609,641 
Netherlands—2.1%       
Aegon  111,523    795,340 
Koninklijke Philips  68,038    2,103,285 
      2,898,625 
Norway—1.2%       
Norsk Hydro  178,348    718,072 
Orkla  126,010    909,271 
      1,627,343 
Russia—.5%       
Gazprom, ADR  88,460    695,296 
Singapore—2.1%       
Avago Technologies  21,860    841,829 
DBS Group Holdings  77,782    963,433 
United Overseas Bank  65,000    1,013,523 
      2,818,785 
South Africa—.2%       
Murray & Roberts Holdings  126,343  a  318,269 
South Korea—3.3%       
Hyundai Mobis  1,803    453,166 
KB Financial Group  6,000    192,964 
KB Financial Group, ADR  33,244    1,050,843 

 

The Fund 11



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares   Value ($) 
South Korea (continued)       
Korea Electric Power  25,400 a  702,473 
Korea Electric Power, ADR  43,714   599,756 
Samsung Electronics  604   744,356 
Samsung Fire & Marine Insurance  3,394   764,380 
      4,507,938 
Spain—.5%       
Banco Bilbao Vizcaya Argentaria  66,520   634,755 
Sweden—2.2%       
Ericsson, Cl. B  187,820   2,207,697 
Svenska Cellulosa, Cl. B  33,450   817,152 
      3,024,849 
Switzerland—8.5%       
Adecco  14,950 a  941,555 
Clariant  65,080 a  1,055,465 
Credit Suisse Group  20,470 a  590,043 
Novartis  59,566   4,343,654 
Roche Holding  11,280   2,813,787 
UBS  95,388 a  1,847,377 
      11,591,881 
Taiwan—1.2%       
Advanced Semiconductor Engineering  795,000   702,693 
Hon Hai Precision Industry  344,400 a  934,528 
      1,637,221 
United Kingdom—17.7%       
Anglo American  59,043   1,352,804 
AZ Electronic Materials  82,920   392,826 
Barclays  220,929   970,110 
BHP Billiton  48,580   1,413,833 
BP  338,184   2,338,448 
Direct Line Insurance Group  208,527   700,594 
eSure Group  285,630 a  1,071,184 
Home Retail Group  409,565   904,446 
HSBC Holdings  396,858   4,157,449 
Resolution  176,067   869,571 
Royal Dutch Shell, Cl. A  106,621   3,449,168 
Shire  29,160   1,074,142 

 

12



Common Stocks (continued)  Shares   Value ($) 
United Kingdom (continued)       
Standard Chartered  37,630   840,317 
Tesco  187,694   1,066,175 
Unilever  25,795   982,967 
Vodafone Group  756,317   2,417,369 
      24,001,403 
Total Common Stocks       
(cost $153,720,884)      132,889,987 
 
Other Investment—1.4%       
Registered Investment Company;       
Dreyfus Institutional Preferred       
Plus Money Market Fund       
(cost $1,870,000)  1,870,000 c  1,870,000 
Total Investments (cost $155,590,884)  99.4 %  134,759,987 
Cash and Receivables (Net)  .6 %  840,017 
Net Assets  100.0 %  135,600,004 

 

ADR—American Depository Receipts
ADS—American Depository Shares
GDR—Global Depository Receipts

a Non-income producing security. 
b Security exempt from registration pursuant to Rule 144A under the Securities Act of 1933.This security may be 
resold in transactions exempt from registration, normally to qualified institutional buyers.At August 31, 2013, this 
security was valued at $1,056,066 or .8% of net assets. 
c Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)

  Value (%)    Value (%) 
Financial  24.9  Consumer Staples  8.7 
Energy  11.9  Materials  6.9 
Health Care  10.2  Telecommunication Services  3.2 
Industrial  10.1  Utilities  3.1 
Information Technology  9.7  Money Market Investment  1.4 
Consumer Discretionary  9.3    99.4 

 

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

 

The Fund 13



STATEMENT OF ASSETS AND LIABILITIES

August 31, 2013

    Cost  Value  
Assets ($):         
Investments in securities—See Statement of Investments:       
Unaffiliated issuers    153,720,884  132,889,987  
Affiliated issuers    1,870,000  1,870,000  
Cash      44,070  
Cash denominated in foreign currencies    527,235  524,279  
Dividends receivable      626,532  
Receivable for investment securities sold      528,096  
Receivable for shares of Common Stock subscribed      1,376  
Prepaid expenses      18,429  
      136,502,769  
Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)    177,385  
Payable for investment securities purchased      495,166  
Payable for shares of Common Stock redeemed      130,545  
Unrealized depreciation on forward foreign         
currency exchange contracts—Note 4      145  
Accrued expenses      99,524  
      902,765  
Net Assets ($)      135,600,004  
Composition of Net Assets ($):         
Paid-in capital      246,435,156  
Accumulated undistributed investment income—net      2,259,459  
Accumulated net realized gain (loss) on investments      (92,262,796 ) 
Accumulated net unrealized appreciation (depreciation)       
on investments and foreign currency transactions      (20,831,815 ) 
Net Assets ($)      135,600,004  
 
 
Net Asset Value Per Share         
  Class A  Class C  Class I  
Net Assets ($)  68,771,181  7,667,435  59,161,388  
Shares Outstanding  5,960,080  672,123  5,141,724  
Net Asset Value Per Share ($)  11.54  11.41  11.51  
 
See notes to financial statements.         

 

14



STATEMENT OF OPERATIONS

Year Ended August 31, 2013

Investment Income ($):     
Income:     
Cash dividends (net of $407,226 foreign taxes withheld at source):     
Unaffiliated issuers  4,383,112  
Affiliated issuers  2,040  
Interest  1,002  
Total Income  4,386,154  
Expenses:     
Management fee—Note 3(a)  1,515,719  
Shareholder servicing costs—Note 3(c)  397,567  
Custodian fees—Note 3(c)  93,842  
Professional fees  64,858  
Distribution fees—Note 3(b)  60,716  
Registration fees  44,669  
Prospectus and shareholders’ reports  22,852  
Directors’ fees and expenses—Note 3(d)  14,583  
Interest expense—Note 2  5,265  
Loan commitment fees—Note 2  905  
Miscellaneous  40,381  
Total Expenses  2,261,357  
Less—reduction in expenses due to undertaking—Note 3(a)  (151,575 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (137 ) 
Net Expenses  2,109,645  
Investment Income—Net  2,276,509  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments and foreign currency transactions  3,109,679  
Net realized gain (loss) on forward foreign currency exchange contracts  7,784  
Net Realized Gain (Loss)  3,117,463  
Net unrealized appreciation (depreciation) on     
investments and foreign currency transactions  25,122,131  
Net unrealized appreciation (depreciation) on     
forward foreign currency exchange contracts  1,818  
Net Unrealized Appreciation (Depreciation)  25,123,949  
Net Realized and Unrealized Gain (Loss) on Investments  28,241,412  
Net Increase in Net Assets Resulting from Operations  30,517,921  
 
See notes to financial statements.     

 

The Fund 15



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended August 31,  
  2013   2012 a 
Operations ($):         
Investment income—net  2,276,509   3,460,352  
Net realized gain (loss) on investments  3,117,463   (24,426,152 ) 
Net unrealized appreciation         
(depreciation) on investments  25,123,949   5,562,944  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  30,517,921   (15,402,856 ) 
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (1,779,844 )  (2,772,443 ) 
Class C  (98,693 )  (186,447 ) 
Class I  (1,603,998 )  (2,975,318 ) 
Total Dividends  (3,482,535 )  (5,934,208 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  12,719,514   20,878,977  
Class B    13,986  
Class C  146,329   255,905  
Class I  3,686,507   16,118,621  
Dividends reinvested:         
Class A  1,718,394   2,666,058  
Class C  54,020   98,544  
Class I  1,424,443   2,622,324  
Cost of shares redeemed:         
Class A  (54,174,851 )  (23,471,434 ) 
Class B    (476,981 ) 
Class C  (1,916,922 )  (2,885,040 ) 
Class I  (19,133,866 )  (37,097,091 ) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions  (55,476,432 )  (21,276,131 ) 
Total Increase (Decrease) in Net Assets  (28,441,046 )  (42,613,195 ) 
Net Assets ($):         
Beginning of Period  164,041,050   206,654,245  
End of Period  135,600,004   164,041,050  
Undistributed investment income—net  2,259,459   3,417,397  

 

16



  Year Ended August 31,  
  2013   2012 a 
Capital Share Transactions:         
Class Ab,c         
Shares sold  1,206,880   2,047,935  
Shares issued for dividends reinvested  169,634   274,286  
Shares redeemed  (4,951,509 )  (2,387,133 ) 
Net Increase (Decrease) in Shares Outstanding  (3,574,995 )  (64,912 ) 
Class Bb         
Shares sold    1,369  
Shares redeemed    (46,819 ) 
Net Increase (Decrease) in Shares Outstanding    (45,450 ) 
Class Cc         
Shares sold  13,612   18,196  
Shares issued for dividends reinvested  5,364   10,212  
Shares redeemed  (176,471 )  (299,702 ) 
Net Increase (Decrease) in Shares Outstanding  (157,495 )  (271,294 ) 
Class I         
Shares sold  332,712   1,535,195  
Shares issued for dividends reinvested  141,454   271,462  
Shares redeemed  (1,796,033 )  (3,962,000 ) 
Net Increase (Decrease) in Shares Outstanding  (1,321,867 )  (2,155,343 ) 

 

a     

Effective as of the close of business on March 13, 2012, the fund no longer offers Class B shares.

b     

During the period ended August 31, 2012, 27,053 Class B shares representing $272,804 were automatically converted to 26,973 Class A shares.

c     

During the period ended August 31, 2013, 12,494 Class C shares representing $147,433 were exchanged for 12,389 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 August 31,      
Class A Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  9.76   10.69   10.37   11.02   12.30  
Investment Operations:                     
Investment income—neta  .15   .17   .20   .15   .15  
Net realized and unrealized                     
gain (loss) on investments  1.85   (.80 )  .26   (.65 )  (1.01 ) 
Total from Investment Operations  2.00   (.63 )  .46   (.50 )  (.86 ) 
Distributions:                     
Dividends from investment income—net  (.22 )  (.30 )  (.14 )  (.15 )  (.42 ) 
Net asset value, end of period  11.54   9.76   10.69   10.37   11.02  
Total Return (%)b  20.76   (5.89 )  4.32   (4.66 )  (5.97 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  1.61   1.63   1.54   1.54   1.84  
Ratio of net expenses                     
to average net assets  1.51   1.53   1.49   1.54   1.84  
Ratio of net investment income                     
to average net assets  1.40   1.74   1.70   1.29   1.66  
Portfolio Turnover Rate  43.35   40.93   60.72   55.35   69.63  
Net Assets, end of period ($ x 1,000)  68,771   93,078   102,606   112,716   159,260  

 

a     

Based on average shares outstanding at each month end.

b     

Exclusive of sales charge.

See notes to financial statements.

18



      Year Ended August 31,      
Class C Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  9.64   10.51   10.19   10.84   11.98  
Investment Operations:                     
Investment income—neta  .06   .10   .11   .06   .08  
Net realized and unrealized                     
gain (loss) on investments  1.83   (.79 )  .25   (.65 )  (.96 ) 
Total from Investment Operations  1.89   (.69 )  .36   (.59 )  (.88 ) 
Distributions:                     
Dividends from investment income—net  (.12 )  (.18 )  (.04 )  (.06 )  (.26 ) 
Net asset value, end of period  11.41   9.64   10.51   10.19   10.84  
Total Return (%)b  19.82   (6.55 )  3.48   (5.49 )  (6.71 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  2.39   2.38   2.31   2.33   2.63  
Ratio of net expenses                     
to average net assets  2.29   2.28   2.26   2.33   2.63  
Ratio of net investment income                     
to average net assets  .60   .99   .91   .56   .87  
Portfolio Turnover Rate  43.35   40.93   60.72   55.35   69.63  
Net Assets, end of period ($ x 1,000)  7,667   7,998   11,573   14,604   18,607  

 

a     

Based on average shares outstanding at each month end.

b     

Exclusive of sales charge.

See notes to financial statements.

The Fund 19



FINANCIAL HIGHLIGHTS (continued)

      Year Ended August 31,      
Class I Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  9.74   10.67   10.36   11.02   12.31  
Investment Operations:                     
Investment income—neta  .19   .23   .28   .22   .19  
Net realized and unrealized                     
gain (loss) on investments  1.84   (.81 )  .22   (.68 )  (.98 ) 
Total from Investment Operations  2.03   (.58 )  .50   (.46 )  (.79 ) 
Distributions:                     
Dividends from investment income—net  (.26 )  (.35 )  (.19 )  (.20 )  (.50 ) 
Net asset value, end of period  11.51   9.74   10.67   10.36   11.02  
Total Return (%)  21.27   (5.41 )  4.67   (4.37 )  (5.21 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  1.21   1.19   1.15   1.22   1.37  
Ratio of net expenses                     
to average net assets  1.11   1.09   1.09   1.22   1.36  
Ratio of net investment income                     
to average net assets  1.76   2.29   2.29   1.93   2.09  
Portfolio Turnover Rate  43.35   40.93   60.72   55.35   69.63  
Net Assets, end of period ($ x 1,000)  59,161   62,965   91,998   97,429   41,460  
 
a Based on average shares outstanding at each month end.                  
See notes to financial statements.                     

 

20



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus International Value Fund (the “fund”) is a separate diversified series of Advantage 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 twelve series, including the fund. The fund’s investment objective is to seek long-term capital growth. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares. The fund is authorized to issue 500 million shares of $.001 par value Common Stock. The fund currently offers three classes of shares: Class A (200 million shares authorized), Class C (100 million shares authorized) and Class I (200 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The sales charge may be reduced or waived for certain purchases of Class A shares. Effective April 1, 2013, pursuant to new/modified front-end sales charge waivers, Class A shares of the fund may be purchased at net asset value without payment of a sales charge by (a) investors who participate in a self-directed investment brokerage account program offered by financial intermediaries that have entered into an agreement

The Fund 21



NOTES TO FINANCIAL STATEMENTS (continued)

with the fund’s Distributor (financial intermediaries offering self-directed investment brokerage accounts may or may not charge their customers a transaction fee) and (b) investors who purchase Class A shares directly through the fund’s Distributor, and either (i) have, or whose spouse or minor children have, beneficially owned shares and continuously maintained an open account with the Distributor in a Dreyfus-managed fund since on or before February 28, 2006, or (ii) such purchase is for a self-directed investment account that may or may not be subject to a transaction fee.

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

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

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

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs of valuation techniques used to

22



measure fair value.This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

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

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

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

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

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

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

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

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales

The Fund 23



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

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

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

24



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

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

The following is a summary of the inputs used as of August 31, 2013 in valuing the fund's investments:


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

 

At August 31, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

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

The Fund 25



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

(d) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended August 31, 2013 were as follows:

 

 

 

(e) Risk: Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S.These risks include revaluation of currencies, high rates of inflation, repatriation restrictions on income and capital, and adverse political and economic developments. Moreover, securities issued in these markets may be less

26



liquid, subject to government ownership controls and delayed settlements, and their prices may be more volatile than those of comparable securities in the U.S.

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

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

As of and during the period ended August 31, 2013, 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 tax year in the four-year period ended August 31, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At August 31, 2013, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $2,259,459, accumulated capital losses $90,459,306 and unrealized depreciation $22,635,305.

The Fund 27



NOTES TO FINANCIAL STATEMENTS (continued)

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

The accumulated capital loss carryover is available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to August 31, 2013. If not applied, $24,770,979 of the carryover expires in fiscal year 2017 and $41,505,181 expires in fiscal year 2018.The fund has $24,183,146 of post-enactment long-term capital losses which can be carried forward for an unlimited period.

The tax character of distributions paid to shareholders during the fiscal periods ended August 31, 2013 and August 31, 2012 were as follows: ordinary income $3,482,535 and $5,934,208, respectively.

During the period ended August 31, 2013, as a result of permanent book to tax differences, primarily due to the tax treatment for foreign exchange gains and losses and passive foreign investment companies, the fund increased accumulated undistributed investment income-net by $48,088 and decreased accumulated net realized gain (loss) on investments by the same amount. Net assets and net asset value per share were not affected by this reclassification.

(h) Accounting Pronouncement: In January 2013, FASB issued Accounting Standards Update No. 2013-01 (“ASU 2013-01”), “Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities”, which replaced Accounting Standards Update No. 2011-11 (“ASU 2011-11”), “Disclosures about Offsetting Assets and Liabilities”.

28



ASU 2013-01 is effective for fiscal years beginning on or after January 1, 2013, and interim periods within those annual periods. ASU 2011-11 was intended to enhance disclosure requirements on the offsetting of financial assets and liabilities.ASU 2013-01 limits the scope of the new balance sheet offsetting disclosures to derivatives, repurchase agreements, and securities lending transactions to the extent that they are (1) offset in the financial statements or (2) subject to enforceable master netting arrangements (“MNA”) or similar agreements. Management is currently evaluating the application of ASU 2013-01 and its impact on the fund’s financial statements.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $210 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 10, 2012, the unsecured credit facility with Citibank, N.A. was $225 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended August 31, 2013 was approximately $463,600 with a related weighted average annualized interest rate of 1.14%.

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% of the value of the fund’s average daily net assets and is payable monthly.The Manager has agreed to waive receipt of a portion of the fund’s management fee, in

The Fund 29



NOTES TO FINANCIAL STATEMENTS (continued)

the amount of .10% of the value of the fund’s average daily net assets from September 1, 2012 through March 31, 2014. The reduction in expenses, pursuant to the undertaking, amounted to $151,575 during the period ended August 31, 2013.

During the period ended August 31, 2013, the Distributor retained $1,399 from commissions earned on sales of the fund’s Class A shares and $295 from CDSCs on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended August 31, 2013, Class C shares were charged $60,716 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended August 31, 2013, Class A and Class C shares were charged $207,798 and $20,239, respectively, pursuant to the Shareholder Services Plan.

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended August

30



31, 2013, the fund was charged $25,053 for transfer agency services and $1,052 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $133.

The fund compensatesThe Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund. During the period ended August 31, 2013, the fund was charged $93,842 pursuant to the custody agreement.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $588 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $4.

During the period ended August 31, 2013, the fund was charged $8,973 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $118,478, Distribution Plan fees $5,051, Shareholder Services Plan fees $16,753, custodian fees $34,744, Chief Compliance Officer fees $6,172 and transfer agency fees $7,856, which are offset against an expense reimbursement currently in effect in the amount of $11,669.

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

NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities and forward contracts, during the period ended August 31, 2013 amounted to $63,832,856 and $116,874,003, respectively.

The Fund 31



NOTES TO FINANCIAL STATEMENTS (continued)

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Each type of derivative instrument that was held by the fund during the period ended August 31, 2013 is discussed below.

Forward Foreign Currency Exchange Contracts: The fund enters into forward contracts in order to hedge its exposure to changes in foreign currency exchange rates on its foreign portfolio holdings, to settle foreign currency transactions or as a part of its investment strategy. When executing forward contracts, the fund is obligated to buy or sell a foreign currency at a specified rate on a certain date in the future. With respect to sales of forward contracts, the fund incurs a loss if the value of the contract increases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract decreases between those dates.With respect to purchases of forward contracts, the fund incurs a loss if the value of the contract decreases between the date the forward contract is opened and the date the forward contract is closed.The fund realizes a gain if the value of the contract increases between those dates. Any realized or unrealized gains or losses which occurred during the period are reflected in the Statement of Operations. The fund is exposed to foreign currency risk as a result of changes in value of underlying financial instruments.The fund is also exposed to credit risk associated with counterparty nonperformance on these forward contracts, which is typically limited to the unrealized gain on each open contract.The following summarizes open forward contracts at August 31, 2013:

  Foreign         
Forward Foreign Currency  Currency      Unrealized  
Exchange Contracts  Amounts  Cost ($)  Value ($)  (Depreciation) ($)  
Purchases:           
Australian Dollar,           
Expiring 9/3/2013a  69,928  62,385  62,240  (145 ) 
 
Counterparty:           
a Barclays Bank           

 

32



The following summarizes the average market value of derivatives outstanding during the period ended August 31, 2013:


At August 31, 2013, the cost of investments for federal income tax purposes was $157,394,374; accordingly, accumulated net unrealized depreciation on investments was $22,634,387, consisting of $7,359,629 gross unrealized appreciation and $29,994,016 gross unrealized depreciation.

The Fund 33



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors
Dreyfus International Value Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus International Value Fund (one of the series comprising Advantage Funds, Inc.) as of August 31, 2013, 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 the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2013 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus International Value Fund at August 31, 2013, 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 five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

New York, New York
October 28, 2013

34



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 reports the following information regarding its fiscal year ended August 31, 2013:

—the total amount of taxes paid to foreign countries was $269,633

—the total amount of income sourced from foreign countries was $4,790,337.

Where required by federal tax law rules, shareholders will receive notification of their proportionate share of foreign taxes paid and foreign sourced income for the 2013 calendar year with Form 1099-DIV which will be mailed in early 2014.Also certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $3,482,535 represents the maximum amount that may be considered qualified dividend income.

The Fund 35



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’

36



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

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds.The Board discussed the results of the comparisons and noted that the fund’s total return performance was below the Performance Group and Performance Universe medians in all periods and ranked in the fourth quartile of the Performance Group and Performance Universe in most of the periods. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index. Dreyfus representatives discussed with the Board the reasons for the fund’s underperformance and the addi-

The Fund 37



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

tional steps taken to improve performance, including appointing one of the fund’s portfolio managers as lead portfolio manager in early 2013.The Board stated its expectations for improvements in the fund’s performance results in the future.

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

Dreyfus representatives noted that Dreyfus has contractually agreed to waive receipt of a portion of the fund’s management fee in the amount of .10% of the value of the fund’s average daily net assets until March 31, 2014.

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

Analysis of Profitability and Economies of Scale. Dreyfus representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund and the aggre-

38



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

The Board’s counsel stated that the Board should consider the profitability analysis (1) as part of the evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Dreyfus representatives noted that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that, if a fund’s assets had been stable or decreasing, the possibility that Dreyfus may have realized any economies of scale would be less. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted the soft dollar arrangements in effect for trading the fund’s investments.

The Fund 39



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

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

40



and compliance reports. In addition, it should be noted that the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of prior or similar agreements during which lengthy discussions took place between the Board and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years.The Board determined that renewal of the Agreement through September 30, 2013 was in the best interests of the fund and its shareholders.

The Fund 41



BOARD MEMBERS INFORMATION (Unaudited)


42




The Fund 43



OFFICERS OF THE FUND (Unaudited)


44




The Fund 45








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




 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

13     

Statement of Assets and Liabilities

14     

Statement of Operations

15     

Statement of Changes in Net Assets

17     

Financial Highlights

21     

Notes to Financial Statements

31     

Report of Independent Registered Public Accounting Firm

32     

Important Tax Information

33     

Information About the Renewal of the Fund’s Management Agreement

38     

Board Members Information

40     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
Opportunistic
Midcap Value Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Opportunistic MidcapValue Fund, covering the 12-month period from September 1, 2012, through August 31, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equities fared quite well over the past year, weathering periodic bouts of volatility after setting new record highs in the spring for many broad measures of stock market performance. Low interest rates, muted inflationary pressures, and a strong U.S. dollar helped fuel the market’s gains, as did a declining unemployment rate, rebounding housing markets, and increased production of domestic oil and natural gas.

In our analysis, the U.S. economy is nearing an inflection point to a somewhat faster growth rate.We expect a reduced fiscal drag in 2014 and beyond, and the stimulative monetary policy of the past five years should continue to support economic expansion, particularly in interest rate-sensitive industry groups. For information on how these developments may affect your investments, we urge you to discuss these matters with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
September 16, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of September 1, 2012, through August 31, 2013, as provided by David A. Daglio, Primary Portfolio Manager

Fund and Market Performance Overview

For the 12-month period ended August 31, 2013, Dreyfus Opportunistic Midcap Value Fund’s Class A shares produced a total return of 30.11%, Class C shares returned 29.13% and Class I shares returned 30.26%.1 In comparison, the fund’s benchmark, the Russell Midcap® Value Index (the “Index”), produced a 25.37% total return for the same period.2 The fund’s ClassY shares produced a total return of 1.74% for the period since its inception of July 1, 2013, through August 31, 2013.

Midcap stocks rallied strongly over the reporting period as investors responded positively to improving economic data.The fund produced higher returns than its benchmark over the full reporting period, primarily due to the success of its security selection strategy in the financials, consumer discretionary and energy sectors as well as its large underweight of the weak performing REIT and utilities sectors.

The Fund’s Investment Approach

The fund seeks to surpass the performance of the Index by investing in midcap companies, which we consider as having market capitalizations between $1 billion and $25 billion at the time of purchase.We identify potential investments through extensive fundamental research conducted by the team’s dedicated sector specialists.

When selecting stocks, the fund will focus on individual stock selection, emphasizing three key factors: discount from intrinsic valuation, strong mid-cycle fundamentals, and a revaluation catalyst.

We typically sell a stock when we no longer consider it attractively valued, it shows deteriorating fundamentals, the revaluation catalyst becomes impaired, or a better risk/reward opportunity is presented.

Recovering Economy Fueled Market Gains

The reporting period began near the outset of a sustained stock market rally driven by improving economic fundamentals. Investors responded positively to several economic trends, most notably improved U.S. employment and housing market data. In addition, investors were encouraged by an aggressively accommodative monetary policy from the Federal Reserve Board (the “Fed”), including the launch of a new round of quantitative easing involving monthly purchases of $85 billion of U.S. government

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

securities over an indefinite time frame. Improving conditions in overseas markets also contributed to greater investor optimism.

Economic data continued to improve, and stocks generally continued to rally through the spring of 2013. Consequently, by mid-May several broad measures of stock market performance reached new record highs. In late May, remarks by Fed chairman Ben Bernanke were widely interpreted as a signal that U.S. monetary policymakers were likely to back away from their quantitative easing program sooner than many had expected.As a result, most financial markets encountered heightened volatility in June, erasing some of the stock market’s previous gains. Moreover, investors began to turn away from relatively conservative, dividend-paying stocks and toward more speculative growth stocks, particularly those of companies considered more economically sensitive, including midcap companies. Equity markets generally stabilized in July and August when investors realized that an end to quantitative easing would not necessarily portend higher short-term interest rates, and they returned their focus to company and market fundamentals.

Strong Stock Selections in Several Sectors Drove Gains

Financials were the top contributing sector to performance, but it was our valuation discipline keeping REITs out of the fund that helped the most. By the team’s estimates, midcap REITs have been trading above their intrinsic values and therefore excluded from ownership in the fund. This positioning has been a headwind to performance when REITs have been strong performers, but our conviction was rewarded in the past 12 months. On plan with our long-term expectations, online brokerage firms TD Ameritrade Holding and E*TRADE Financial reported rising trading volumes as investors began to shift assets from fixed-income securities into equities. Insurance firm Principal Financial Group posted a strong increase in assets under management.

Attractive mid-cycle fundamentals and large discounts from intrinsic value led the fund to significantly overweight exposure to automotive suppliers in the consumer discretionary sector. Automotive suppliers Dana Holding, TRW Automotive Holdings, and Delphi Automotive appreciated as the companies began to approach our long-standing sales and profit margin forecasts. Per our investment theses, floor coverings manufacturer Mohawk Industries and homebuilders PulteGroup and D.R. Horton proved well positioned for recovering housing markets and rising home prices. Among retailers, home improvement chain Lowe’s and kitchenware seller Williams-Sonoma benefited from the housing rebound and strong Internet sales, respectively. Housewares maker Newell Rubbermaid continued to execute on its five-year plan to concentrate its product portfolio and raise profit margins.

4



Among energy companies, Cabot Oil & Gas and Pioneer Natural Resources discovered new North American oil and gas resources and achieved better-than-expected drilling results from exploratory wells.

Disappointments during the reporting period were concentrated mainly in the information technology sector, where semiconductor maker Broadcom’s new product development efforts fell short of expectations. In addition, reservations systems developer MICROS Systems encountered intensifying competitive pressures, building design software developer Autodesk encountered soft commercial construction trends, and rising order volumes have not yet materialized for communications equipment manufacturer JDS Uniphase and networking specialist Juniper Networks.

Finding Ample Opportunities Among Individual Stocks

After the strong performance gains over the past two years, the midcap landscape has become more selective. Investor skepticism about near term earning prospects has created meaningful discounts from intrinsic valuations for many companies in the technology, financials and industrial sectors.We believe the pending recovery in CEO business confidence will produce higher levels of discretionary spending which will benefit each of these industries and is reflected in the fund’s positioning. In addition, overlooked opportunities have quietly appeared in the health care sector.

On the other hand, market interest for higher yielding stocks has elevated valuations for many stocks in the consumer staples, utilities, telecommunication services and REIT areas to the point where the stocks do not meet our investment disciplines.

September 16, 2013

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

Stocks of small- and/or midcap companies often experience sharper price fluctuations than stocks of large-cap companies.

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the 
maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed 
on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past 
performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption, 
fund shares may be worth more or less than their original cost. 
2 SOURCE: LIPPER INC. — Reflects reinvestment of dividends and, where applicable, capital gain distributions. 
The Russell Midcap® Value Index is a widely accepted, unmanaged index of medium-cap stock market performance 
and measures the performance of those Russell midcap companies with lower price-to-book ratios and lower forecasted 
growth values. Investors cannot invest directly in any index. 

 

The Fund 5




Past performance is not predictive of future performance.

The above graph compares a $10,000 investment made in each of the Class A, Class C, Class I and ClassY shares of Dreyfus Opportunistic Midcap Value Fund on 8/31/03 to a $10,000 investment made in the Russell Midcap Value Index (the “Index”) on that date.All dividends and capital gain distributions are reinvested.

On June 18, 2013, the Board authorized the fund to offer ClassY shares, as a new class of shares, to certain investors, including certain institutional investors. On July 1, 2013, ClassY shares were offered at net asset value and are not subject to certain fees, including Distribution Plan and Shareholder Services Plan fees.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on all classes.The Index is a widely accepted, unmanaged index of medium-cap stock market performance and measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. 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 8/31/13

  Inception Date  1 Year 5 Years   10 Years  
Class A shares               
with maximum sales charge (5.75%)  9/29/95  22.63 %  10.93 %  10.22 % 
without sales charge  9/29/95  30.11 %  12.25 %  10.88 % 
Class C shares               
with applicable redemption charge   5/30/08  28.13 %  11.34 %  10.40 %†† 
without redemption  5/30/08  29.13 %  11.34 %  10.40 %†† 
Class I shares  5/30/08  30.26 %  12.51 %  11.00 %†† 
Class Y shares  7/1/13  29.64 %††  12.17 %††  10.83 %†† 
Russell Midcap Value Index    25.37 %  8.87 %  10.37 % 

 

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

  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  The total return performance figures presented for Class C shares of the fund reflect the performance of the fund’s 
  Class A shares for the period prior to 5/30/08 (the inception date for Class C shares). 
  The total return performance figures presented for Class I shares of the fund reflect the performance of the fund’s 
  Class A shares for the period prior to 5/30/08 (the inception date for Class I shares). 
  The total return performance figures presented for ClassY shares of the fund reflect the performance of the fund’s 
  Class A shares for the period prior to 7/1/13 (the inception date for ClassY shares). 

 

The Fund 7



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Opportunistic MidcapValue Fund from March 1, 2013 to August 31, 2013. 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 August 31, 2013

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††  $ 6.24  $ 10.23  $ 4.87  $ 1.35 
Ending value (after expenses)  $ 1,096.90  $ 1,092.70  $ 1,098.20  $ 1,017.40 

 

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

Using the SEC’s method to compare expenses

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

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended August 31, 2013

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††††  $ 6.01  $ 9.86  $ 4.69  $ 4.08 
Ending value (after expenses)  $ 1,019.26  $ 1,015.43  $ 1,020.57  $ 1,021.17 

 

  From July 1, 2013 (commencement of initial offering) to August 31, 2013 for ClassY shares. 
††  Expenses are equal to the fund’s annualized expense ratio of 1.18% for Class A, 1.94% for Class C and .92% for 
  Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year 
  period). Expenses are equal to the fund’s annualized expense ratio of .80% for Class Y, multiplied by the average 
  account value over the period, multiplied by 61/365 (to reflect the actual days in the period). 
†††  Please note that while ClassY shares commenced operations on July 1, 2013, the hypothetical expenses paid during 
  the period reflect projected activity for the full six month period for purposes of comparability.This projection assumes 
  that annualized expense ratios were in effect during the period March 1, 2013 to August 31, 2013. 
††††   Expenses are equal to the fund’s annualized expense ratio of 1.18% for Class A, 1.94% for Class C, .92% for
  Class I and .80% for Class Y, multiplied by the average account value over the period, multiplied by 184/365 (to 
  reflect the one-half year period). 

 

8



STATEMENT OF INVESTMENTS

August 31, 2013

Common Stocks—100.2%  Shares      Value ($) 
Automobiles & Components—7.0%         
BorgWarner  165,810      16,013,930 
Dana Holding  751,657      15,754,731 
Delphi Automotive  680,522      37,442,320 
Lear  348,080      23,930,500 
TRW Automotive Holdings  648,878  a   44,818,003 
        137,959,484 
Banks—6.5%         
Comerica  1,084,050      44,272,602 
Fifth Third Bancorp  1,623,800      29,699,302 
SunTrust Banks  1,727,360      55,310,067 
        129,281,971 
Capital Goods—11.7%         
Ingersoll-Rand  1,007,790      59,600,701 
MSC Industrial Direct, Cl. A  228,850      17,392,600 
PACCAR  370,000 b  19,835,700 
Parker Hannifin  574,870      57,458,256 
Regal-Beloit  631,058      40,198,395 
Trinity Industries  869,510      36,710,712 
        231,196,364 
Commercial & Professional Services—1.5%         
Equifax  496,080      29,313,367 
Consumer Durables & Apparel—2.9%         
Michael Kors Holdings  144,700 a  10,720,823 
Mohawk Industries  99,352 a  11,672,866 
Newell Rubbermaid  1,107,270      28,013,931 
Toll Brothers  263,800 a  8,074,918 
        58,482,538 
Diversified Financials—11.7%         
Blackstone Group  451,290      9,856,174 
CME Group  430,060      30,581,567 
E*TRADE Financial  2,953,520  a   41,467,421 
Invesco  1,904,680      57,826,085 
Northern Trust  276,570      15,175,396 
TD Ameritrade Holding  3,020,530      77,537,005 
        232,443,648 

 

The Fund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares      Value ($) 
Energy—4.3%         
National Oilwell Varco  157,590     11,708,937 
Pioneer Natural Resources  139,090     24,336,577 
Range Resources  396,040     29,695,079 
Weatherford International  1,354,620 a   20,197,384 
        85,937,977 
Exchange-Traded Funds—1.5%         
Standard & Poor’s Depository         
Receipts S&P MidCap 400 ETF Trust  136,330     29,372,299 
Health Care Equipment &         
     Services—6.2%         
CareFusion  500,400 a   17,939,340 
Cigna  712,350     56,054,821 
MEDNAX  502,930 a   48,970,294 
        122,964,455 
Household & Personal Products—1.9%         
Avon Products  1,900,020     37,563,395 
Insurance—3.4%         
Brown & Brown  245,710     7,651,409 
Hartford Financial Services Group  1,245,670     36,871,832 
Principal Financial Group  567,510     23,222,509 
        67,745,750 
Materials—4.9%         
Sherwin-Williams  317,930     54,811,132 
Valspar  693,950     43,135,932 
        97,947,064 
Media—.6%         
Scripps Networks Interactive, Cl. A  165,810     12,192,009 
Pharmaceuticals, Biotech &         
     Life Sciences—7.4%         
Agilent Technologies  683,820     31,893,365 
Covance  262,420 a   21,266,517 
Cubist Pharmaceuticals  626,260 a   39,679,834 
Perrigo  218,570 b   26,567,184 
Salix Pharmaceuticals  396,720 a   26,556,437 
        145,963,337 

 

10



Common Stocks (continued)  Shares   Value ($) 
Retailing—5.2%       
Lowe’s  346,640   15,883,045 
Staples  2,576,950 b  35,845,375 
Tiffany & Co.  248,720   19,178,799 
Williams-Sonoma  581,040   32,776,466 
      103,683,685 
Semiconductors & Semiconductor Equipment—1.1%       
Xilinx  485,110   21,063,476 
Software & Services—5.8%       
Akamai Technologies  186,370 a  8,569,293 
Autodesk  792,420 a  29,121,435 
DST Systems  88,390   6,308,394 
Intuit  1,105,890   70,257,192 
      114,256,314 
Technology Hardware & Equipment—12.6%       
Arrow Electronics  454,970 a  21,119,707 
Avnet  1,992,523   76,831,687 
FLIR Systems  186,370   5,829,654 
JDS Uniphase  3,533,563 a  45,335,613 
Juniper Networks  2,421,450 a  45,765,405 
SanDisk  391,120   21,582,002 
Seagate Technology  693,730   26,583,734 
TE Connectivity  150,880   7,393,120 
      250,440,922 
Transportation—2.8%       
Kirby  685,870 a  55,164,524 
Utilities—1.2%       
Great Plains Energy  1,092,873   23,955,776 
Total Common Stocks       
(cost $1,633,333,026)      1,986,928,355 
 
Other Investment—.3%       
Registered Investment Company;       
Dreyfus Institutional Preferred       
    Plus Money Market Fund       
(cost $5,483,034)  5,483,034 c  5,483,034 

 

The Fund 11



STATEMENT OF INVESTMENTS (continued)

Investment of Cash Collateral         
for Securities Loaned—1.1%  Shares   Value ($)  
Registered Investment Company;         
Dreyfus Institutional Cash         
Advantage Fund         
(cost $21,355,497)  21,355,497 c  21,355,497  
 
Total Investments (cost $1,660,171,557)  101.6 %  2,013,766,886  
Liabilities, Less Cash and Receivables  (1.6 %)  (30,881,867 ) 
Net Assets  100.0 %  1,982,885,019  

 

ETF—Exchange Traded Fund

a Non-income producing security. 
b Security, or portion thereof, on loan.At August 31, 2013, the value of the fund’s securities on loan was 
$55,665,869 and the value of the collateral held by the fund was $57,006,525, consisting of cash collateral of 
$21,355,497 and U.S. Government and Agency securities valued at $35,651,028. 
c Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Technology Hardware & Equipment  12.6  Insurance  3.4 
Capital Goods  11.7  Consumer Durables & Apparel  2.9 
Diversified Financials  11.7  Transportation  2.8 
Pharmaceuticals, Biotech &    Household & Personal Products  1.9 
Life Sciences  7.4  Commercial & Professional Services  1.5 
Automobiles & Components  7.0  Exchange-Traded Funds  1.5 
Banks  6.5  Money Market Investments  1.4 
Health Care Equipment & Services  6.2  Utilities  1.2 
Software & Services  5.8  Semiconductors & Semiconductor   
Retailing  5.2  Equipment  1.1 
Materials  4.9  Media  .6 
Energy  4.3    101.6 

 

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

12



STATEMENT OF ASSETS AND LIABILITIES

August 31, 2013

      Cost    Value 
Assets ($):           
Investments in securities—See Statement of Investments (including       
       securities on loan, valued at $55,665,869)—Note 1(b):       
Unaffiliated issuers    1,633,333,026  1,986,928,355 
Affiliated issuers      26,838,531  26,838,531 
Cash          4,736,619 
Receivable for investment securities sold      18,613,236 
Dividends and securities lending income receivable        2,134,535 
Receivable for shares of Common Stock subscribed        1,726,365 
Prepaid expenses          148,764 
        2,041,126,405 
Liabilities ($):           
Due to The Dreyfus Corporation and affiliates—Note 3(c)        1,654,751 
Payable for investment securities purchased      22,183,585 
Liability for securities on loan—Note 1(b)      21,355,497 
Payable for shares of Common Stock redeemed      12,040,015 
Accrued expenses          1,007,538 
        58,241,386 
Net Assets ($)        1,982,885,019 
Composition of Net Assets ($):           
Paid-in capital        1,472,485,936 
Accumulated undistributed investment income—net        1,799,151 
Accumulated net realized gain (loss) on investments      155,004,603 
Accumulated net unrealized appreciation         
(depreciation) on investments        353,595,329 
Net Assets ($)        1,982,885,019 
 
 
Net Asset Value Per Share           
  Class A  Class C  Class I  Class Y 
Net Assets ($)  1,079,345,890  46,708,247  856,829,865  1,017 
Shares Outstanding  28,204,989  1,281,940  22,476,975  26.68 
Net Asset Value Per Share ($)  38.27  36.44  38.12  38.12 

 

See notes to financial statements.

The Fund 13



STATEMENT OF OPERATIONS

Year Ended August 31, 2013

Investment Income ($):     
Income:     
Cash dividends (net of $365,925 foreign taxes withheld at source):     
     Unaffiliated issuers  19,828,879  
 Affiliated issuers  14,576  
Income from securities lending—Note 1(b)  117,435  
Total Income  19,960,890  
Expenses:     
Management fee—Note 3(a)  11,916,347  
Shareholder servicing costs—Note 3(c)  5,223,410  
Distribution fees—Note 3(b)  229,493  
Prospectus and shareholders’ reports  201,048  
Directors’ fees and expenses—Note 3(d)  145,308  
Registration fees  141,929  
Professional fees  137,236  
Custodian fees—Note 3(c)  91,641  
Loan commitment fees—Note 2  11,614  
Interest expense—Note 2  1,970  
Miscellaneous  42,094  
Total Expenses  18,142,090  
Less—reduction in fees due to earnings credits—Note 3(c)  (959 ) 
Net Expenses  18,141,131  
Investment Income—Net  1,819,759  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  208,288,105  
Net unrealized appreciation (depreciation) on investments  177,407,747  
Net Realized and Unrealized Gain (Loss) on Investments  385,695,852  
Net Increase in Net Assets Resulting from Operations  387,515,611  

 

See notes to financial statements.

14



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended August 31,  
  2013 a  2012  
Operations ($):         
Investment income—net  1,819,759   2,982,117  
Net realized gain (loss) on investments  208,288,105   (32,907,887 ) 
Net unrealized appreciation         
(depreciation) on investments  177,407,747   167,437,544  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  387,515,611   137,511,774  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (2,250,632 )  (6,968,729 ) 
Class C    (120,754 ) 
Class I  (712,158 )  (1,673,307 ) 
Net realized gain on investments:         
Class A    (146,600,210 ) 
Class C    (3,673,141 ) 
Class I    (20,560,305 ) 
Total Dividends  (2,962,790 )  (179,596,446 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  586,026,538   172,558,017  
Class C  23,028,774   7,073,356  
Class I  709,035,073   139,761,227  
Class Y  1,000    
Dividends reinvested:         
Class A  2,144,543   146,128,147  
Class C    2,928,375  
Class I  643,459   19,261,309  
Cost of shares redeemed:         
Class A  (775,639,557 )  (362,373,315 ) 
Class C  (5,648,963 )  (8,788,493 ) 
Class I  (98,634,591 )  (76,966,999 ) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions  440,956,276   39,581,624  
Total Increase (Decrease) in Net Assets  825,509,097   (2,503,048 ) 
Net Assets ($):         
Beginning of Period  1,157,375,922   1,159,878,970  
End of Period  1,982,885,019   1,157,375,922  
Undistributed investment income—net  1,799,151   2,942,182  

 

The Fund 15



STATEMENT OF CHANGES IN NET ASSETS (continued)

  Year Ended August 31,  
  2013 a  2012  
Capital Share Transactions:         
Class Ab         
Shares sold  17,059,067   5,929,326  
Shares issued for dividends reinvested  67,523   5,708,411  
Shares redeemed  (22,163,606 )  (12,297,778 ) 
Net Increase (Decrease) in Shares Outstanding  (5,037,016 )  (660,041 ) 
Class Cb         
Shares sold  659,569   255,770  
Shares issued for dividends reinvested    118,757  
Shares redeemed  (176,151 )  (314,922 ) 
Net Increase (Decrease) in Shares Outstanding  483,418   59,605  
Class I         
Shares sold  19,936,580   4,601,410  
Shares issued for dividends reinvested  20,369   755,923  
Shares redeemed  (2,763,470 )  (2,638,026 ) 
Net Increase (Decrease) in Shares Outstanding  17,193,479   2,719,307  
Class Y         
Shares sold  26.68    

 

a Effective July 1, 2013, the fund commenced offering ClassY shares. 
b During the period ended August 31, 2013, 11,964 Class C shares representing $429,516 were exchanged for 
11,414 Class A shares. 

 

16



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 August 31,      
Class A Shares  2013   2012   2011  2010   2009  
Per Share Data ($):                   
Net asset value,                   
beginning of period  29.47   31.19   26.65  24.03   25.95  
Investment Operations:                   
Investment income (loss)—neta  .03   .07   .22  (.01 )  .09  
Net realized and unrealized                   
gain (loss) on investments  8.83   3.34   4.32  2.70 b  (1.98 ) 
Total from Investment Operations  8.86   3.41   4.54  2.69   (1.89 ) 
Distributions:                   
Dividends from                   
investment income—net  (.06 )  (.23 )    (.07 )  (.03 ) 
Dividends from net realized                   
gain on investments    (4.90 )       
Total Distributions  (.06 )  (5.13 )    (.07 )  (.03 ) 
Net asset value, end of period  38.27   29.47   31.19  26.65   24.03  
Total Return (%)c  30.11   13.44   17.03  11.20   (7.22 ) 
Ratios/Supplemental Data (%):                   
Ratio of total expenses                   
to average net assets  1.18   1.22   1.17  1.18   1.23  
Ratio of net expenses                   
to average net assets  1.18   1.22   1.17  1.18   1.22  
Ratio of net investment income                   
(loss) to average net assets  .08   .25   .64  (.02 )  .48  
Portfolio Turnover Rate  91.31   71.25   114.02  122.17   170.88  
Net Assets, end of period                   
($ x 1,000)  1,079,346   979,628   1,057,495  1,068,338   947,716  

 

a Based on average shares outstanding at each month end. 
b Amount includes litigation proceeds received by the fund amounting to $.02 per share. 
c Exclusive of sales charge. 

 

See notes to financial statements.

The Fund 17



FINANCIAL HIGHLIGHTS (continued)

      Year Ended August 31,      
Class C Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  28.22   30.24   26.05   23.72   25.89  
Investment Operations:                     
Investment (loss)—neta  (.24 )  (.16 )  (.16 )  (.23 )  (.10 ) 
Net realized and unrealized                     
gain (loss) on investments  8.46   3.20   4.35   2.67 b  (1.99 ) 
Total from Investment Operations  8.22   3.04   4.19   2.44   (2.09 ) 
Distributions:                     
Dividends from investment income—net    (.16 )    (.11 )  (.08 ) 
Dividends from net realized                     
gain on investments    (4.90 )       
Total Distributions    (5.06 )    (.11 )  (.08 ) 
Net asset value, end of period  36.44   28.22   30.24   26.05   23.72  
Total Return (%)c  29.13   12.48   16.09   10.29   (7.98 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  1.97   2.03   2.00   2.02   1.88  
Ratio of net expenses                     
to average net assets  1.97   2.03   2.00   2.02   1.88  
Ratio of net investment (loss)                     
to average net assets  (.72 )  (.56 )  (.48 )  (.83 )  (.48 ) 
Portfolio Turnover Rate  91.31   71.25   114.02   122.17   170.88  
Net Assets, end of period ($ x 1,000)  46,708   22,538   22,343   5,218   1,398  

 

a Based on average shares outstanding at each month end. 
b Amount includes litigation proceeds received by the fund amounting to $.02 per share. 
c Exclusive of sales charge. 

 

See notes to financial statements.

18



      Year Ended August 31,      
Class I Shares  2013   2012   2011  2010   2009  
Per Share Data ($):                   
Net asset value, beginning of period  29.38   31.21   26.61  23.98   25.95  
Investment Operations:                   
Investment income—neta  .10   .14   .18  .10   .15  
Net realized and unrealized                   
gain (loss) on investments  8.77   3.32   4.42  2.69 b  (2.02 ) 
Total from Investment Operations  8.87   3.46   4.60  2.79   (1.87 ) 
Distributions:                   
Dividends from investment income—net  (.13 )  (.39 )    (.16 )  (.10 ) 
Dividends from net realized                   
gain on investments    (4.90 )       
Total Distributions  (.13 )  (5.29 )    (.16 )  (.10 ) 
Net asset value, end of period  38.12   29.38   31.21  26.61   23.98  
Total Return (%)  30.26   13.71   17.29  11.64   (7.05 ) 
Ratios/Supplemental Data (%):                   
Ratio of total expenses                   
to average net assets  .97   1.00   .96  .84   .84  
Ratio of net expenses                   
to average net assets  .97   1.00   .96  .84   .83  
Ratio of net investment income                   
to average net assets  .27   .48   .53  .38   .69  
Portfolio Turnover Rate  91.31   71.25   114.02  122.17   170.88  
Net Assets, end of period ($ x 1,000)  856,830   155,210   80,041  16,691   10,775  

 

a Based on average shares outstanding at each month end. 
b Amount includes litigation proceeds received by the fund amounting to $.02 per share. 

 

See notes to financial statements.

The Fund 19



FINANCIAL HIGHLIGHTS (continued)

  Period Ended 
Class Y Shares  August 31, 2013a 
Per Share Data ($):   
Net asset value, beginning of period  37.48 
Investment Operations:   
Investment income—netb  .02 
Net realized and unrealized gain (loss) on investments  .62 
Total from Investment Operations  .64 
Net asset value, end of period  38.12 
Total Return (%)c  1.74 
Ratios/Supplemental Data (%):   
Ratio of total expenses to average net assetsd  .80 
Ratio of net expenses to average net assetsd  .80 
Ratio of net investment income to average net assetsd  .33 
Portfolio Turnover Rate  91.31 
Net Assets, end of period ($ x 1,000)  1 

 

a  From July 1, 2013 (commencement of initial offering) to August 31, 2013. 
b  Based on average shares outstanding. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

20



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Opportunistic Midcap Value Fund (the “fund”) is a separate diversified series of Advantage 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 twelve series, including the fund.The fund’s investment objective seeks to surpass the performance of the Russell Midcap®Value Index.The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.

At a meeting held on June 18, 2013, the Company’s Board of Directors (the “Board”) approved, effective July 1, 2013: (a) for the fund to offer Class Y shares; and, (b) an increase in the authorized shares of the fund from 600 million to 700 million and authorized 100 million Class Y shares.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares.The fund is authorized to issue 700 million shares of $.001 par value Common Stock.The fund currently offers four classes of shares: Class A (350 million shares authorized), Class C (125 million shares authorized), Class I (125 million shares authorized) and ClassY (100 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Class Y shares are sold at net asset value per share to certain investors, including certain institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The Fund 21



NOTES TO FINANCIAL STATEMENTS (continued)

The sales charge may be reduced or waived for certain purchases of Class A shares. Effective April 1, 2013, pursuant to new/modified front-end sales charge waivers, Class A shares of the fund may be purchased at net asset value without payment of a sales charge by (a) investors who participate in a self-directed investment brokerage account program offered by financial intermediaries that have entered into an agreement with the fund’s Distributor (financial intermediaries offering self-directed investment brokerage accounts may or may not charge their customers a transaction fee) and (b) investors who purchase Class A shares directly through the fund’s Distributor, and either (i) have, or whose spouse or minor children have, beneficially owned shares and continuously maintained an open account with the Distributor in a Dreyfus-managed fund since on or before February 28, 2006, or (ii) such purchase is for a self-directed investment account that may or may not be subject to a transaction fee.

As of August 31, 2013, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding ClassY shares of the fund.

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

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

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

22



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

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

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

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

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

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

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

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

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

The Fund 23



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

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

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

24



The following is a summary of the inputs used as of August 31, 2013 in valuing the fund's investments:

    Level 2—Other  Level 3—   
  Level 1—  Significant  Significant   
  Unadjusted  Observable  Unobservable   
  Quoted Prices  Inputs  Inputs  Total 
Assets ($)         
Investments in Securities:       
Equity Securities—         
Domestic         
Common         
Stocks  1,946,835,233      1,946,835,233 
Equity Securities—         
Foreign         
Common Stocks  10,720,823      10,720,823 
Exchange-         
Traded Funds  29,372,299      29,372,299 
Mutual Funds  26,838,531      26,838,531 
 
† See Statement of Investments for additional detailed categorizations.   

 

At August 31, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

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

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money

The Fund 25



NOTES TO FINANCIAL STATEMENTS (continued)

market mutual funds managed by the Manager or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended August 31, 2013, The Bank of New York Mellon earned $36,132 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended August 31, 2013 were as follows:

 

 

 

 

 

 

(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

26



the policy of the fund not to distribute such gains. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from GAAP.

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

As of and during the period ended August 31, 2013, 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 tax year in the four-year period ended August 31, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At August 31, 2013, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $12,638,099, undistributed capital gains $152,403,181 and unrealized appreciation $345,357,803.

The tax character of distributions paid to shareholders during the fiscal periods ended August 31, 2013 and August 31, 2012 were as follows: ordinary income $2,962,790 and $23,015,709, and long-term capital gains $0 and $156,580,737, respectively.

NOTE 2—Bank Lines of Credit:

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

The Fund 27



NOTES TO FINANCIAL STATEMENTS (continued)

to October 10, 2012, the unsecured credit facility with Citibank, N.A. was $225 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended August 31, 2013 was approximately $173,700 with a related weighted average annualized interest rate of 1.13%.

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 .75% of the value of the fund’s average daily net assets and is payable monthly.

During the period ended August 31, 2013, the Distributor retained $66,543 from commissions earned on sales of the fund’s Class A shares and $3,746 from CDSCs on redemptions of the fund’s Class C shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended August 31, 2013, Class C shares were charged $229,493 pursuant to the Distribution Plan.

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

28



amounts to be paid to Service Agents. During the period ended August 31, 2013, Class A and Class C shares were charged $2,836,537 and $76,498, respectively, pursuant to the Shareholder Services Plan.

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $147,478 for transfer agency services and $7,294 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $931.

The fund compensatesThe Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund. During the period ended August 31, 2013, the fund was charged $91,641 pursuant to the custody agreement.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $4,052 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $28.

During the period ended August 31, 2013, the fund was charged $8,973 for services performed by the Chief Compliance Officer and his staff.

The Fund 29



NOTES TO FINANCIAL STATEMENTS (continued)

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $1,296,280, Distribution Plan fees $29,373, Shareholder Services Plan fees $243,729, custodian fees $40,201, Chief Compliance Officer fees $6,172 and transfer agency fees $38,996.

(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 August 31, 2013, amounted to $1,887,165,413 and $1,427,043,243, respectively.

At August 31, 2013, the cost of investments for federal income tax purposes was $1,668,409,083; accordingly, accumulated net unrealized appreciation on investments was $345,357,803, consisting of $377,145,302 gross unrealized appreciation and $31,787,499 gross unrealized depreciation.

30



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors Dreyfus Opportunistic Midcap Value Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus Opportunistic Midcap Value Fund (one of the series comprising Advantage Funds, Inc.) as of August 31, 2013, 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 the financial highlights for each of the periods indicated therein. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2013 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus Opportunistic Midcap Value Fund at August 31, 2013, 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
October 28, 2013

The Fund 31



IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the fund hereby reports 99.98% of the ordinary dividends paid during the fiscal year ended August 31, 2013 as qualifying for the corporate dividends received deduction. Also certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and GrowthTax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $2,962,790 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2014 of the percentage applicable to the preparation of their 2013 income tax returns.

32



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.

The Fund 33



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

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

The Board also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons.The Board noted that the fund’s contractual management fee was below the

34



Expense Group median, the fund’s actual management fee was below the Expense Group median and at the Expense Universe median and the fund’s total expense ratio was slightly above the Expense Group median and below the Expense Universe median.

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

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

The Fund 35



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

The Board’s counsel stated that the Board should consider the profitability analysis (1) as part of the evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

36



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

The Fund 37




38




The Fund 39



OFFICERS OF THE FUND (Unaudited)


40




The Fund 41








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




 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Fund Performance

7     

UnderstandingYour Fund’s Expenses

7     

ComparingYour Fund’s Expenses With Those of Other Funds

8     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

15     

Financial Highlights

16     

Notes to Financial Statements

26     

Report of Independent Registered Public Accounting Firm

27     

Information About the Renewal of the Fund’s Management Agreement

32     

Board Members Information

34     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
Opportunistic
Small Cap Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Opportunistic Small Cap Fund, covering the 12-month period from September 1, 2012, through August 31, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equities fared quite well over the past year, weathering periodic bouts of volatility after setting new record highs in the spring for many broad measures of stock market performance. Low interest rates, muted inflationary pressures, and a strong U.S. dollar helped fuel the market’s gains, as did a declining unemployment rate, rebounding housing markets, and increased production of domestic oil and natural gas.

In our analysis, the U.S. economy is nearing an inflection point to a somewhat faster growth rate.We expect a reduced fiscal drag in 2014 and beyond, and the stimulative monetary policy of the past five years should continue to support economic expansion, particularly in interest rate-sensitive industry groups. For information on how these developments may affect your investments, we urge you to discuss these matters with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
September 16, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of September 1, 2012, through August 31, 2013, as provided by David A. Daglio, Primary Portfolio Manager

Fund and Market Performance Overview

For the 12-month period ended August 31, 2013, Dreyfus Opportunistic Small Cap Fund produced a total return of 33.36%.1 In comparison, the fund’s benchmark, the Russell 2000® Index (the “Index”), produced a total return of 26.27%.The Russell 2000®Value Index returned 24.38% for the same reporting period.2

Small-cap stocks rallied strongly over the reporting period as investors responded positively to improving economic data.The fund produced a higher return than its benchmark, primarily due to the success of its security selection strategy in the consumer discretionary, industrials, financials, and materials sectors.

The Fund’s Investment Approach

The fund seeks capital appreciation.The fund normally invests at least 80% of its assets in the stocks of small-cap companies. Stocks are selected for the fund’s portfolio based primarily on bottom-up fundamental analysis.The fund’s team of portfolio managers uses a disciplined investment process that relies, in general, on proprietary fundamental research and valuation. Generally, elements of the process include analysis of mid-cycle business prospects, estimation of the intrinsic value of the company, and the identification of a revaluation trigger. Intrinsic value is based on the combination of the valuation assessment of the company’s operating divisions with the firm’s economic balance sheet. Mid-cycle estimates, growth prospects and competitive advantages are some of the factors used in the valuation assessment.A company’s stated and hidden liabilities and assets are included in the portfolio manager’s economic balance sheet calculation. Sector overweights and underweights are a function of the relative attractiveness of securities within the fund’s investable universe. The fund’s portfolio managers invest in stocks that they believe have attractive reward to risk opportunities and may actively adjust the fund’s portfolio to reflect new developments.

Recovering Economy Fueled Market Gains

The reporting period began near the outset of a sustained stock market rally driven by better economic fundamentals, most notably improved U.S. employment and housing market data. Investors also were encouraged by the launch of a new round of quanti-

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

tative easing by the Federal Reserve Board (the “Fed”). Improving conditions in overseas markets also contributed to greater investor optimism.

Economic data continued to improve, and stocks generally continued to rally through the spring of 2013, with particular strength among small-cap stocks. Consequently, by mid-May several broad measures of stock market performance reached new record highs. In late May, remarks by Fed Chairman Ben Bernanke were widely interpreted as a signal that U.S. monetary policymakers would back away from their quantitative easing program sooner than expected, sparking heightened volatility in June that erased some of the stock market’s previous gains. Equity markets generally stabilized in July and August when investors realized that an end to quantitative easing would not necessarily portend higher short-term interest rates, and they returned their focus to company and market fundamentals.

Strong Stock Selections in Several Sectors Drove Gains

Attractive mid-cycle fundamentals and large discounts from intrinsic value led the fund to significantly overweight exposure to automotive suppliers in the consumer discretionary sector. American Axle & Manufacturing Holdings proved well positioned for the development of new trucks from General Motors, and Dana Holding benefited from strong sales of imported pickup trucks. The fund also received positive contributions from retailers, as Fifth & Pacific posted favorable same-store sales comparisons and successfully adjusted its mix of brands toward Kate Spade, and Jones Group began engineering a business turnaround that should help boost profit margins.

In the industrials sector, rental car agency Avis Budget Group advanced due to higher rental rates and increased demand. Trucking company Arkansas Best climbed after negotiating a favorable labor contract. Temporary staffing company TrueBlue benefited from robust demand for day laborers in the construction industry. Furniture makers Steelcase and Herman Miller saw orders increase in North America, and industrial conglomerate Trinity Industries responded to healthy orders for specialty railroad cars used to transport domestic crude oil.

As anticipated in our investment theses for the companies, Portfolio Recovery Associates experienced higher than expected cash collections, Nelnet benefited from greater demand for outsourced loan servicing, and commercial banks SVB Financial Group and First Financial Holdings reported better-than-expected loan growth. Real estate manager Jones Lang LaSalle saw steady demand for building maintenance and

4



management services. Our valuation discipline kept most weak performing REITs out of the fund and this assisted returns. By the team’s estimates, most REITs have been trading above their intrinsic values and there has been limited ownership in the fund over time.This positioning has been a headwind to performance when REITs have been strong performers, but our conviction was rewarded in the past twelve months.

Among materials companies, carbon fiber equipment maker Zoltek implemented strategies to enhance shareholder value, and low natural gas prices helped expand profit margins for chemicals manufacturer Axiall.

Disappointments were concentrated mainly in the information technology sector, where mobile advertising solutions provider Velti failed to deliver expected earnings growth, and reservations systems developer MICROS Systems encountered intensifying competitive pressures.

Finding Ample Opportunities Among Individual Stocks

After the strong performance gains over the past two years, the small cap landscape has become more selective. Investor skepticism about near term earning prospects has created meaningful discounts from intrinsic valuations for many companies in the technology, financials and industrial sectors.We believe the pending recovery in CEO business confidence will produce higher levels of discretionary spending which will benefit each of these industries and will be reflected in the fund’s positioning.

On the other hand, market interest for higher yielding stocks has elevated valuations for many stocks in the consumer staples, utilities, telecommunication services and REIT areas to the point where the stocks do not meet our investment disciplines.

September 16, 2013

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

Stocks of small cap companies often experience sharper price fluctuations than stocks of large-cap companies.

1 Total return includes reinvestment of dividends and any capital gains paid. Past performance is no guarantee of future 
results. Share price and investment return fluctuate such that upon redemption fund shares may be worth more or less 
than their original cost. 
2 SOURCE: LIPPER INC. — Reflects the reinvestment of dividends and, where applicable, capital gain 
distributions.The Russell 2000® Index is an unmanaged index of small-cap stock performance and is composed of 
the 2,000 smallest companies in the Russell 3000® Index.The Russell 3000® Index is composed of the 3,000 
largest U.S. companies based on total market capitalization.The Russell 2000® Value Index is an unmanaged 
index, which measures the performance of those Russell 2000® companies with lower price-to-book ratios and lower 
forecasted growth values. Investors cannot invest directly in any index. 

 

The Fund 5



FUND PERFORMANCE


Average Annual Total Returns as of 8/31/13

  1 Year  5 Years   10 Years  
Fund  33.36 %  15.21 %  12.14 % 
Russell 2000 Index  26.27 %  7.98 %  8.76 % 

 

Source: Lipper Inc. 
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 above graph compares a $10,000 investment made in Dreyfus Opportunistic Small Cap Fund on 8/31/03 to a 
$10,000 investment made in the Russell 2000 Index (the “Index”) on that date.All dividends and capital gain 
distributions are reinvested. 
The fund’s performance shown in the line graph above takes into account all applicable fees and expenses.The Index is 
an unmanaged index and is composed of the 2,000 smallest companies in the Russell 3000 Index.The Russell 3000 
Index measures the performance of the largest 3,000 U.S. companies representing approximately 98% of the investable 
U.S. equity market. Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot 
invest directly in any index. Further information relating to fund performance, including expense reimbursements, if 
applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report. 

 

6



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 Opportunistic Small Cap Fund from March 1, 2013 to August 31, 2013. 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 August 31, 2013

Expenses paid per $1,000  $ 6.10 
Ending value (after expenses)  $ 1,161.30 

 

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

Using the SEC’s method to compare expenses

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

Expenses and Value of a $1,000 Investment
assuming a hypothetical 5% annualized return for the six months ended August 31, 2013

Expenses paid per $1,000  $ 5.70 
Ending value (after expenses)  $ 1,019.56 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.12%, multiplied by the average account value over 
the period, multiplied by 184/365 (to reflect the one-half year period). 

 

The Fund 7



STATEMENT OF INVESTMENTS

August 31, 2013

Common Stocks—99.7%  Shares   Value ($) 
Automobiles & Components—6.0%       
American Axle & Manufacturing Holdings  768,203 a  14,772,544 
Dana Holding  916,140   19,202,294 
Tenneco  223,390 a  10,304,981 
Tower International  319,928 a  6,552,125 
      50,831,944 
Banks—12.9%       
CVB Financial  669,130   8,524,716 
EverBank Financial  868,990   12,217,999 
First Financial Holdings  314,440   16,926,305 
First Niagara Financial Group  1,318,690   13,318,769 
Nationstar Mortgage Holdings  281,970 a,b  14,013,909 
Radian Group  469,450   6,361,048 
SVB Financial Group  290,040 a  24,015,312 
TCF Financial  378,490   5,317,785 
UMB Financial  157,458   9,404,966 
      110,100,809 
Capital Goods—7.5%       
Brady, Cl. A  594,890   19,631,370 
Commercial Vehicle Group  186,894 a  1,310,127 
L.B. Foster, Cl. A  81,850   3,472,077 
Rush Enterprises, Cl. A  273,653 a  6,849,535 
Trinity Industries  103,850   4,384,547 
Watts Water Technologies, Cl. A  356,686   18,479,902 
WESCO International  128,760 a  9,498,625 
      63,626,183 
Commercial & Professional       
Services—6.7%       
Herman Miller  716,163   18,240,672 
Knoll  162,420   2,473,657 
Steelcase, Cl. A  1,722,760   25,014,475 
TrueBlue  452,520 a  11,005,286 
      56,734,090 
Consumer Durables & Apparel—3.9%       
Jones Group  1,741,910   25,658,334 
Tumi Holdings  362,120 a  7,445,187 
      33,103,521 

 

8



Common Stocks (continued)  Shares    Value ($) 
Diversified Financials—3.7%       
E*TRADE Financial  140,810 a  1,976,972 
Greenhill & Co.  226,580   10,737,626 
Nelnet, Cl. A  236,626   8,963,393 
Portfolio Recovery Associates  176,949 a  9,385,375 
      31,063,366 
Energy—1.1%       
Superior Energy Services  395,440 a  9,712,006 
Exchange-Traded Funds—2.8%       
iShares Russell 2000 ETF  237,710 b  23,861,330 
Health Care Equipment &       
     Services—5.3%       
Align Technology  411,080 a  17,902,534 
Hanger  504,801 a  15,502,439 
Merit Medical Systems  880,072 a  11,264,922 
      44,669,895 
Insurance—1.0%       
Brown & Brown  264,670   8,241,824 
Materials—4.2%       
Chemtura  731,300 a  16,030,096 
OMNOVA Solutions  1,472,010 a  11,363,917 
Zoltek  599,651 a,b  8,299,170 
      35,693,183 
Media—.6%       
AMC Networks, Cl. A  28,650 a  1,775,727 
Lamar Advertising, Cl. A  39,260 a  1,651,668 
Scripps Networks Interactive, Cl. A  23,030   1,693,396 
      5,120,791 
Pharmaceuticals, Biotech &       
     Life Sciences—6.6%       
Cubist Pharmaceuticals  77,130 a  4,886,957 
Emergent BioSolutions  1,227,806 a  21,584,829 
Questcor Pharmaceuticals  222,860   14,860,305 
Salix Pharmaceuticals  220,830 a  14,782,360 
      56,114,451 
Real Estate—1.0%       
American Residential Properties  483,110 a,c  8,241,857 

 

The Fund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares   Value ($) 
Retailing—3.8%       
Office Depot  2,411,640 a  10,104,772 
OfficeMax  925,680   10,062,142 
Williams-Sonoma  221,050   12,469,430 
      32,636,344 
Semiconductors & Semiconductor       
     Equipment—5.3%       
Applied Micro Circuits  1,852,680 a  19,934,837 
Lattice Semiconductor  1,525,160 a  7,259,762 
Microsemi  597,650 a  15,383,511 
Xilinx  59,400   2,579,148 
      45,157,258 
Software & Services—11.7%       
Cardtronics  221,370 a  7,679,325 
CoreLogic  316,380 a  8,130,966 
CSG Systems International  754,435   17,759,400 
DealerTrack Technologies  740,751 a  29,326,332 
Ellie Mae  140,340 a  4,075,474 
Heartland Payment Systems  566,910 b  20,947,325 
WEX  150,480 a  12,042,914 
      99,961,736 
Technology Hardware & Equipment—12.1%       
Arrow Electronics  392,600 a  18,224,492 
Belden  145,310   8,241,983 
Ciena  1,336,010 a  26,613,319 
JDS Uniphase  1,268,230 a  16,271,391 
Plexus  137,987 a  4,517,694 
ScanSource  405,230 a  12,554,025 
Vishay Intertechnology  1,354,080 a  16,587,480 
      103,010,384 
Transportation—3.5%       
Arkansas Best  117,920   2,933,850 
Con-way  105,460   4,387,136 
Landstar System  408,697   22,335,291 
      29,656,277 
Total Common Stocks       
     (cost $667,715,755)      847,537,249 

 

10



Other Investment—.7%  Shares   Value ($)  
Registered Investment Company;         
Dreyfus Institutional Preferred         
Plus Money Market Fund         
(cost $6,191,257)  6,191,257 d  6,191,257  
 
Investment of Cash Collateral         
for Securities Loaned—5.4%         
Registered Investment Company;         
Dreyfus Institutional Cash Advantage Fund         
(cost $46,083,357)  46,083,357 d  46,083,357  
 
Total Investments (cost $719,990,369)  105.8 %  899,811,863  
Liabilities, Less Cash and Receivables  (5.8 %)  (49,126,489 ) 
Net Assets  100.0 %  850,685,374  

 

ETF—Exchange-Traded Fund

a Non-income producing security. 
b Security, or portion thereof, on loan.At August 31, 2013, the value of the fund’s securities on loan was 
$44,307,983 and the value of the collateral held by the fund was $46,083,357. 
c Investment in real estate investment trust. 
d Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Banks  12.9  Materials  4.2 
Technology Hardware & Equipment  12.1  Consumer Durables & Apparel  3.9 
Software & Services  11.7  Retailing  3.8 
Capital Goods  7.5  Diversified Financials  3.7 
Commercial & Professional Services  6.7  Transportation  3.5 
Pharmaceuticals,    Exchange-Traded Funds  2.8 
Biotech & Life Sciences  6.6  Energy  1.1 
Money Market Investments  6.1  Insurance  1.0 
Automobiles & Components  6.0  Real Estate  1.0 
Health Care Equipment & Services  5.3  Media  .6 
Semiconductors &       
Semiconductor Equipment  5.3    105.8 
 
† Based on net assets.       
See notes to financial statements.       

 

The Fund 11



STATEMENT OF ASSETS AND LIABILITIES

August 31, 2013

  Cost  Value 
Assets ($):     
Investments in securities—See Statement of Investments (including     
securities on loan, valued at $44,307,983)—Note 1(b):     
Unaffiliated issuers  667,715,755  847,537,249 
Affiliated issuers  52,274,614  52,274,614 
Cash    1,887,209 
Receivable for shares of Common Stock subscribed    788,893 
Receivable for investment securities sold    644,426 
Dividends and securities lending income receivable    290,530 
Prepaid expenses    28,087 
    903,451,008 
Liabilities ($):     
Due to The Dreyfus Corporation and affiliates—Note 3(b)    829,108 
Liability for securities on loan—Note 1(b)    46,083,357 
Payable for investment securities purchased    5,239,992 
Payable for shares of Common Stock redeemed    421,151 
Accrued expenses    192,026 
    52,765,634 
Net Assets ($)    850,685,374 
Composition of Net Assets ($):     
Paid-in capital    607,616,439 
Accumulated net realized gain (loss) on investments    63,247,441 
Accumulated net unrealized appreciation     
(depreciation) on investments    179,821,494 
Net Assets ($)    850,685,374 
Shares Outstanding     
(200 million shares of $.001 par value Common Stock authorized)    24,514,911 
Net Asset Value, offering and redemption price per share ($)    34.70 
 
See notes to financial statements.     

 

12



STATEMENT OF OPERATIONS     
Year Ended August 31, 2013     
 
 
Investment Income ($):     
Income:     
Cash dividends:     
    Unaffiliated issuers  5,274,492  
Affiliated issuers  8,081  
Income from securities lending—Note 1(b)  727,819  
Total Income  6,010,392  
Expenses:     
Management fee—Note 3(a)  5,376,753  
Shareholder servicing costs—Note 3(b)  2,409,165  
Professional fees  75,775  
Custodian fees—Note 3(b)  67,578  
Directors’ fees and expenses—Note 3(c)  63,373  
Prospectus and shareholders’ reports  60,944  
Registration fees  23,915  
Interest expense—Note 2  7,653  
Loan commitment fees—Note 2  7,403  
Miscellaneous  22,822  
Total Expenses  8,115,381  
Less—reduction in fees due to earnings credits—Note 3(b)  (1,135 ) 
Net Expenses  8,114,246  
Investment (Loss)—Net  (2,103,854 ) 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  119,609,338  
Net unrealized appreciation (depreciation) on investments  85,560,914  
Net Realized and Unrealized Gain (Loss) on Investments  205,170,252  
Net Increase in Net Assets Resulting from Operations  203,066,398  
 
See notes to financial statements.     

 

The Fund 13



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended August 31,  
  2013   2012  
Operations ($):         
Investment (loss)—net  (2,103,854 )  (3,022,615 ) 
Net realized gain (loss) on investments  119,609,338   (24,260,541 ) 
Net unrealized appreciation         
(depreciation) on investments  85,560,914   126,620,523  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  203,066,398   99,337,367  
Dividends to Shareholders from ($):         
Net realized gain on investments    (60,726,622 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold  267,552,568   101,890,997  
Net assets received in connection         
with reorganization—Note 1    93,191,816  
Dividends reinvested    49,552,789  
Cost of shares redeemed  (215,270,862 )  (261,807,519 ) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions  52,281,706   (17,171,917 ) 
Total Increase (Decrease) in Net Assets  255,348,104   21,438,828  
Net Assets ($):         
Beginning of Period  595,337,270   573,898,442  
End of Period  850,685,374   595,337,270  
Capital Share Transactions (Shares):         
Shares sold  8,939,680   4,090,655  
Shares received in connection         
with reorganization—Note 1    4,283,529  
Shares issued for dividends reinvested    2,248,324  
Shares redeemed  (7,304,234 )  (10,786,839 ) 
Net Increase (Decrease) in Shares Outstanding  1,635,446   (164,331 ) 
 
See notes to financial statements.         

 

14



FINANCIAL HIGHLIGHTS

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

      Year Ended August 31,      
  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  26.02   24.90   22.49   20.65   20.20  
Investment Operations:                     
Investment (loss)—neta  (.09 )  (.13 )  (.07 )  (.04 )  (.00 )b 
Net realized and unrealized                     
gain (loss) on investments  8.77   4.27   2.97   1.88   .73  
Total from Investment Operations  8.68   4.14   2.90   1.84   .73  
Distributions:                     
Dividends from investment income—net      (.00 )b    (.16 ) 
Dividends from net realized                     
gain on investments    (3.02 )  (.49 )    (.12 ) 
Total Distributions    (3.02 )  (.49 )    (.28 ) 
Net asset value, end of period  34.70   26.02   24.90   22.49   20.65  
Total Return (%)  33.36   18.81   12.57   8.91   4.50  
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  1.13   1.19   1.16   1.22   1.38  
Ratio of net expenses                     
to average net assets  1.13   1.19   1.16   1.22   1.37  
Ratio of net investment (loss)                     
to average net assets  (.29 )  (.52 )  (.23 )  (.15 )  (.00 )c 
Portfolio Turnover Rate  94.62   85.92   123.29   128.47   194.30  
Net Assets, end of period ($ x 1,000)  850,685   595,337   573,898   476,939   199,399  

 

a  Based on average shares outstanding at each month end. 
b  Amount represents less than $.01 per share. 
c  Amount represents less than .01%. 

 

See notes to financial statements.

The Fund 15



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Opportunistic Small Cap Fund (the “fund”) is a separate diversified series of Advantage 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 twelve series, including the fund.The fund’s investment objective is to seek capital appreciation. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares, which are sold to existing shareholders without a sales charge.

As of the close of business on December 15, 2011, pursuant to an Agreement and Plan of Reorganization previously approved by the Company’s Board of Directors (the “Board”), all of the assets, subject to the liabilities, of Dreyfus Emerging Leaders Fund (“Emerging Leaders”) were transferred to the fund in exchange for shares of Common Stock of the fund of equal value.The purpose of the transaction was to combine two funds with comparable investment objectives and strategies. Shareholders of Emerging Leaders received shares of the fund in an amount equal to the aggregate net asset value of their investment in Emerging Leaders at the time of the exchange. The exchange ratio was .79 to 1.The net asset value of the fund’s shares on the close of business December 15, 2011, after the reorganization was $21.75 and a total of 4,283,529 shares were issued to shareholders of Emerging Leaders in the exchange.The exchange was a tax-free event to shareholders of Emerging Leaders.

The Company accounts separately for the assets, liabilities and operations of each series. Expenses directly attributable to each series are

16



charged to that series’ operations; expenses which are applicable to all series are allocated among them on a pro rata basis.

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

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

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

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

The Fund 17



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

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

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

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

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

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

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

18



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

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

The following is a summary of the inputs used as of August 31, 2013 in valuing the fund’s investments:


  See Statement of Investments for additional detailed categorizations. 

 

At August 31, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

The Fund 19



NOTES TO FINANCIAL STATEMENTS (continued)

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

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended August 31, 2013, The Bank of NewYork Mellon earned $238,352 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended August 31, 2013 were as follows:

 

 

 

 

20




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

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

As of and during the period ended August 31, 2013, 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 tax year in the four-year period ended August 31, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At August 31, 2013, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $4,182,321, undistributed capital gains $77,969,826, accumulated capital losses $15,497,834 and unrealized appreciation $176,414,622.

The Fund 21



NOTES TO FINANCIAL STATEMENTS (continued)

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

As a result of the fund’s merger with Dreyfus Emerging Leaders Fund, capital losses of $15,497,834 are available to offset future gains, if any. Based on certain provisions in the Code, the amount of losses which can be utilized in subsequent years is subject to an annual limitation. If not applied, these acquired capital losses expires in fiscal year 2017.

The tax character of distributions paid to shareholders during the fiscal periods ended August 31, 2013 and August 31, 2012 were as follows: ordinary income $0 and $23,935,042, and long-term capital gains $0 and $36,791,580, respectively.

During the period ended August 31, 2013, as a result of permanent book to tax differences, primarily due to the tax treatment for net operating losses and limited partnership adjustments, the fund increased accumulated undistributed investment income-net by $2,103,854, decreased accumulated net realized gain (loss) on investments by $2,119,746 and increased paid-in capital by $15,892. Net assets and net asset value per share were not affected by this reclassification.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $210 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary

22



or emergency purposes, including the financing of redemptions. Prior to October 10, 2012, the unsecured credit facility with Citibank, N.A. was $225 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended August 31, 2013 was approximately $673,700 with a related weighted average annualized interest rate of 1.14%.

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 .75% of the value of the fund’s average daily net assets and is payable monthly.

(b) Under the Shareholder Services Plan, the fund pays the Distributor at an annual rate of .25% of the value of the fund’s average daily net assets for the provision of certain services. The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended August 31, 2013, the fund was charged $1,792,251 pursuant to the Shareholder Services Plan.

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

The Fund 23



NOTES TO FINANCIAL STATEMENTS (continued)

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $179,537 for transfer agency services and $8,436 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $1,099.

The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended August 31, 2013, the fund was charged $67,578 pursuant to the custody agreement.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $4,854 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $36.

During the period ended August 31, 2013, the fund was charged $8,973 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $559,957, Shareholder Services Plan fees $186,652, custodian fees $30,225, Chief Compliance Officer fees $6,172 and transfer agency fees $46,102.

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

24



NOTE 4—Securities Transactions:

The aggregate amount of purchases and sales of investment securities, excluding short-term securities, during the period ended August 31, 2013 amounted to $719,169,684 and $669,155,778, respectively.

At August 31, 2013, the cost of investments for federal income tax purposes was $723,397,241; accordingly, accumulated net unrealized appreciation on investments was $176,414,622, consisting of $187,918,693 gross unrealized appreciation and $11,504,071 gross unrealized depreciation.

The Fund 25



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors Dreyfus Opportunistic Small Cap Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus Opportunistic Small Cap Fund (one of the series comprising Advantage Funds, Inc.) as of August 31, 2013, 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 the financial highlights for each of the five years in the period then ended.These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting.Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as ofAugust 31, 2013 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus Opportunistic Small Cap Fund at August 31, 2013, 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 five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

New York, New York
October 28, 2013

26



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.The

The Fund 27



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds. The Board discussed the results of the comparisons and noted that the fund’s total return performance was ranked in the first quartile in the Performance Group and Performance Universe in most of the periods, except for the two- and three-year periods when the fund’s performance was below the Performance Group and Performance Universe medians. Dreyfus representatives noted that three new primary portfolio managers had been appointed in June 2011. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

The Board also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense

28



Universe funds and discussed the results of the comparisons.The Board noted that the fund’s contractual management fee was below the Expense Group median, the fund’s actual management fee was below the Expense Group and Expense Universe medians and the fund’s total expense ratio was above the Expense Group median and below the Expense Universe median.

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

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

The Fund 29



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

The Board’s counsel stated that the Board should consider the profitability analysis (1) as part of the evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

  The Board concluded that the nature, extent and quality of the 
  services provided by Dreyfus are adequate and appropriate. 
  The Board generally was satisfied with the fund’s overall performance, 
  in light of the considerations described above. 
  The Board concluded that the fee paid to Dreyfus was reasonable in 
  light of the considerations described above. 
  The Board determined that the economies of scale which may accrue 
  to Dreyfus and its affiliates in connection with the management of the 
  fund had been adequately considered by Dreyfus in connection with 
  the fee rate charged to the fund pursuant to the Agreement and that, 
  to the extent in the future it were determined that material 
  economies of scale had not been shared with the fund, the Board 
  would seek to have those economies of scale shared with the fund. 

 

30



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

The Fund 31



BOARD MEMBERS INFORMATION (Unaudited)


32




The Fund 33



OFFICERS OF THE FUND (Unaudited)


34




The Fund 35



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.




 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Fund Performance

8     

UnderstandingYour Fund’s Expenses

8     

ComparingYour Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

16     

Financial Highlights

19     

Notes to Financial Statements

28     

Report of Independent Registered Public Accounting Firm

29     

Important Tax Information

30     

Information About the Renewal of the Fund’s Management Agreement

35     

Board Members Information

37     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
Opportunistic
U.S. Stock Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Opportunistic U.S. Stock Fund, covering the 12-month period from September 1, 2012, through August 31, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equities fared quite well over the past year, weathering periodic bouts of volatility after setting new record highs in the spring for many broad measures of stock market performance. Low interest rates, muted inflationary pressures, and a strong U.S. dollar helped fuel the market’s gains, as did a declining unemployment rate, rebounding housing markets, and increased production of domestic oil and natural gas.

In our analysis, the U.S. economy is nearing an inflection point to a somewhat faster growth rate.We expect a reduced fiscal drag in 2014 and beyond, and the stimulative monetary policy of the past five years should continue to support economic expansion, particularly in interest rate-sensitive industry groups. For information on how these developments may affect your investments, we urge you to discuss these matters with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
September 16, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of September 1, 2012, through August 31, 2013, as provided by David A. Daglio, Primary Portfolio Manager

Fund and Market Performance Overview

For the 12-month period ended August 31, 2013, Dreyfus Opportunistic U.S. Stock Fund’s Class A shares produced a total return of 29.30%, Class C shares returned 28.12%, and Class I shares returned 29.43%.1 In comparison, the fund’s benchmark, the Russell 3000® Index (the “Index”), produced a total return of 20.32%.2

Equities rallied strongly over the reporting period as investors responded positively to improving economic data.The fund produced higher returns than its benchmark, primarily due to strong stock selections in the small, mid and large cap asset classes.

The Fund’s Investment Approach

The fund seeks long-term capital appreciation. The fund normally invests at least 80% of its assets in the stocks of publicly traded companies located in the United States.The fund may invest in the stocks of companies of any market capitalization and may hold growth or value stocks or a blend of both.

Stocks are selected for the fund’s portfolio based on a combination of fundamental, bottom-up research, macro insights, and risk management.With support from a team of research analysts, we use a disciplined, opportunistic investment approach to identify stocks of companies that we believe to be attractive from a valuation and fundamental standpoint, including those that are trading materially below our estimate of intrinsic market value, those that have strong or improving fundamentals, and those that have a revaluation catalyst.We focus on understanding the current fundamentals driving a company’s profits and cash flow, valuing the liabilities most likely to impact the company’s business and evaluating business conditions most likely to affect the company’s prospects for future growth.

Recovering Economy Fueled Market Gains

The reporting period began near the outset of a sustained stock market rally driven by improving U.S. employment and housing market trends. In addition, investors were encouraged by the launch of a new round of quantitative easing from the Federal Reserve Board (the “Fed”). Economic data continued to improve, and stocks generally continued to rally through the spring of 2013. By mid-May, several

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

broad measures of stock market performance reached new record highs. In late May, remarks by Fed Chairman Ben Bernanke were widely interpreted as a signal that the Fed would back away from its quantitative easing program sooner than expected.As a result, heightened volatility in June erased some of the stock market’s previous gains. Equity markets generally stabilized in July and August when investors realized that an end to quantitative easing would not necessarily portend higher short-term interest rates. In this environment, small- and midcap stocks produced higher returns than their large-cap counterparts.

Strong Stock Selections in Several Sectors Drove Gains

In the financials sector, positive contribution came from all asset classes. Small cap debt collection firm Portfolio Recovery Associates benefited from higher than expected cash collection rates, mid cap commercial bank SVB Financial Group reported better-than-expected loan growth, and large cap Bank of America made progress in its return to profitability. Online brokerage firms TD Ameritrade Holding and E*TRADE Financial reported rising trading volumes as investors shifted assets from fixed-income securities to equities.

Attractive mid-cycle fundamentals and valuations led the fund to significantly overweight exposure to apparel companies in the consumer discretionary sector. Fifth & Pacific Companies (the former Liz Claiborne) successfully transformed itself into a sleek specialty retailer headed by the Kate Spade brand. Jones Group began to engineer a business turnaround that should help boost profit margins. As anticipated, floor coverings manufacturer Mohawk Industries and homebuilder PulteGroup proved well positioned for recovering housing markets and rising home prices. In line with our forecast, automotive supplier American Axle & Manufacturing Holdings proved well positioned for the launch of the truck series from General Motors.

Results from the materials sector were bolstered by chemicals producer LyondellBasell Industries, which benefited from low prices for natural gas used in its manufacturing processes. Among energy companies, exploration-and-production company EOG Resources discovered new North American oil and gas resources and achieved better-than-expected production from existing wells, while oil services provider Halliburton saw increased drilling activity in the Gulf of Mexico.

Disappointments during the reporting period proved relatively mild and were concentrated mainly in the consumer staples sector, where tobacco company Philip Morris International largely sat out the rally due to its substantial presence in sluggish overseas markets.

4



Finding Ample Opportunities Among Individual Stocks

After the strong performance gains over the past two years, the investment landscape has become more selective.We continue to find the long term fundamental prospects of companies benefiting from higher interest rates far more compelling than consensus expects or believes. Our broad exposure to the financials sector reflects this view and we are likely to build additional exposure as opportunities are presented. Investor skepticism about near term earning prospects has created meaningful discounts from intrinsic valuations for many companies in the technology and industrial sectors.We believe the pending recovery in CEO business confidence will produce higher levels of discretionary spending which will benefit these industries and is reflected in the fund’s positioning. In addition, overlooked opportunities have quietly appeared in the health care sector and the fund’s exposure has increased as a result.

On the other hand, market interest for higher yielding stocks has elevated valuations for many stocks in the consumer staples, utilities, telecommunication services and REIT areas to the point where the stocks do not meet our investment disciplines. Our mid-cycle forecasts for most of the companies in the materials sector are far more cautious than consensus, which has produced limited holdings in the area.

September 16, 2013

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

Stocks of small- and/or midcap companies often experience sharper price fluctuations than stocks of large-cap companies. The fund’s performance will be influenced by political, social and economic factors affecting investments in foreign companies. Special risks associated with investments in foreign companies include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political instability and differing auditing and legal standards.These risks are enhanced in emerging market countries. Please read the prospectus for further discussion of these risks.

1 Total return includes reinvestment of dividends and any capital gains paid and does not take into consideration the 
maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed 
on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past 
performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption 
fund shares may be worth more or less than their original cost. The fund’s returns reflect the absorption of certain 
fund expenses by The Dreyfus Corporation pursuant to an agreement in effect through February 1, 2014, 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 3000® Index is composed of the 3,000 largest U.S. companies based on total market 
capitalization. Investors cannot invest directly in any index. 

 

The Fund 5



FUND PERFORMANCE


† Source: Lipper Inc. 
Past performance is not predictive of future performance. 
The above graph compares a $10,000 investment made in each of the Class A, Class C and Class I shares of Dreyfus 
Opportunistic U.S. Stock Fund on 12/20/11 (inception date) to a $10,000 investment made in the Russell 3000 
Index (the “Index”) on that date.All dividends and capital gain distributions are reinvested. 
The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A 
shares and all other applicable fees and expenses on all classes.The Index measures the performance of the largest 3,000 
U.S. companies representing approximately 98% of the investable U.S. equity market. Unlike a mutual fund, the Index 
is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information 
relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights 
section of the prospectus and elsewhere in this report. 

 

6



Average Annual Total Returns as of 8/31/13

  Inception      From  
  Date  1 Year  Inception  
Class A shares           
with maximum sales charge (5.75%)  12/20/11  21.90 %  22.55 % 
without sales charge  12/20/11  29.30 %  26.88 % 
Class C shares           
with applicable redemption charge   12/20/11  27.12 %  25.83 % 
without redemption  12/20/11  28.12 %  25.83 % 
Class I shares  12/20/11  29.43 %  27.11 % 
Russell 3000 Index  12/31/11  20.32 %  20.34 %†† 

 

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

  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  For comparative purposes, the value of the Index on 12/31/11 is used as the beginning value on 12/20/11. 

 

The Fund 7



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Opportunistic U.S. Stock Fund from March 1, 2013 to August 31, 2013. 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 August 31, 2013

    Class A    Class C    Class I 
Expenses paid per $1,000  $ 6.42  $ 10.41  $ 5.08 
Ending value (after expenses)  $ 1,122.60  $ 1,117.40  $ 1,123.00 

 

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 August 31, 2013

    Class A    Class C    Class I 
Expenses paid per $1,000  $ 6.11  $ 9.91  $ 4.84 
Ending value (after expenses)  $ 1,019.16  $ 1,015.38  $ 1,020.42 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.20% for Class A, 1.95% for Class C and .95% 
for Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half 
year period). 

 

8



STATEMENT OF INVESTMENTS

August 31, 2013

Common Stocks—100.3%  Shares   Value ($)
Automobiles & Components—.8%       
TRW Automotive Holdings  800 a  55,256 
Banks—5.7%       
Comerica  3,480   142,123 
SVB Financial Group  1,560 a  129,168 
UMB Financial  2,540   151,714 
      423,005 
Capital Goods—8.1%       
Danaher  2,730   178,870 
MSC Industrial Direct, Cl. A  1,690   128,440 
Parker Hannifin  1,630   162,919 
Regal-Beloit  2,100   133,770 
      603,999 
Commercial & Professional Services—2.4%       
Steelcase, Cl. A  12,410   180,193 
Consumer Durables & Apparel—4.8%       
Jones Group  17,290   254,682 
Newell Rubbermaid  3,950   99,935 
      354,617 
Diversified Financials—19.2%       
Blackstone Group  8,850   193,284 
Citigroup  5,650   273,065 
CME Group  2,140   152,175 
E*TRADE Financial  13,570 a  190,523 
Invesco  10,680   324,245 
TD Ameritrade Holding  11,310   290,328 
      1,423,620 
Energy—3.6%       
Cameron International  1,240 a  70,420 
EOG Resources  600   94,230 
Halliburton  2,150   103,200 
      267,850 
Exchange-Traded Funds—3.2%       
Standard & Poor’s Depository       
     Receipts S&P 500 ETF Trust  1,470   240,566 

 

The Fund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares   Value ($)
Food, Beverage & Tobacco—4.5%       
PepsiCo  2,410   192,149 
Philip Morris International  1,700   141,848 
      333,997 
Health Care Equipment & Services—3.9%       
AmerisourceBergen  3,020   171,898 
HCA Holdings  3,170   121,062 
      292,960 
Insurance—2.1%       
Hartford Financial Services Group  5,240   155,104 
Materials—1.1%       
LyondellBasell Industries, Cl. A  1,180   82,777 
Pharmaceuticals, Biotech &       
     Life Sciences—10.9%       
Biogen Idec  800 a  170,416 
Covance  1,920 a  155,597 
Gilead Sciences  3,430 a  206,726 
Perrigo  1,280   155,584 
Vertex Pharmaceuticals  1,650 a  123,998 
      812,321 
Retailing—3.8%       
Staples  11,540   160,521 
Tiffany & Co.  1,610   124,147 
      284,668 
Semiconductors & Semiconductor       
     Equipment—4.4%       
Applied Micro Circuits  11,470 a  123,417 
Xilinx  4,740   205,811 
      329,228 
Software & Services—2.9%       
DealerTrack Technologies  2,910 a  115,207 
Facebook, Cl. A  2,430 a  100,310 
      215,517 
Technology Hardware & Equipment—17.1%       
Agilent Technologies  4,050   188,892 
Arrow Electronics  3,910 a  181,502 
Ciena  13,060 a  260,155 
EMC  3,860   99,510 

 

10



Common Stocks (continued)  Shares   Value ($)  
Technology Hardware & Equipment (continued)         
JDS Uniphase  15,460 a  198,352  
Juniper Networks  8,310 a  157,059  
QUALCOMM  1,080   71,582  
SanDisk  2,100   115,878  
      1,272,930  
Transportation—1.8%         
Kirby  1,630 a  131,101  
Total Common Stocks         
(cost $6,727,515)      7,459,709  
 
Other Investment—.5%         
Registered Investment Company;         
Dreyfus Institutional Preferred         
Plus Money Market Fund         
(cost $36,854)  36,854 b  36,854  
 
Total Investments (cost $6,764,369)  100.8 %  7,496,563  
Liabilities, Less Cash and Receivables  (.8 %)  (56,302 ) 
Net Assets  100.0 %  7,440,261  

 

ETF—Exchange-Traded Fund

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

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Diversified Financials  19.2  Retailing  3.8 
Technology Hardware & Equipment  17.1  Energy  3.6 
Pharmaceuticals,    Exchange-Traded Funds  3.2 
Biotech & Life Sciences  10.9  Software & Services  2.9 
Capital Goods  8.1  Commercial & Professional Services  2.4 
Banks  5.7  Insurance  2.1 
Consumer Durables & Apparel  4.8  Transportation  1.8 
Food, Beverage & Tobacco  4.5  Materials  1.1 
Semiconductors &    Automobiles & Components  .8 
Semiconductor Equipment  4.4  Money Market Investment  .5 
Health Care Equipment & Services  3.9    100.8 

 

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

 

The Fund 11



STATEMENT OF ASSETS AND LIABILITIES

August 31, 2013

    Cost  Value 
Assets ($):       
Investments in securities—See Statement of Investments:     
Unaffiliated issuers    6,727,515  7,459,709 
Affiliated issuers    36,854  36,854 
Cash      4,345 
Receivable for investment securities sold      209,172 
Dividends receivable      5,915 
Prepaid expenses      7,266 
      7,723,261 
Liabilities ($):       
Due to The Dreyfus Corporation and affiliates—Note 3(c)    7,752 
Payable for investment securities purchased      227,631 
Accrued expenses      47,617 
      283,000 
Net Assets ($)      7,440,261 
Composition of Net Assets ($):       
Paid-in capital      5,993,885 
Accumulated undistributed investment income—net      1,248 
Accumulated net realized gain (loss) on investments      712,934 
Accumulated net unrealized appreciation       
(depreciation) on investments      732,194 
Net Assets ($)      7,440,261 
 
 
Net Asset Value Per Share       
  Class A  Class C  Class I 
Net Assets ($)  3,117,796  49,484  4,272,981 
Shares Outstanding  175,606  2,810  240,038 
Net Asset Value Per Share ($)  17.75  17.61  17.80 

 

See notes to financial statements.

12



STATEMENT OF OPERATIONS

Year Ended August 31, 2013

Investment Income ($):     
Income:     
Cash dividends (net of $1,544 foreign taxes withheld at source):     
Unaffiliated issuers  66,994  
Affiliated issuers  89  
Total Income  67,083  
Expenses:     
Management fee—Note 3(a)  37,871  
Professional fees  64,326  
Registration fees  50,476  
Prospectus and shareholders’ reports  13,454  
Shareholder servicing costs—Note 3(c)  4,317  
Custodian fees—Note 3(c)  3,709  
Directors’ fees and expenses—Note 3(d)  501  
Distribution fees—Note 3(b)  326  
Loan commitment fees—Note 2  24  
Miscellaneous  17,658  
Total Expenses  192,662  
Less—reduction in expenses due to undertaking—Note 3(a)  (141,434 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (4 ) 
Net Expenses  51,224  
Investment Income—Net  15,859  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  806,528  
Net unrealized appreciation (depreciation) on investments  345,153  
Net Realized and Unrealized Gain (Loss) on Investments  1,151,681  
Net Increase in Net Assets Resulting from Operations  1,167,540  

 

See notes to financial statements.

The Fund 13



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended August 31,  
  2013   2012 a 
Operations ($):         
Investment income—net  15,859   9,274  
Net realized gain (loss) on investments  806,528   90,604  
Net unrealized appreciation         
(depreciation) on investments  345,153   387,041  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  1,167,540   486,919  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (1,204 )   
Class I  (24,364 )   
Net realized gain on investments:         
Class A  (9,879 )   
Class C  (1,858 )   
Class I  (172,461 )   
Total Dividends  (209,766 )   
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  3,122,974   61,471  
Class C  15,472   31,000  
Class I  34,240   2,986,500  
Dividends reinvested:         
Class A  10,003    
Class C  1,281    
Class I  383    
Cost of shares redeemed:         
Class A  (239,371 )  (4,858 ) 
Class C  (8,486 )   
Class I  (9,953 )  (5,088 ) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions  2,926,543   3,069,025  
Total Increase (Decrease) in Net Assets  3,884,317   3,555,944  
Net Assets ($):         
Beginning of Period  3,555,944    
End of Period  7,440,261   3,555,944  
Undistributed investment income—net  1,248   10,957  

 

14



  Year Ended August 31,  
  2013   2012 a 
Capital Share Transactions:         
Class Ab         
Shares sold  184,422   4,562  
Shares issued for dividends reinvested  678    
Shares redeemed  (13,716 )  (340 ) 
Net Increase (Decrease) in Shares Outstanding  171,384   4,222  
Class Cb         
Shares sold  949   2,273  
Shares issued for dividends reinvested  87    
Shares redeemed  (499 )   
Net Increase (Decrease) in Shares Outstanding  537   2,273  
Class I         
Shares sold  2,183   238,854  
Shares issued for dividends reinvested  26    
Shares redeemed  (675 )  (350 ) 
Net Increase (Decrease) in Shares Outstanding  1,534   238,504  

 

a From December 20, 2011 (commencement of operations) to August 31, 2012. 
b During the period ended August 31, 2013, 451 Class C shares representing $7,775 were exchanged for 449 
Class A shares. 

 

See notes to financial statements.

The Fund 15



FINANCIAL HIGHLIGHTS

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

  Year Ended August 31,  
Class A Shares  2013   2012 a 
Per Share Data ($):         
Net asset value, beginning of period  14.49   12.50  
Investment Operations:         
Investment income (loss)—netb  (.01 )  .02  
Net realized and unrealized         
     gain (loss) on investments  4.08   1.97  
Total from Investment Operations  4.07   1.99  
Distributions:         
Dividends from investment income—net  (.09 )   
Dividends from net realized gain on investments  (.72 )   
Total Distributions  (.81 )   
Net asset value, end of period  17.75   14.49  
Total Return (%)c  29.30   15.92 d 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  2.93   7.51 e 
Ratio of net expenses to average net assets  1.20   1.20 e 
Ratio of net investment income         
     (loss) to average net assets  (.04 )  .18 e 
Portfolio Turnover Rate  142.83   46.51 d 
Net Assets, end of period ($ x 1,000)  3,118   61  

 

a  From December 20, 2011 (commencement of operations) to August 31, 2012. 
b  Based on average shares outstanding at each month end. 
c  Exclusive of sales charge. 
d  Not annualized. 
e  Annualized. 

 

See notes to financial statements.

16



  Year Ended August 31,  
Class C Shares  2013   2012 a 
Per Share Data ($):         
Net asset value, beginning of period  14.42   12.50  
Investment Operations:         
Investment (loss)—netb  (.10 )  (.05 ) 
Net realized and unrealized         
     gain (loss) on investments  4.01   1.97  
Total from Investment Operations  3.91   1.92  
Distributions:         
Dividends from net realized gain on investments  (.72 )   
Net asset value, end of period  17.61   14.42  
Total Return (%)c  28.12   15.36 d 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  5.44   8.09 e 
Ratio of net expenses to average net assets  1.95   1.95 e 
Ratio of net investment (loss)         
to average net assets  (.60 )  (.53 )e 
Portfolio Turnover Rate  142.83   46.51 d 
Net Assets, end of period ($ x 1,000)  49   33  

 

a  From December 20, 2011 (commencement of operations) to August 31, 2012. 
b  Based on average shares outstanding at each month end. 
c  Exclusive of sales charge. 
d  Not annualized. 
e  Annualized. 

 

See notes to financial statements.

The Fund 17



FINANCIAL HIGHLIGHTS (continued)

  Year Ended August 31,  
Class I Shares  2013   2012 a 
Per Share Data ($):         
Net asset value, beginning of period  14.52   12.50  
Investment Operations:         
Investment income—netb  .07   .04  
Net realized and unrealized         
     gain (loss) on investments  4.03   1.98  
Total from Investment Operations  4.10   2.02  
Distributions:         
Dividends from investment income—net  (.10 )   
Dividends from net realized gain on investments  (.72 )   
Total Distributions  (.82 )   
Net asset value, end of period  17.80   14.52  
Total Return (%)  29.43   16.16 c 
Ratios/Supplemental Data (%):         
Ratio of total expenses to average net assets  4.05   7.13 d 
Ratio of net expenses to average net assets  .95   .95 d 
Ratio of net investment income         
     to average net assets  .43   .40 d 
Portfolio Turnover Rate  142.83   46.51 c 
Net Assets, end of period ($ x 1,000)  4,273   3,462  

 

a  From December 20, 2011 (commencement of operations) to August 31, 2012. 
b  Based on average shares outstanding at each month end. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

18



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Opportunistic U.S. Stock Fund (the “fund”) is a separate diversified series of Advantage 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 twelve series, including the fund. The fund’s investment objective is to seek long-term capital appreciation. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary ofThe Bank of NewYork Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.

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

The sales charge may be reduced or waived for certain purchases of Class A shares. Effective April 1, 2013, pursuant to new/modified front-end sales charge waivers, Class A shares of the fund may be purchased at net asset value without payment of a sales charge by (a) investors who participate in a self-directed investment brokerage account program offered by financial intermediaries that have entered into an agreement with the fund’s Distributor (financial intermediaries

The Fund 19



NOTES TO FINANCIAL STATEMENTS (continued)

offering self-directed investment brokerage accounts may or may not charge their customers a transaction fee) and (b) investors who purchase Class A shares directly through the fund’s Distributor, and either (i) have, or whose spouse or minor children have, beneficially owned shares and continuously maintained an open account with the Distributor in a Dreyfus-managed fund since on or before February 28, 2006, or (ii) such purchase is for a self-directed investment account that may or may not be subject to a transaction fee.

As of August 31, 2013, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held 800 Class C and 238,400 Class I shares of the fund.

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

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

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

(a) Portfolio valuation: The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value

20



hierarchy that prioritizes the inputs of valuation techniques used to measure fair value.This hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements).

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

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

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

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

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

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

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

Investments in securities are valued at the last sales price on the securities exchange or national securities market on which such securities are primarily traded. Securities listed on the National Market System for which market quotations are available are valued at the official closing price or, if there is no official closing price that day, at the last sales

The Fund 21



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

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

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

22



The following is a summary of the inputs used as of August 31, 2013 in valuing the fund’s investments:


  See Statement of Investments for additional detailed categorizations. 

 

At August 31, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

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

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended August 31, 2013 were as follows:


The Fund 23



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

As of and during the period ended August 31, 2013, 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 tax year in the two-year period ended August 31, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At August 31, 2013, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $492,650, undistributed capital gains $232,445 and unrealized appreciation $721,281.

The tax character of distributions paid to shareholders during the fiscal periods ended August 31, 2013 and August 31, 2012 were as follows: ordinary income $209,766 and $0, respectively.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $210 million unsecured credit facility led by Citibank, N.A. and a $300 mil-

24



lion unsecured credit facility provided by The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 10, 2012, the unsecured credit facility with Citibank, N.A. was $225 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended August 31, 2013, the fund did not borrow under the Facilities.

NOTE 3—Management Fee and Other Transactions With Affiliates:

(a) Pursuant to a management agreement with the Manager, the management fee is computed at an annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly.

The Manager has contractually agreed, from September 1, 2012 through February 1, 2014, to waive receipt of its fees and/or assume the expenses of the fund so that the expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .95% of the value of the average daily net assets of their class.The reduction in expenses, pursuant to the undertaking, amounted to $141,434 during the period ended August 31, 2013.

During the period ended August 31, 2013, the Distributor retained $1,192 from commissions earned on sales of the fund’s Class A shares.

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended August 31, 2013, Class C shares were charged $326 pursuant to the Distribution Plan.

The Fund 25



NOTES TO FINANCIAL STATEMENTS (continued)

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended August 31, 2013, Class A and Class C shares were charged $2,795 and $109, respectively, pursuant to the Shareholder Services Plan.

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

The fund compensates Dreyfus Transfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $1,120 for transfer agency services and $33 for cash management services.These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $4.

The fund compensatesThe Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund. During the period ended August 31, 2013, the fund was charged $3,709 pursuant to the custody agreement.

26



The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $15 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.

During the period ended August 31, 2013, the fund was charged $8,973 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $4,814, Distribution Plan fees $33, Shareholder Services Plan fees $664, custodian fees $1,622, Chief Compliance Officer fees $6,172 and transfer agency fees $419, which are offset against an expense reimbursement currently in effect in the amount of $5,972.

(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 August 31, 2013, amounted to $9,929,885 and $7,112,699, respectively.

At August 31, 2013, the cost of investments for federal income tax purposes was $6,775,282; accordingly, accumulated net unrealized appreciation on investments was $721,281, consisting of $871,264 gross unrealized appreciation and $149,983 gross unrealized depreciation.

The Fund 27



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors Dreyfus Opportunistic U.S. Stock Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus Opportunistic U.S. Stock Fund (one of the series comprising Advantage Funds, Inc.) as of August 31, 2013, and the related statement of operations for the year then ended, and the statement of changes in net assets and the financial highlights for the year then ended and for the period from December 20, 2011 (commencement of operations) to August 31, 2012. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2013 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus Opportunistic U.S. Stock Fund at August 31, 2013, the results of its operations for the year then ended, and the changes in its net assets and the financial highlights for the year then ended and for the period from December 20, 2011 to August 31, 2012, in conformity with U.S. generally accepted accounting principles.

New York, New York
October 28, 2013

28



IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the fund hereby reports 18.26% of the ordinary dividends paid during the fiscal year ended August 31, 2013 as qualifying for the corporate dividends received deduction. Also, certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and Growth Tax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $97,106 represents the maximum amount that may be considered qualified dividend income.The fund also hereby reports $.7220 per share as a short-term capital gain distribution paid on December 18, 2012. Shareholders will receive notification in early 2014 of the percentage applicable to the preparation of their 2013 income tax returns.

The Fund 29



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.The Board also considered portfolio management’s brokerage policies and

30



practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds. The Board discussed the results of the comparisons and noted that the fund’s total return performance was ranked in the first quartile in the Performance Group and Performance Universe for the one-year period (the fund had commenced operations on December 20, 2011). Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index.

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

The Fund 31



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

Dreyfus representatives noted that Dreyfus has contractually agreed to waive receipt of its fees and/or assume the expenses of the fund, until February 1, 2014, so that the expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed .95% of the value of the average daily net assets of their class.

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

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

32



The Board’s counsel stated that the Board should consider the profitability analysis (1) as part of the evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

The Fund 33



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

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

34



BOARD MEMBERS INFORMATION (Unaudited)


The Fund 35



BOARD MEMBERS INFORMATION (Unaudited) (continued)


36



OFFICERS OF THE FUND (Unaudited)


The Fund 37



OFFICERS OF THE FUND (Unaudited) (continued)


38





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.




 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

14     

Statement of Assets and Liabilities

15     

Statement of Operations

16     

Statement of Changes in Net Assets

18     

Financial Highlights

22     

Notes to Financial Statements

35     

Report of Independent Registered Public Accounting Firm

36     

Important Tax Information

37     

Information About the Renewal of the Fund’s Management Agreement

42     

Board Members Information

44     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
Strategic Value Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Strategic Value Fund, covering the 12-month period from September 1, 2012, through August 31, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equities fared quite well over the past year, weathering periodic bouts of volatility after setting new record highs in the spring for many broad measures of stock market performance. Low interest rates, muted inflationary pressures, and a strong U.S. dollar helped fuel the market’s gains, as did a declining unemployment rate, rebounding housing markets, and increased production of domestic oil and natural gas.

In our analysis, the U.S. economy is nearing an inflection point to a somewhat faster growth rate.We expect a reduced fiscal drag in 2014 and beyond, and the stimulative monetary policy of the past five years should continue to support economic expansion, particularly in interest rate-sensitive industry groups. For information on how these developments may affect your investments, we urge you to discuss these matters with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
September 16, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of September 1, 2012, through August 31, 2013, as provided by Brian Ferguson, Portfolio Manager

Fund and Market Performance Overview

For the 12-month period ended August 31, 2013, Dreyfus Strategic Value Fund’s Class A shares produced a total return of 28.82%, Class C shares returned 27.87% and Class I shares returned 29.18%.1 The fund’s benchmark, the Russell 1000® Value Index, produced a total return of 23.10% for the same period.2 The fund’s ClassY shares produced a total return of 1.80% for the period since its inception of July 1, 2013, through August 31, 2013.

Stocks generally rallied over the reporting period in response to improved economic data.The fund produced higher returns than its benchmark over the full reporting period, mainly due to the success of our security selection strategy in the energy, consumer discretionary, and financials sectors.

The Fund’s Investment Approach

The fund seeks capital appreciation.We identify potential investments through extensive quantitative and fundamental research.The fund will focus on individual stock selection (a “bottom-up” approach), emphasizing three key factors: value, quantitative screens track traditional measures, such as price-to-earnings, price-to-book and price-to-sales ratios, which are analyzed and compared against the market; sound business fundamentals, a company’s balance sheet and income data are examined to determine the company’s financial history; and positive business momentum, a company’s earnings and forecast changes are analyzed and sales and earnings trends are reviewed to determine the company’s financial condition or the presence of a catalyst that will trigger a price increase near- to mid-term.

The fund typically sells a stock when we believe there is a more attractive alternative, the stock’s valuation is excessive or there are deteriorating fundamentals, such as a loss of competitive advantage, a failure in management execution, or deteriorating capital structure.

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

Recovering Economy Fueled Equity Market’s Gains

The reporting period began near the outset of a sustained stock market rally driven primarily by improved U.S. employment and housing market trends. Moreover, investors were encouraged by the Federal Reserve Board’s (the “Fed”) launch of a new round of quantitative easing involving monthly purchases of $85 billion of U.S. government securities over an indefinite time frame. Gradually improving conditions in certain overseas markets also contributed to greater investor optimism.

U.S. economic data continued to improve, and stocks generally continued to rally through the spring of 2013. By mid-May, several broad measures of stock market performance reached new record highs. In late May, remarks by Fed Chairman Ben Bernanke were widely interpreted as a signal that U.S. monetary policymakers were likely to back away from their quantitative easing program sooner than many had expected.As a result, most financial markets encountered heightened volatility in June, erasing some of the stock market’s previous gains. Investors began to turn away from relatively conservative, dividend-paying stocks and toward smaller, more speculative stocks, particularly those of companies considered relatively sensitive to economic conditions. Equity markets generally stabilized in July andAugust when investors realized that an end to quantitative easing would not necessarily portend higher short-term interest rates, and they returned their focus to company and market fundamentals.

Stock Selections Fueled Fund Outperformance

The fund’s bottom-up investment approach proved particularly successful in the energy sector, where lower exposure to industry giants ExxonMobil and Chevron enabled the fund to avoid their relative weakness. Instead, we focused on more attractively valued companies such as refiner Valero, which gained value after spinning off its retail operations.We eliminated the fund’s position in Valero when it reached a fuller valuation, helping to avoid subsequent declines in its stock price. In the consumer discretionary sector, overweighted exposure to content creators in the media industry added value when advertising spending increased. In addition, media conglomerates Viacom and TimeWarner distributed excess cash to shareholders, boosting their stocks’ total returns.

Results from the financials sector were bolstered by lack of exposure to real estate investment trusts (“REITs”) and an emphasis on diversified financials, such as Ameriprise Financial and insurer ING US, and investment banks including Goldman Sachs Group. Credit rating agency Moody’s climbed due to increased bond issuance

4



volumes and the resolution of legal issues.The fund also benefited from underweighted exposure to the traditionally defensive utilities and telecommunications services sectors, where few companies met our valuation criteria.

Disappointments during the reporting period were concentrated mainly in the information technology sector. An anticipated increase in technology spending by corporations failed to materialize, hurting enterprise-focused companies such as software developer Oracle and data storage specialist EMC.

A Constructive Outlook for Value

While many stocks have climbed to richer valuations, we have continued to identify ample opportunities among individual stocks, particularly those of companies that tend to be more sensitive to changes in economic conditions. Consequently, as of the reporting period’s end, the fund maintained overweighted exposure in cyclical industry groups and underweighted positions in the traditionally defensive utilities and telecommunications services sectors.

September 16, 2013

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

The fund’s performance will be influenced by political, social and economic factors affecting investments in foreign companies. Special risks associated with investments in foreign companies include exposure to currency fluctuations, less liquidity, less developed or less efficient trading markets, lack of comprehensive company information, political instability and differing auditing and legal standards.These risks are enhanced in emerging market countries. Please read the prospectus for further discussion of these risks.

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 charges imposed 
on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past 
performance is no guarantee of future results. Share price and investment return fluctuate such that upon redemption 
fund shares may be worth more or less than their original cost.The fund’s returns reflect the absorption of certain fund 
expenses by The Dreyfus Corporation pursuant to an agreement in effect through July 1, 2014, 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 1000® Value Index is an unmanaged index which measures the performance of those 
Russell 1000 companies with lower price-to-book ratios and lower forecasted growth values. Investors cannot invest 
directly in any index. 

 

The Fund 5



FUND PERFORMANCE


  Source: Lipper Inc. 
††  The total return figures presented for ClassY shares of the fund reflect the performance of the fund’s Class A shares 
  for the period prior to 7/1/13 (the inception date for ClassY shares). 

 

Past performance is not predictive of future performance.

The above graph compares a $10,000 investment made in each of the Class A, Class C, Class I and ClassY shares of Dreyfus Strategic Value Fund on 8/31/03 to a $10,000 investment made in the Russell 1000 Value Index (the “Index”) on that date.All dividends and capital gain distributions are reinvested.

On June 18, 2013, the Board authorized the fund to offer ClassY shares, as a new class of shares, to certain investors, including certain institutional investors. On July 1, 2013, ClassY shares were offered at net asset value and are not subject to certain fees, including Distribution Plan and Shareholder Services Plan fees.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on all classes.The Index uses company price-to-book ratios and long-term growth rates to calculate a composite ranking, which is used to determine if a stock is “growth” or “value.” Unlike a mutual fund, the Index is not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6



Average Annual Total Returns as of 8/31/13

  Inception Date 1 Year  5 Years   10 Years  
Class A shares               
with maximum sales charge (5.75%)  9/29/95  21.39 %  5.30 %  7.71 % 
without sales charge  9/29/95  28.82 %  6.55 %  8.35 % 
Class C shares               
with applicable redemption charge   5/31/01  26.87 %  5.76 %  7.56 % 
without redemption  5/31/01  27.87 %  5.76 %  7.56 % 
Class I shares  5/31/01  29.18 %  6.78 %  8.58 % 
Class Y shares  7/1/13  29.13 %††  6.60 %††  8.37 %†† 
Russell 1000 Value Index    23.10 %  6.69 %  7.61 % 

 

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

  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  The total return performance figures presented for ClassY shares of the fund reflect the performance of the fund’s 
  Class A shares for the period prior to 7/1/13 (the inception date for ClassY shares). 

 

The Fund 7



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Strategic Value Fund from March 1, 2013 to August 31, 2013. 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 August 31, 2013

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††  $ 5.22  $ 9.20  $ 3.89  $ 1.23 
Ending value (after expenses)  $ 1,113.20  $ 1,109.20  $ 1,114.90  $ 1,018.00 

 

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 August 31, 2013

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††††  $ 4.99  $ 8.79  $ 3.72  $ 3.72 
Ending value (after expenses)  $ 1,020.27  $ 1,016.48  $ 1,021.53  $ 1,021.53 

 

  From July 1, 2013 (commencement of initial offering) to August 31, 2013 for ClassY shares. 
††  Expenses are equal to the fund’s annualized expense ratio of .98% for Class A, 1.73% for Class C and .73% 
  for Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half 
  year period). Expenses are equal to the fund’s annualized expense ratio of .73% for ClassY, multiplied by the 
  average account value over the period, multiplied by 61/365 (to reflect the actual days in the period). 
†††  Please note that while ClassY shares commenced operations on July 1, 2013, the hypothetical expenses paid during 
  the period reflect projected activity for the full six month period for purposes of comparability.This projection assumes 
  that annualized expense ratios were in effect during the period March 1, 2013 to August 31, 2013. 
†††† Expenses are equal to the fund’s annualized expense ratio of .98% for Class A, 1.73% for Class C, .73% for 
  Class I and .73% for ClassY, multiplied by the average account value over the period, multiplied by 184/365 (to 
  reflect the one-half year period). 

 

8



STATEMENT OF INVESTMENTS

August 31, 2013

Common Stocks—99.5%  Shares   Value ($) 
Automobiles & Components—2.4%       
Delphi Automotive  133,960   7,370,479 
General Motors  335,330 a  11,428,046 
Johnson Controls  399,320   16,184,440 
      34,982,965 
Banks—5.3%       
Comerica  421,600   17,218,144 
Fifth Third Bancorp  552,715   10,109,157 
PNC Financial Services Group  238,450   17,232,782 
Wells Fargo & Co.  776,490   31,898,209 
      76,458,292 
Capital Goods—6.4%       
Cummins  161,950   19,952,240 
Eaton  294,970   18,677,500 
General Electric  1,432,200   33,141,108 
Honeywell International  247,560   19,698,349 
      91,469,197 
Commercial & Professional Services—.5%       
Pitney Bowes  411,680   6,718,618 
Consumer Durables & Apparel—1.0%       
Newell Rubbermaid  141,480   3,579,444 
PVH  87,100   11,214,125 
      14,793,569 
Consumer Services—1.0%       
Carnival  400,270   14,445,744 
Diversified Financials—15.4%       
Ameriprise Financial  230,710   19,875,666 
Bank of America  2,419,010   34,156,421 
Capital One Financial  121,200   7,823,460 
Citigroup  772,010   37,311,243 
Discover Financial Services  143,480   6,779,430 
Goldman Sachs Group  138,450   21,062,399 
ING US  490,080   14,114,304 
Invesco  229,620   6,971,263 
JPMorgan Chase & Co.  892,250   45,085,393 

 

The Fund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares   Value ($) 
Diversified Financials (continued)       
Morgan Stanley  409,640   10,552,326 
TD Ameritrade Holding  653,940   16,786,640 
      220,518,545 
Energy—12.4%       
Anadarko Petroleum  195,650   17,886,323 
Apache  174,590   14,958,871 
Cameron International  258,560 a  14,683,622 
Chevron  364,260   43,867,832 
EOG Resources  46,610   7,320,101 
Occidental Petroleum  740,630   65,330,972 
Phillips 66  247,230   14,116,833 
      178,164,554 
Exchange-Traded Funds—.5%       
iShares Russell 1000 Value Index Fund  84,190   7,111,529 
Food & Staples Retailing—1.3%       
CVS Caremark  319,700   18,558,585 
Food, Beverage & Tobacco—3.5%       
Archer-Daniels-Midland  198,360   6,984,256 
Coca-Cola Enterprises  364,530   13,633,422 
ConAgra Foods  595,380   20,135,752 
PepsiCo  120,790   9,630,587 
      50,384,017 
Health Care Equipment &       
     Services—4.4%       
Aetna  166,030   10,524,642 
Baxter International  185,050   12,872,078 
Cigna  265,620   20,901,638 
McKesson  153,800   18,672,858 
      62,971,216 
Household & Personal Products—.4%       
Avon Products  319,700   6,320,469 

 

10



Common Stocks (continued)  Shares   Value ($) 
Insurance—6.6%       
American International Group  409,230   19,012,826 
Berkshire Hathaway, Cl. B  126,220 a  14,038,188 
Chubb  173,500   14,429,995 
Hartford Financial Services Group  462,910   13,702,136 
MetLife  437,629   20,214,081 
Prudential Financial  177,720   13,307,674 
      94,704,900 
Materials—2.6%       
International Paper  388,720   18,351,471 
LyondellBasell Industries, Cl. A  274,050   19,224,607 
      37,576,078 
Media—7.0%       
News Corp., Cl. A  229,090 a  3,596,713 
Omnicom Group  112,220   6,806,143 
Time Warner  395,426   23,935,136 
Twenty-First Century Fox  324,448   10,164,956 
Viacom, Cl. B  350,680   27,900,101 
Walt Disney  455,300   27,695,899 
      100,098,948 
Pharmaceuticals, Biotech &       
     Life Sciences—8.5%       
Amgen  66,990   7,297,891 
Eli Lilly & Co.  231,520   11,900,128 
Johnson & Johnson  356,027   30,764,293 
Merck & Co.  303,800   14,366,702 
Pfizer  2,052,980   57,914,566 
      122,243,580 
Retailing—2.2%       
Best Buy  425,140   15,305,040 
Kohl’s  303,730   15,584,386 
      30,889,426 

 

The Fund 11



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares   Value ($) 
Semiconductors & Semiconductor       
     Equipment—4.7%       
Applied Materials  908,960   13,643,490 
Micron Technology  590,760 a  8,016,613 
Texas Instruments  838,310   32,023,442 
Xilinx  324,590   14,093,698 
      67,777,243 
Software & Services—1.0%       
Google, Cl. A  7,740 a  6,555,006 
Oracle  228,670   7,285,426 
      13,840,432 
Technology Hardware &       
     Equipment—7.9%       
Apple  37,770   18,395,879 
Cisco Systems  2,098,230   48,909,741 
Corning  500,400   7,025,616 
EMC  683,690   17,625,528 
QUALCOMM  214,940   14,246,223 
SanDisk  127,170   7,017,241 
      113,220,228 
Transportation—2.0%       
Delta Air Lines  424,590   8,377,161 
FedEx  186,010   19,970,034 
      28,347,195 
Utilities—2.5%       
NextEra Energy  175,540   14,106,394 
NRG Energy  826,060   21,684,075 
      35,790,469 
Total Common Stocks       
(cost $1,184,004,690)      1,427,385,799 

 

12



Other Investment—.4%  Shares   Value ($) 
Registered Investment Company;       
Dreyfus Institutional Preferred       
    Plus Money Market Fund       
(cost $4,895,169)  4,895,169 b  4,895,169 
 
Total Investments (cost $1,188,899,859)  99.9 %  1,432,280,968 
Cash and Receivables (Net)  .1 %  1,845,550 
Net Assets  100.0 %  1,434,126,518 

 

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

 

Portfolio Summary (Unaudited)     
 
  Value (%)    Value (%) 
Diversified Financials  15.4  Utilities  2.5 
Energy  12.4  Automobiles & Components  2.4 
Pharmaceuticals,    Retailing  2.2 
Biotech & Life Sciences  8.5  Transportation  2.0 
Technology Hardware & Equipment  7.9  Food & Staples Retailing  1.3 
Media  7.0  Consumer Durables & Apparel  1.0 
Insurance  6.6  Consumer Services  1.0 
Capital Goods  6.4  Software & Services  1.0 
Banks  5.3  Commercial & Professional Services  .5 
Semiconductors &    Exchange-Traded Funds  .5 
Semiconductor Equipment  4.7  Household & Personal Products  .4 
Health Care Equipment & Services  4.4  Money Market Investment  .4 
Food, Beverage & Tobacco  3.5     
Materials  2.6    99.9 

 

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

 

The Fund 13



STATEMENT OF ASSETS AND LIABILITIES

August 31, 2013

      Cost  Value 
Assets ($):         
Investments in securities—See Statement of Investments:    
Unaffiliated issuers    1,184,004,690 1,427,385,799
Affiliated issuers      4,895,169 4,895,169 
Cash        999,117 
Dividends receivable        2,859,098 
Receivable for shares of Common Stock subscribed      884,564 
Prepaid expenses        67,600 
      1,437,091,347 
Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)   1,103,678 
Payable for shares of Common Stock redeemed      1,409,435 
Accrued expenses        451,716 
        2,964,829 
Net Assets ($)      1,434,126,518 
Composition of Net Assets ($):         
Paid-in capital      1,163,270,440 
Accumulated undistributed investment income—net   7,930,960 
Accumulated net realized gain (loss) on investments 19,544,009 
Accumulated net unrealized appreciation       
    (depreciation) on investments   243,381,109 
Net Assets ($)      1,434,126,518 
 
 
Net Asset Value Per Share      
  Class A  Class C  Class I  Class Y 
Net Assets ($)  1,065,660,440  50,664,627  317,800,433  1,018 
Shares Outstanding  28,592,481  1,425,712  8,507,026  27.25 
Net Asset Value Per Share ($)  37.27  35.54  37.36  37.36 

 

See notes to financial statements.

14



STATEMENT OF OPERATIONS

Year Ended August 31, 2013

Investment Income ($):     
Income:     
Cash dividends (net of $125,405 foreign taxes withheld at source):     
   Unaffiliated issuers  26,088,986  
Affiliated issuers  3,662  
Income from securities lending—Note 1(b)  32,558  
Interest  9,346  
Total Income  26,134,552  
Expenses:     
Management fee—Note 3(a)  9,013,668  
Shareholder servicing costs—Note 3(c)  3,788,972  
Distribution fees—Note 3(b)  379,795  
Prospectus and shareholders’ reports  121,797  
Directors’ fees and expenses—Note 3(d)  108,862  
Professional fees  98,356  
Custodian fees—Note 3(c)  86,374  
Registration fees  84,526  
Loan commitment fees—Note 2  9,115  
Interest expense—Note 2  5,221  
Miscellaneous  36,120  
Total Expenses  13,732,806  
Less—reduction in expenses due to undertaking—Note 3(a)  (2,057,229 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (2,054 ) 
Net Expenses  11,673,523  
Investment Income—Net  14,461,029  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  78,530,802  
Net realized gain (loss) on financial futures  (126,203 ) 
Net Realized Gain (Loss)  78,404,599  
Net unrealized appreciation (depreciation) on investments  200,376,811  
Net Realized and Unrealized Gain (Loss) on Investments  278,781,410  
Net Increase in Net Assets Resulting from Operations  293,242,439  

 

See notes to financial statements.

The Fund 15



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended August 31,  
  2013 a  2012 b 
Operations ($):         
Investment income—net  14,461,029   10,880,133  
Net realized gain (loss) on investments  78,404,599   50,702,015  
Net unrealized appreciation         
(depreciation) on investments  200,376,811   67,676,661  
Net Increase (Decrease) in Net Assets         
    Resulting from Operations  293,242,439   129,258,809  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (10,377,450 )  (6,241,886 ) 
Class C  (241,268 )   
Class I  (2,683,044 )  (1,577,119 ) 
Total Dividends  (13,301,762 )  (7,819,005 ) 
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  177,137,848   128,488,839  
Class B    1,565  
Class C  5,439,278   3,786,516  
Class I  180,872,886   62,326,740  
Class Y  1,000    
Net assets received in connection         
with reorganizations—Note 1    353,949,950  
Dividends reinvested:         
Class A  9,589,161   5,700,603  
Class C  186,217    
Class I  2,105,267   1,049,597  
Cost of shares redeemed:         
Class A  (220,294,063 )  (233,145,452 ) 
Class B    (2,713,308 ) 
Class C  (15,076,115 )  (18,582,801 ) 
Class I  (89,202,928 )  (94,829,486 ) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions  50,758,551   206,032,763  
Total Increase (Decrease) in Net Assets  330,699,228   327,472,567  
Net Assets ($):         
Beginning of Period  1,103,427,290   775,954,723  
End of Period  1,434,126,518   1,103,427,290  
Undistributed investment income—net  7,930,960   6,771,693  

 

16



  Year Ended August 31,  
  2013 a  2012 b 
Capital Share Transactions:         
Class Ac,d         
Shares sold  5,047,494   4,714,718  
Shares issued in connection         
with reorganizations—Note 1    10,646,596  
Shares issued for dividends reinvested  306,755   224,162  
Shares redeemed  (6,673,520 )  (8,492,414 ) 
Net Increase (Decrease) in Shares Outstanding  (1,319,271 )  7,093,062  
Class Bc         
Shares sold    67  
Shares issued in connection         
with reorganizations—Note 1    13,936  
Shares redeemed    (102,676 ) 
Net Increase (Decrease) in Shares Outstanding    (88,673 ) 
Class Cd         
Shares sold  164,904   144,504  
Shares issued in connection         
with reorganizations—Note 1    250,370  
Shares issued for dividends reinvested  6,215    
Shares redeemed  (457,883 )  (709,697 ) 
Net Increase (Decrease) in Shares Outstanding  (286,764 )  (314,823 ) 
Class I         
Shares sold  4,943,265   2,268,678  
Shares issued in connection         
with reorganizations—Note 1    2,618,126  
Shares issued for dividends reinvested  67,304   41,258  
Shares redeemed  (2,634,888 )  (3,495,457 ) 
Net Increase (Decrease) in Shares Outstanding  2,375,681   1,432,605  
Class Y         
Shares sold  27.25    

 

a Effective July 1, 2013, the fund commenced offering ClassY shares. 
b Effective as of the close of business on March 13, 2012, the fund no longer offers Class B shares. 
c During the period ended August 31, 2012, 54,767 Class B shares representing $1,434,811, were automatically 
converted to 52,280 Class A shares. 
d During the period ended August 31, 2013, 141,569 Class C shares representing $5,004,454 were exchanged for 
135,292 Class A shares. 

 

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 August 31,      
Class A Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  29.28   26.27   23.30   23.50   28.42  
Investment Operations:                     
Investment income—neta  .40   .30   .21   .14   .22  
Net realized and unrealized                     
gain (loss) on investments  7.97   2.91   2.95   (.20 )  (4.88 ) 
Total from Investment Operations  8.37   3.21   3.16   (.06 )  (4.66 ) 
Distributions:                     
Dividends from investment income—net  (.38 )  (.20 )  (.19 )  (.14 )  (.26 ) 
Net asset value, end of period  37.27   29.28   26.27   23.30   23.50  
Total Return (%)b  28.82   12.31   13.52   (.29 )  (16.14 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  1.14   1.20   1.20   1.22   1.27  
Ratio of net expenses                     
to average net assets  .98   .98   .98   1.05   1.26  
Ratio of net investment income                     
to average net assets  1.19   1.07   .74   .56   1.09  
Portfolio Turnover Rate  76.28   95.38   88.37   91.83   119.48  
Net Assets, end of period ($ x 1,000)  1,065,660   875,703   599,377   541,877   505,409  

 

a  Based on average shares outstanding at each month end. 
b  Exclusive of sales charge. 

 

See notes to financial statements.

18



      Year Ended August 31,      
Class C Shares  2013   2012  2011   2010   2009  
Per Share Data ($):                   
Net asset value, beginning of period  27.93   25.05  22.24   22.45   27.17  
Investment Operations:                   
Investment income (loss)—neta  .14   .08  (.00) b  (.05 )  .07  
Net realized and unrealized                   
gain (loss) on investments  7.62   2.80  2.81   (.16 )  (4.67 ) 
Total from Investment Operations  7.76   2.88  2.81   (.21 )  (4.60 ) 
Distributions:                   
Dividends from investment income—net  (.15 )    (.00) b    (.12 ) 
Net asset value, end of period  35.54   27.93  25.05   22.24   22.45  
Total Return (%)c  27.87   11.50  12.64   (.94 )  (16.83 ) 
Ratios/Supplemental Data (%):                   
Ratio of total expenses                   
to average net assets  1.91   1.97  1.93   1.95   2.04  
Ratio of net expenses                   
to average net assets  1.73   1.73  1.73   1.80   2.03  
Ratio of net investment income                   
(loss) to average net assets  .45   .32  (.01 )  (.19 )  .34  
Portfolio Turnover Rate  76.28   95.38  88.37   91.83   119.48  
Net Assets, end of period ($ x 1,000)  50,665   47,824  50,792   46,986   43,593  

 

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

 

See notes to financial statements.

The Fund 19



FINANCIAL HIGHLIGHTS (continued)

      Year Ended August 31,      
Class I Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  29.34   26.30   23.31   23.48   28.45  
Investment Operations:                     
Investment income—neta  .48   .37   .28   .21   .25  
Net realized and unrealized                     
gain (loss) on investments  7.99   2.90   2.94   (.21 )  (4.91 ) 
Total from Investment Operations  8.47   3.27   3.22     (4.66 ) 
Distributions:                     
Dividends from investment income—net  (.45 )  (.23 )  (.23 )  (.17 )  (.31 ) 
Net asset value, end of period  37.36   29.34   26.30   23.31   23.48  
Total Return (%)  29.18   12.57   13.83   (.07 )  (16.06 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  .95   .97   1.10   1.12   1.12  
Ratio of net expenses                     
to average net assets  .73   .73   .73   .82   1.11  
Ratio of net investment income                     
to average net assets  1.45   1.33   .98   .81   1.25  
Portfolio Turnover Rate  76.28   95.38   88.37   91.83   119.48  
Net Assets, end of period ($ x 1,000)  317,800   179,900   123,565   68,071   35,976  

 

a Based on average shares outstanding at each month end. 
See notes to financial statements. 

 

20



  Period Ended 
Class Y Shares  August 31, 2013 a 
Per Share Data ($):   
Net asset value, beginning of period  36.70 
Investment Operations:   
Investment income—netb  .08 
Net realized and unrealized   
gain (loss) on investments  .58 
Total from Investment Operations  .66 
Net asset value, end of period  37.36 
Total Return (%)c  1.80 
Ratios/Supplemental Data (%):   
Ratio of total expenses to average net assetsd  .83 
Ratio of net expenses to average net assetsd  .73 
Ratio of net investment income   
to average net assetsd  1.21 
Portfolio Turnover Rate  76.28 
Net Assets, end of period ($ x 1,000)  1 

 

a  From July 1, 2013 (commencement of initial offering) to August 31, 2013. 
b  Based on average shares outstanding. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

The Fund 21



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Strategic Value Fund (the “fund”) is a separate diversified series of Advantage 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 twelve series, including the fund. The fund’s investment objective is to seek capital appreciation. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.

As of the close of business on November 16, 2011, pursuant to an Agreement and Plan of Reorganization previously approved by the Company’s Board of Directors (the “Board”), all of the assets, subject to the liabilities, of The Dreyfus/Laurel Funds Trust–Dreyfus Core Value Fund (“Core Value”) were transferred to the fund in exchange for corresponding classes of shares of Common Stock of the fund of equal value.The purpose of the transaction was to combine two funds with comparable investment objectives and strategies. Shareholders of Class A, Class B, Class C and Class I shares of CoreValue received Class A, Class B, Class C and Class I shares of the fund, respectively, in each case in an amount equal to the aggregate net asset value of their investment in Core Value at the time of the exchange. Shareholders of Institutional shares of Core Value received Class I shares of the fund. The exchange ratio for each class was as follows: Class A–.85 to 1, Class B–.88 to 1, Class C–.88 to 1, Class I–.85 to 1 and Institutional shares–.85 to 1.The net asset value of the fund’s shares on the close of business on November 16, 2011, after the reorganization, was $26.32 for Class A, $25.04 for Class B, $25.06 for Class C and $26.36 for Class I shares, and a total of 10,622,681 Class A shares, 13,936 Class B shares, 248,377 Class C shares and 894,770 Class I shares were issued to shareholders of Core Value in the exchange. The exchange was a tax-free event to the shareholders of Core Value.

As of the close of business on November 21, 2011, pursuant to an Agreement and Plan of Reorganization previously approved by the

22



Board, all of the assets, subject to the liabilities, of Dreyfus Premier Investment Funds–Dreyfus Large CapValue Fund (“Large CapValue”) were transferred to the fund in exchange for corresponding classes of shares of Common Stock of the fund of equal value.The purpose of the transaction was to combine two funds with comparable investment objectives and strategies. Shareholders of Class A, Class C and Class I shares of Large Cap Value received Class A, Class C and Class I shares of the fund, respectively, in each case in an amount equal to the aggregate net asset value of their investment in Large CapValue at the time of the exchange.The exchange ratio for each class was as follows: Class A–.29 to 1, Class C–.30 to 1 and Class I–.29 to 1.The net asset value of the fund’s shares on the close of business on November 21, 2011, after the reorganization, was $25.26 for Class A, $24.05 for Class C and $25.30 for Class I shares, and a total of 23,915 Class A shares, 1,993 Class C shares and 1,723,356 Class I shares were issued to shareholders of Large CapValue in the exchange.The exchange was a tax-free event to the shareholders of Large Cap Value.

At a meeting held on June 18, 2013, the Board approved, effective July 1, 2013: (a) for the fund to offer Class Y shares; and, (b) an increase in the authorized shares of the fund from 600 million to 700 million and authorized 100 million Class Y shares.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares.The fund is authorized to issue 700 million shares of $.001 par value Common Stock.The fund currently offers four classes of shares: Class A (300 million shares authorized), Class C (100 million shares authorized), Class I (200 million shares authorized) and ClassY (100 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Class Y shares are sold at net asset value per share to certain investors, including cer-

The Fund 23



NOTES TO FINANCIAL STATEMENTS (continued)

tain institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The sales charge may be reduced or waived for certain purchases of Class A shares. Effective April 1, 2013, pursuant to new/modified front-end sales charge waivers, Class A shares of the fund may be purchased at net asset value without payment of a sales charge by (a) investors who participate in a self-directed investment brokerage account program offered by financial intermediaries that have entered into an agreement with the fund’s Distributor (financial intermediaries offering self-directed investment brokerage accounts may or may not charge their customers a transaction fee) and (b) investors who purchase Class A shares directly through the fund’s Distributor, and either (i) have, or whose spouse or minor children have, beneficially owned shares and continuously maintained an open account with the Distributor in a Dreyfus-managed fund since on or before February 28, 2006, or (ii) such purchase is for a self-directed investment account that may or may not be subject to a transaction fee.

As of August 31, 2013, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding ClassY shares of the fund.

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

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC

24



registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions.Actual results could differ from those estimates.

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

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

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

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

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

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

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

The Fund 25



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

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

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

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

26



sold, and public trading in similar securities of the issuer or comparable issuers.These securities are either categorized within Level 2 or 3 of the fair value hierarchy depending on the relevant inputs used.

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

Financial futures, which are traded on an exchange, are valued at the last sales price on the securities exchange on which such securities are primarily traded or at the last sales price on the national securities market on each business day and are generally categorized within Level 1 of the fair value hierarchy.

The following is a summary of the inputs used as of August 31, 2013 in valuing the fund's investments:


  See Statement of Investments for additional detailed categorizations. 

 

At August 31, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

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

The Fund 27



NOTES TO FINANCIAL STATEMENTS (continued)

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended August 31, 2013, The Bank of New York Mellon earned $12,752 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended August 31, 2013 were as follows:

 

 

 

 

 

 

 

28



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

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

As of and during the period ended August 31, 2013, 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 tax year in the four-year period ended August 31, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At August 31, 2013, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $24,959,831, undistributed capital gains $40,663,441 accumulated capital losses $32,551,852 and unrealized appreciation $237,784,658.

The tax character of distributions paid to shareholders during the fiscal periods ended August 31, 2013 and August 31, 2012 were as follows: ordinary income $13,301,762 and $7,819,005, respectively.

The Fund 29



NOTES TO FINANCIAL STATEMENTS (continued)

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

As a result of the fund’s merger with Dreyfus Core Value Fund, capital losses of $24,720,145 are available to offset future gains, if any. Based on certain provisions in the Code, the amount of losses which can be utilized in subsequent years is subject to an annual limitation.This acquired capital loss will expire in fiscal year 2017.As a result of the fund’s merger with Dreyfus Large Cap Value Fund, capital losses of $7,831,707 are available to offset future gains, if any. Based on certain provisions in the Code, the amount of losses which can be utilized in subsequent years is subject to an annual limitation. $6,672,099 of this acquired capital loss will expire in fiscal year 2017 and $1,159,608 will expire in fiscal year 2018.

(f) Accounting Pronouncement: In January 2013, FASB issued Accounting Standards Update No. 2013-01 (“ASU 2013-01”), “Clarifying the Scope of Disclosures about Offsetting Assets and Liabilities”, which replaced Accounting Standards Update No. 2011-11 (“ASU 2011-11”), “Disclosures about Offsetting Assets and Liabilities”. ASU 2013-01 is effective for fiscal years beginning on or after January 1, 2013, and interim periods within those annual periods. ASU 2011-11 was intended to enhance disclosure requirements on the offsetting of financial assets and liabilities.ASU 2013-01 limits the scope of the new balance sheet offsetting disclosures to derivatives, repurchase agreements, and securities lending transactions to the extent that they are (1) offset in the financial statements or (2) subject to enforceable master netting arrangements (“MNA”) or similar agreements. Management is currently evaluating the application of ASU 2013-01 and its impact on the fund’s financial statements.

30



NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $210 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 10, 2012, the unsecured credit facility with Citibank, N.A. was $225 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended August 31, 2013 was approximately $456,400 with a related weighted average annualized interest rate of 1.14%.

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 .75% of the value of the fund’s average daily net assets and is payable monthly.The Manager has contractually agreed, from September 1, 2012 through July 1, 2014 for Class A, Class C and Class I shares and from July 1, 2013 through July 1, 2014 for Class Y shares, to waive receipt of its fees and/or assume the expenses of the fund, so that the expenses of Class A, Class C, Class I and ClassY shares (excluding taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed .98%, 1.73%, .73% and .73% of the value of the respective class’ average daily net assets.The reduction in expenses, pursuant to the undertaking, amounted to $2,057,229 during the period ended August 31, 2013.

During the period ended August 31, 2013, the Distributor retained $23,890 from commissions earned on sales of the fund’s Class A shares and $6,237 from CDSCs on redemptions of the fund’s Class C shares.

The Fund 31



NOTES TO FINANCIAL STATEMENTS (continued)

(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended August 31, 2013, Class C shares were charged $379,795 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services.The Distributor determines the amounts to be paid to Service Agents. During the period ended August 31, 2013, Class A and Class C shares were charged $2,379,490 and $126,598, respectively, pursuant to the Shareholder Services Plan.

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $363,357 for transfer agency services and $15,987 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $1,996.

32



The fund compensates The Bank of New York Mellon under a custody agreement for providing custodial services for the fund. During the period ended August 31, 2013, the fund was charged $86,374 pursuant to the custody agreement.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $8,782 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $58.

During the period ended August 31, 2013, the fund was charged $8,973 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $898,264, Distribution Plan fees $33,267, Shareholder Services Plan fees $243,280, custodian fees $34,880, Chief Compliance Officer fees $6,172 and transfer agency fees $85,343, which are offset against an expense reimbursement currently in effect in the amount of $197,528.

(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 financial futures, during the period ended August 31, 2013, amounted to $958,996,905 and $910,675,181, respectively.

The Fund 33



NOTES TO FINANCIAL STATEMENTS (continued)

Derivatives: A derivative is a financial instrument whose performance is derived from the performance of another asset. Each type of derivative instrument that was held by the fund during the period ended August 31, 2013 is discussed below.

Financial Futures: In the normal course of pursuing its investment objective, the fund is exposed to market risk, including equity price risk as a result of changes in value of underlying financial instruments.The fund invests in financial futures in order to manage its exposure to or protect against changes in the market.A financial futures contract represents a commitment for the future purchase or a sale of an asset at a specified date. Upon entering into such contracts, these investments require initial margin deposits with a counterparty, which consist of cash or cash equivalents.The amount of these deposits is determined by the exchange or Board of Trade on which the contract is traded and is subject to change.Accordingly, variation margin payments are received or made to reflect daily unrealized gains or losses which are recorded in the Statement of Operations.When the contracts are closed, the fund recognizes a realized gain or loss which is reflected in the Statement of Operations.There is minimal counterparty credit risk to the fund with financial futures since they are exchange traded, and the exchange guarantees the financial futures against default. At August 31, 2013, there were no financial futures outstanding.

At August 31, 2013, the cost of investments for federal income tax purposes was $1,194,496,310; accordingly, accumulated net unrealized appreciation on investments was $237,784,658, consisting of $245,649,869 gross unrealized appreciation and $7,865,211 gross unrealized depreciation.

34



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors
Dreyfus Strategic Value Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus StrategicValue Fund (one of the series comprising Advantage Funds, Inc.) as of August 31, 2013, 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 the financial highlights for each of the periods indicated therein.These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2013 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus StrategicValue Fund at August 31, 2013, 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
October 28, 2013

The Fund 35



IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the fund hereby reports 88.27% of the ordinary dividends paid during the fiscal year ended August 31, 2013 as qualifying for the corporate dividends received deduction. Also certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and GrowthTax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $13,301,762 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2014 of the percentage applicable to the preparation of their 2013 income tax returns.

36



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund.The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

The Fund 37



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio.The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

Dreyfus representatives stated that the usefulness of performance comparisons may be affected by a number of factors, including different investment limitations that may be applicable to the fund and comparison funds.They also noted that performance generally should be considered over longer periods of time, although it is possible that long-term performance can be adversely affected by even one period of significant underperformance so that a single investment decision or theme has the ability to affect disproportionately long-term perfor-mance.The Board discussed the results of the comparisons and noted that the fund’s total return performance was variously above, at and below the Performance Group and Performance Universe medians for the various periods. Dreyfus also provided a comparison of the fund’s calendar year total returns to the returns of the fund’s benchmark index and noted that the fund’s performance was above the index’s performance in seven of the ten years.

The Board also reviewed the range of actual and contractual management fees and total expenses of the Expense Group and Expense Universe funds and discussed the results of the comparisons.The Board noted that the fund’s contractual management fee was slightly above

38



the Expense Group median and the fund’s actual management fee and total expense ratio were below the Expense Group and Expense Universe medians.

Dreyfus representatives noted that Dreyfus has contractually agreed to waive receipt of its fees and/or assume the expenses of the fund until December 31, 2013, so that the expenses of Class A, Class C and Class I shares (excluding taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) do not exceed .98%, 1.73% and .73% of the value of the respective class’ average daily net assets.

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

Analysis of Profitability and Economies of Scale. Dreyfus representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to Dreyfus of managing the funds in the Dreyfus fund complex, and the method used to determine the expenses and profit.The Board concluded that the profitability results were not unreasonable, given the services rendered and service levels provided by Dreyfus.The Board also noted the expense limitation and its effect on Dreyfus’ profitability.The Board also had been provided with information prepared by an independent consulting firm regarding Dreyfus’

The Fund 39



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex.The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board’s counsel stated that the Board should consider the profitability analysis (1) as part of the evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Dreyfus representatives noted that a discussion of economies of scale is predicated on a fund having achieved a substantial size with increasing assets and that if a fund’s assets had been stable or decreasing, the possibility that Dreyfus may have realized any economies of scale would be less. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level. The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

40



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

The Fund 41



BOARD MEMBERS INFORMATION (Unaudited)


42




The Fund 43



OFFICERS OF THE FUND (Unaudited)


44




The Fund 45








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




 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Fund Performance

8     

UnderstandingYour Fund’s Expenses

8     

ComparingYour Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

15     

Statement of Assets and Liabilities

16     

Statement of Operations

17     

Statement of Changes in Net Assets

19     

Financial Highlights

23     

Notes to Financial Statements

35     

Report of Independent Registered Public Accounting Firm

36     

Important Tax Information

37     

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

42     

Board Members Information

44     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
Structured Midcap Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Structured Midcap Fund, covering the 12-month period from September 1, 2012, through August 31, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equities fared quite well over the past year, weathering periodic bouts of volatility after setting new record highs in the spring for many broad measures of stock market performance. Low interest rates, muted inflationary pressures, and a strong U.S. dollar helped fuel the market’s gains, as did a declining unemployment rate, rebounding housing markets, and increased production of domestic oil and natural gas.

In our analysis, the U.S. economy is nearing an inflection point to a somewhat faster growth rate.We expect a reduced fiscal drag in 2014 and beyond, and the stimulative monetary policy of the past five years should continue to support economic expansion, particularly in interest rate-sensitive industry groups. For information on how these developments may affect your investments, we urge you to discuss these matters with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
September 16, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of September 1, 2012, through August 31, 2013, as provided by Warren Chiang, Ronald Gala and C.Wesley Boggs, Portfolio Managers

Fund and Market Performance Overview

For the 12-month period ended August 31, 2013, Dreyfus Structured Midcap Fund’s Class A shares produced a total return of 24.94%, Class C shares returned 24.06%, and Class I shares returned 25.17%.1 In comparison, the Standard & Poor’s® MidCap 400 Index (“S&P 400 Index”), the fund’s benchmark, produced a total return of 23.71% for the same period.2 The fund’s ClassY shares produced a total return of 2.01% for the period since its inception of July 1, 2013, through August 31, 2013.

Improving economic conditions drove U.S. stocks broadly higher during the reporting period, with midcap stocks outperforming their larger-cap counterparts. The fund produced higher returns than its benchmark, primarily due to strong stock selections in the industrials, information technology, financials, and materials sectors.

The Fund’s Investment Approach

The fund seeks long-term capital growth.To pursue this goal, the fund normally invests at least 80% of its net assets in the stocks of companies included in the S&P 400 Index or the Russell Midcap Index at the time of purchase, plus any borrowings for investment purposes including those purchased in initial public offerings.The fund’s stock investments may include common stocks, preferred stocks, and convertible securities of U.S. and foreign issuers.We construct the portfolio through a “bottom-up” structured approach focusing on stock selection as opposed to making proactive decisions as to industry sector exposure.The approach seeks to identify undervalued securities through a quantitative process that ranks stocks based on value measures, behavioral/momentum factors, and earnings quality metrics.We attempt to maintain a diversified portfolio with industry groups relative to the S&P 400 Index.

Improving Economic Data Drove Market Rally

Strengthening economic fundamentals, including improved U.S. employment and housing market data, sparked a sustained stock market rally near the start of the reporting period. Investors also were encouraged by an aggressively accommodative

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

monetary policy from the Federal Reserve Board (the “Fed”), including the launch of a new round of quantitative easing involving monthly purchases of $85 billion of U.S. government securities over an indefinite time frame. Improving conditions in overseas markets, particularly Europe, further contributed to greater investor optimism.

Economic data continued to improve and stocks generally continued to rally through the spring of 2013, with several broad measures of stock market performance reaching new record highs by mid-May. Concerns that U.S. monetary policymakers might back away from their quantitative easing program sooner than expected gave rise to heightened volatility in June, erasing some of the stock market’s previous gains. Equity markets generally stabilized in July and August as investors returned their focus to company and market fundamentals.

Selection Process Produced Strong Results in Several Sectors

Our quantitatively driven stock selection process led to particularly successful stock picks in the industrials sector. Gains were led by Alaska Air Group, which benefited from its cost advantage over other airlines, and by defense and aerospace contractor AlliantTechsystems, which reported strong earnings momentum while beating analysts’ expectations and raising future guidance. Favorable stock selections enhanced returns in the information technology sector, led by networking equipment supplier Brocade Communications Systems, which surged on better-than-expected third quarter earnings.Among financial stocks, the fund benefited from its holdings of real estate investment trusts (REITs) when income-oriented investors flocked to dividend-paying stocks offering competitive levels of current income in a low interest rate environment. Several holdings in the materials sector further contributed to the fund’s relatively strong performance.

On the other hand, the fund trailed its benchmark’s gains in the consumer staples sector, primarily due to lack of exposure to Green Mountain Coffee Roasters, which gained value after announcing a long-term deal with Starbucks and demonstrating strong quarterly earnings momentum. In the consumer discretionary sector,American Eagle Outfitters declined sharply late in the reporting period due to a second quarter

4



earnings shortfall stemming from reduced traffic and higher promotional costs. However, weakness among the fund’s consumer discretionary holdings was offset to a degree by gains in apparel maker Hanesbrands, one of the fund’s top performers for the reporting period.

Continue to Find Midcap Opportunities

The fund’s stock selection process remains driven by our systematic bottom-up analysis of individual companies.At the same time, we have noted the potential for increased market volatility stemming from geopolitical developments and the Fed’s intention to taper its quantitative easing program, which could create pockets of attractive value among fundamentally strong midcap companies.

Over the longer term, we remain committed to our disciplined approach to identifying a diversified group of carefully selected midcap stocks that, in our analysis, have the potential to deliver above-average gains. As the fund’s holdings reach full valuation, we continually seek opportunities to replace our winners with more attractively valued stocks.

September 16, 2013

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

Stocks of small- and/or midcap companies often experience sharper price fluctuations than stocks of large-cap companies.

1 Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the 
maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed 
on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past 
performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon 
redemption fund shares may be worth more or less than their original cost.The fund’s returns reflect the absorption of 
certain fund expenses by The Dreyfus Corporation pursuant to an agreement in effect through July 1, 2014, 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 dividends and, where applicable, capital gain distributions. 
The Standard & Poor’s MidCap 400 Index is a widely accepted, unmanaged total return index measuring the 
performance of the midsize company segment of the U.S. market. Investors cannot invest directly in any index. 

 

The Fund 5



FUND PERFORMANCE


  Source: Lipper Inc. 
††  The total return figures presented for ClassY shares of the fund reflect the performance of the fund’s Class A shares 
  for the period prior to 7/1/13 (the inception date for ClassY shares). 

 

Past performance is not predictive of future performance.

The above graph compares a $10,000 investment made in each of the Class A, Class C, Class I and ClassY shares of Dreyfus Structured Midcap Fund on 8/31/03 to a $10,000 investment made in each of the Standard & Poor’s MidCap 400 Index (the “S&P 400 Index”) and the Russell Midcap Index on that date.All dividends and capital gain distributions are reinvested.

On June 18, 2013, the Board authorized the fund to offer ClassY shares, as a new class of shares, to certain investors, including certain institutional investors. On July 1, 2013, ClassY shares were offered at net asset value and are not subject to certain fees, including Distribution Plan and Shareholder Services Plan fees.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on all classes.The S&P 400 Index is a widely accepted, unmanaged total return index measuring the performance of the midsize company segment of the U.S. market.The Russell Midcap Index is a widely accepted, unmanaged index of medium-cap stock market performance. Unlike a mutual fund, the indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6



Average Annual Total Returns as of 8/31/13             
  Inception Date  1 Year  5 Years   10 Years  
Class A shares               
with maximum sales charge (5.75%)  6/29/01  17.74 %  7.41 %  8.49 % 
without sales charge  6/29/01  24.94 %  8.69 %  9.14 % 
Class C shares               
with applicable redemption charge   6/29/01  23.06 %  7.92 %  8.33 % 
without redemption  6/29/01  24.06 %  7.92 %  8.33 % 
Class I shares  6/29/01  25.17 %  8.95 %  9.35 % 
Class Y shares  7/1/13  26.87 %††  9.02 %††  9.31 %†† 
Standard & Poor’s MidCap 400 Index    23.71 %  9.43 %  10.11 % 
Russell Midcap Index    24.91 %  9.08 %  10.14 % 

 

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

  The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
  date of purchase. 
††  The total return performance figures presented for ClassY shares of the fund reflect the performance of the fund’s 
  Class A shares for the period prior to 7/1/13 (the inception date for ClassY shares). 

 

The Fund 7



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Structured Midcap Fund from March 1, 2013 to August 31, 2013. 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 August 31, 2013

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††  $ 6.55  $ 10.45  $ 5.24  $ 1.50 
Ending value (after expenses)  $ 1,077.70  $ 1,073.60  $ 1,078.60  $ 1,020.10 

 

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 August 31, 2013

    Class A    Class C    Class I    Class Y 
Expenses paid per $1,000††††  $ 6.36  $ 10.16  $ 5.09  $ 4.53 
Ending value (after expenses)  $ 1,018.90  $ 1,015.12  $ 1,020.16  $ 1,020.72 

 

  From July 1, 2013 (commencement of initial offering) to August 31, 2013 for ClassY shares. 
††  Expenses are equal to the fund’s annualized expense ratio of 1.25% for Class A, 2.00% for Class C and 1.00% 
  for Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half 
  year period). Expenses are equal to the fund’s annualized expense ratio of .89% for ClassY shares, multiplied by the 
  average account value over the period, multiplied by 61/365 (to reflect the actual days in the period). 
†††  Please note that while ClassY shares commenced operations on July 1, 2013, the hypothetical expenses paid during 
  the period reflect projected activity for the full six month period for purposes of comparability.This projection assumes 
  that annualized expense ratios were in effect during the period March 1, 2013 to August 31, 2013. 
†††† Expenses are equal to the fund’s annualized expense ratio of 1.25% for Class A, 2.00% for Class C, 1.00% for 
  Class I and .89% for Class Y, multiplied by the average account value over the period, multiplied by 184/365 (to 
  reflect the one-half year period). 

 

8



STATEMENT OF INVESTMENTS

August 31, 2013

Common Stocks—98.7%  Shares   Value ($) 
Automobiles & Components—.5%       
Thor Industries  19,100   978,493 
Banks—4.5%       
Associated Banc-Corp  72,400   1,154,780 
Cathay General Bancorp  27,500   605,550 
Comerica  49,900   2,037,916 
Huntington Bancshares  194,200   1,600,208 
Regions Financial  263,600   2,477,840 
SunTrust Banks  14,200   454,684 
Webster Financial  27,300   722,358 
      9,053,336 
Capital Goods—12.3%       
AECOM Technology  91,200 a  2,656,656 
Alliant Techsystems  15,000   1,451,400 
Carlisle  16,100   1,072,260 
IDEX  21,500   1,276,455 
ITT  31,500   1,034,775 
Lennox International  62,400   4,283,760 
Lincoln Electric Holdings  60,900   3,808,077 
Oshkosh  80,800 a  3,629,536 
Terex  15,200 a  440,800 
Valmont Industries  30,600   4,129,776 
WABCO Holdings  11,800 a  920,282 
      24,703,777 
Commercial & Professional Services—2.0%       
Deluxe  103,700   4,080,595 
Consumer Durables & Apparel—3.9%       
Hanesbrands  91,300   5,430,524 
PulteGroup  157,300   2,420,847 
      7,851,371 
Consumer Services—2.2%       
Bally Technologies  59,800 a,b  4,313,374 
Wyndham Worldwide  2,600   154,336 
      4,467,710 
Diversified Financials—3.8%       
American Capital  23,900 a  298,272 
Greenhill & Co.  10,400   492,856 

 

The Fund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares   Value ($) 
Diversified Financials (continued)       
Moody’s  2,000   127,120 
SEI Investments  36,000   1,071,360 
SLM  153,700   3,687,263 
Waddell & Reed Financial, Cl. A  42,300   2,014,326 
      7,691,197 
Energy—3.4%       
HollyFrontier  94,200   4,190,016 
Marathon Petroleum  7,400   536,574 
RPC  130,200 b  1,859,256 
Valero Energy  8,500   302,005 
      6,887,851 
Food, Beverage & Tobacco—4.9%       
Coca-Cola Enterprises  33,600   1,256,640 
Hillshire Brands  130,500   4,216,455 
Ingredion  11,000   692,340 
Tootsie Roll Industries  14,274 b  428,077 
Universal  65,800 b  3,225,516 
      9,819,028 
Health Care Equipment & Services—5.5%       
Edwards Lifesciences  27,200 a  1,914,336 
Owens & Minor  3,600 b  122,796 
Patterson  21,100   841,468 
ResMed  95,600 b  4,516,144 
STERIS  16,900   691,041 
Thoratec  57,800 a  2,065,194 
Universal Health Services, Cl. B  14,300   968,825 
      11,119,804 
Household & Personal Products—.8%       
Energizer Holdings  17,200   1,699,876 
Insurance—2.6%       
Everest Re Group  6,400   876,480 
First American Financial  24,200   505,780 
Lincoln National  6,900   290,076 
Protective Life  32,400   1,353,996 

 

10



Common Stocks (continued)  Shares   Value ($)
Insurance (continued)       
Reinsurance Group of America  27,500   1,782,275 
XL Group  11,200   331,072 
      5,139,679 
Materials—7.1%       
Ball  1,900   84,398 
Cytec Industries  4,000   299,120 
Minerals Technologies  96,500   4,284,600 
NewMarket  4,500 b  1,233,810 
Packaging Corporation of America  48,200   2,556,528 
Reliance Steel & Aluminum  24,300   1,620,567 
Worthington Industries  128,300   4,276,239 
      14,355,262 
Media—2.3%       
Scholastic  28,900   852,839 
Valassis Communications  134,100 b  3,694,455 
      4,547,294 
Pharmaceuticals, Biotech & Life Sciences—5.6%       
Agilent Technologies  5,500   256,520 
Charles River Laboratories International  39,200 a  1,805,160 
Mettler-Toledo International  20,600 a  4,536,738 
Mylan  10,200 a  360,468 
Salix Pharmaceuticals  7,000 a  468,580 
Techne  4,100   317,791 
United Therapeutics  49,500 a  3,510,045 
      11,255,302 
Real Estate—8.5%       
BRE Properties  13,300 c  638,267 
Camden Property Trust  46,300 c  2,860,877 
CBL & Associates Properties  144,300 c  2,770,560 
Corrections Corporation of America  115,550 c  3,806,217 
Extra Space Storage  6,800 c  280,364 
Kimco Realty  5,700 c  114,171 
Liberty Property Trust  3,000 c  103,800 
National Retail Properties  20,300 b,c  621,789 

 

The Fund 11



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares   Value ($)
Real Estate (continued)       
Omega Healthcare Investors  24,200 c  687,280 
Potlatch  52,000 c  2,005,120 
Weingarten Realty Investors  111,500 c  3,201,165 
      17,089,610 
Retailing—5.2%       
Aaron’s  21,400   579,298 
Abercrombie & Fitch, Cl. A  42,200   1,490,082 
American Eagle Outfitters  189,400   2,740,618 
ANN  38,400 a  1,332,480 
Chico’s FAS  43,500   678,600 
Dillard’s, Cl. A  40,400   3,080,904 
PetSmart  8,100   570,483 
      10,472,465 
Semiconductors & Semiconductor       
Equipment—.6%       
Cree  4,400 a  244,156 
LSI  134,800   998,868 
      1,243,024 
Software & Services—11.0%       
Broadridge Financial Solutions  80,000   2,380,800 
CA  31,300   915,525 
Cadence Design Systems  213,700 a  2,878,539 
CoreLogic  134,800 a  3,464,360 
DST Systems  14,815   1,057,347 
FactSet Research Systems  6,000 b  614,100 
Fair Isaac  14,900   746,192 
Intuit  21,900   1,391,307 
NeuStar, Cl. A  41,100 a  2,077,194 
Rovi  55,800 a  1,000,494 

 

12



Common Stocks (continued)  Shares   Value ($)
Software & Services (continued)       
Synopsys  29,300 a  1,062,418 
Total System Services  95,600   2,645,252 
ValueClick  85,800 a  1,815,528 
      22,049,056 
Technology Hardware & Equipment—4.0%       
Brocade Communications Systems  538,400 a  3,984,160 
Harris  73,500   4,162,305 
      8,146,465 
Transportation—1.0%       
Alaska Air Group  11,900 b  673,778 
Matson  50,800   1,352,804 
      2,026,582 
Utilities—7.0%       
Aqua America  51,100   1,551,907 
Edison International  63,500   2,914,015 
IDACORP  75,100   3,595,037 
Pinnacle West Capital  20,900   1,134,243 
PNM Resources  26,800   587,188 
UGI  28,100   1,101,520 
Wisconsin Energy  75,800   3,110,832 
      13,994,742 
Total Common Stocks       
(cost $172,151,086)      198,672,519 
 
Other Investment—1.6%       
Registered Investment Company;       
Dreyfus Institutional Preferred       
Plus Money Market Fund       
     (cost $3,184,015)  3,184,015 d  3,184,015 

 

The Fund 13



STATEMENT OF INVESTMENTS (continued)

Investment of Cash Collateral         
for Securities Loaned—6.4%  Shares   Value ($)  
Registered Investment Company;         
Dreyfus Institutional Cash         
Advantage Fund         
(cost $13,044,247)  13,044,247 d  13,044,247  
 
Total Investments (cost $188,379,348)  106.7 %  214,900,781  
Liabilities, Less Cash and Receivables  (6.7 %)  (13,578,791 ) 
Net Assets  100.0 %  201,321,990  

 

a Non-income producing security. 
b Security, or portion thereof, on loan.At August 31, 2013, the value of the fund’s securities on loan was 
$13,103,867 and the value of the collateral held by the fund was $13,674,980, consisting of cash collateral of 
$13,044,247 and U.S Government & Agency securities valued at $630,733. 
c Investment in real estate investment trust. 
d Investment in affiliated money market mutual fund. 

 

Portfolio Summary (Unaudited)     
 
  Value (%)   Value (%)
Capital Goods  12.3  Diversified Financials  3.8 
Software & Services  11.0  Energy  3.4 
Real Estate  8.5  Insurance  2.6 
Money Market Investments  8.0  Media  2.3 
Materials  7.1  Consumer Services  2.2 
Utilities  7.0  Commercial & Professional Services  2.0 
Pharmaceuticals, Biotech & Life Sciences  5.6  Transportation  1.0 
Health Care Equipment & Services  5.5  Household & Personal Products  .8 
Retailing  5.2  Semiconductors & Semiconductor   
Food, Beverage & Tobacco  4.9       Equipment  .6 
Banks  4.5  Automobiles & Components  .5 
Technology Hardware & Equipment  4.0     
Consumer Durables & Apparel  3.9    106.7 
 
† Based on net assets.       
See notes to financial statements.       

 

14



STATEMENT OF ASSETS AND LIABILITIES

August 31, 2013

      Cost  Value  
Assets ($):           
Investments in securities—See Statement of Investments (including       
   securities on loan, valued at $13,103,867)—Note 1(b):         
Unaffiliated issuers    172,151,086   198,672,519  
Affiliated issuers      16,228,262  16,228,262  
Cash        99,892  
Dividends and securities lending income receivable      299,820  
Receivable for shares of Common Stock subscribed      18,935  
Prepaid expenses        61,127  
      215,380,555  
Liabilities ($):           
Due to The Dreyfus Corporation and affiliates—Note 3(c)      200,245  
Liability for securities on loan—Note 1(b)      13,044,247  
Payable for shares of Common Stock redeemed      669,632  
Accrued expenses        144,441  
        14,058,565  
Net Assets ($)      201,321,990  
Composition of Net Assets ($):           
Paid-in capital      203,700,673  
Accumulated undistributed investment income—net      713,537  
Accumulated net realized gain (loss) on investments    (29,613,653 ) 
Accumulated net unrealized appreciation         
(depreciation) on investments        26,521,433  
Net Assets ($)      201,321,990  
 
 
Net Asset Value Per Share           
  Class A  Class C  Class I  Class Y  
Net Assets ($)  106,245,453  26,061,070  69,014,447  1,020  
Shares Outstanding  4,010,106  1,064,420  2,565,297  37.90  
Net Asset Value Per Share ($)  26.49  24.48  26.90  26.91  

 

See notes to financial statements.

The Fund 15



STATEMENT OF OPERATIONS

Year Ended August 31, 2013

Investment Income ($):     
Income:     
Cash dividends (net of $187 foreign taxes withheld at source):     
Unaffiliated issuers  2,375,415  
Affiliated issuers  1,587  
Income from securities lending—Note 1(b)  30,143  
Total Income  2,407,145  
Expenses:     
Management fee—Note 3(a)  805,736  
Shareholder servicing costs—Note 3(c)  396,366  
Distribution fees—Note 3(b)  111,473  
Professional fees  82,394  
Registration fees  46,826  
Prospectus and shareholders’ reports  38,998  
Directors’ fees and expenses—Note 3(d)  17,314  
Custodian fees—Note 3(c)  14,652  
Loan commitment fees—Note 2  708  
Miscellaneous  8,417  
Total Expenses  1,522,884  
Less—reduction in expenses due to undertaking—Note 3(a)  (156,885 ) 
Less—reduction in fees due to earnings credits—Note 3(c)  (142 ) 
Net Expenses  1,365,857  
Investment Income—Net  1,041,288  
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  10,080,166  
Net unrealized appreciation (depreciation) on investments  6,065,896  
Net Realized and Unrealized Gain (Loss) on Investments  16,146,062  
Net Increase in Net Assets Resulting from Operations  17,187,350  

 

See notes to financial statements.

16



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended August 31,  
  2013 a  2012 b 
Operations ($):         
Investment income—net  1,041,288   316,178  
Net realized gain (loss) on investments  10,080,166   2,218,394  
Net unrealized appreciation         
(depreciation) on investments  6,065,896   5,332,767  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  17,187,350   7,867,339  
Dividends to Shareholders from ($):         
Investment income—net:         
Class A  (266,836 )   
Class C  (32,069 )   
Class I  (341,480 )   
Total Dividends  (640,385 )   
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  15,864,149   8,549,668  
Class B    685  
Class C  1,405,406   922,672  
Class I  24,417,922   9,549,383  
Class Y  1,000    
Net assets received in connection         
with reorganization—Note 1  112,261,207    
Dividends reinvested:         
Class A  249,886    
Class C  19,807    
Class I  336,599    
Cost of shares redeemed:         
Class A  (13,607,551 )  (8,909,071 ) 
Class B    (810,709 ) 
Class C  (2,652,901 )  (2,029,092 ) 
Class I  (21,411,400 )  (6,228,456 ) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions  116,884,124   1,045,080  
Total Increase (Decrease) in Net Assets  133,431,089   8,912,419  
Net Assets ($):         
Beginning of Period  67,890,901   58,978,482  
End of Period  201,321,990   67,890,901  
Undistributed investment income—net  713,537   312,634  

 

The Fund 17



STATEMENT OF CHANGES IN NET ASSETS (continued)

  Year Ended August 31,  
  2013 a  2012 b 
Capital Share Transactions:         
Class Ac,d         
Shares sold  643,889   416,867  
Shares issued in connection         
with reorganization—Note 1  2,653,703    
Shares issued for dividends reinvested  11,294    
Shares redeemed  (550,149 )  (446,624 ) 
Net Increase (Decrease) in Shares Outstanding  2,758,737   (29,757 ) 
Class Bd         
Shares sold    20  
Shares redeemed    (44,609 ) 
Net Increase (Decrease) in Shares Outstanding    (44,589 ) 
Class Cc         
Shares sold  60,890   48,653  
Shares issued in connection         
with reorganization—Note 1  587,537    
Shares issued for dividends reinvested  954    
Shares redeemed  (113,634 )  (108,987 ) 
Net Increase (Decrease) in Shares Outstanding  535,747   (60,334 ) 
Class I         
Shares sold  950,243   462,837  
Shares issued in connection         
with reorganization—Note 1  1,038,784    
Shares issued for dividends reinvested  15,019    
Shares redeemed  (848,913 )  (324,158 ) 
Net Increase (Decrease) in Shares Outstanding  1,155,133   138,679  
Class Y         
Shares sold  37.90    

 

a Effective July 1, 2013, the fund commenced offering ClassY shares. 
b Effective as of the close of business on March 13, 2012, the fund no longer offers Class B shares. 
c During the period ended August 31, 2013, 10,690 Class C shares representing $265,762 were exchanged for 
9,902 Class A shares. 
d During the period ended August 31, 2012, 12,108 Class B shares representing $223,031 were automatically 
converted to 11,198 Class A shares. 

 

See notes to financial statements.

18



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 August 31,      
Class A Shares  2013   2012  2011   2010   2009  
Per Share Data ($):                   
Net asset value, beginning of period  21.41   18.67  15.20   13.62   17.80  
Investment Operations:                   
Investment income (loss)—neta  .23   .11  (.05 )  .04   .09  
Net realized and unrealized                   
gain (loss) on investments  5.06   2.63  3.52   1.59   (4.20 ) 
Total from Investment Operations  5.29   2.74  3.47   1.63   (4.11 ) 
Distributions:                   
Dividends from                   
investment income—net  (.21 )      (.05 )  (.07 ) 
Net asset value, end of period  26.49   21.41  18.67   15.20   13.62  
Total Return (%)b  24.94   14.68  22.83   11.97   (23.02 ) 
Ratios/Supplemental Data (%):                   
Ratio of total expenses                   
to average net assets  1.35   1.41  1.43   1.36   1.52  
Ratio of net expenses                   
to average net assets  1.26   1.41  1.43   1.36   1.51  
Ratio of net investment income                   
(loss) to average net assets  .92   .55  (.29 )  .27   .74  
Portfolio Turnover Rate  57.54   93.44  77.12   84.88   102.59  
Net Assets, end of period ($ x 1,000)  106,245   26,786  23,916   34,811   46,780  

 

a  Based on average shares outstanding at each month end. 
b  Exclusive of sales charge. 

 

See notes to financial statements.

The Fund 19



FINANCIAL HIGHLIGHTS (continued)

      Year Ended August 31,      
Class C Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  19.80   17.40   14.25   12.82   16.78  
Investment Operations:                     
Investment income (loss)—neta  .06   (.04 )  (.17 )  (.07 )  .00 b 
Net realized and unrealized                     
gain (loss) on investments  4.68   2.44   3.32   1.50   (3.96 ) 
Total from Investment Operations  4.74   2.40   3.15   1.43   (3.96 ) 
Distributions:                     
Dividends from net realized                     
gain on investments  (.06 )         
Net asset value, end of period  24.48   19.80   17.40   14.25   12.82  
Total Return (%)c  24.06   13.79   22.11   11.15   (23.60 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  2.10   2.14   2.09   2.11   2.23  
Ratio of net expenses                     
to average net assets  2.01   2.14   2.09   2.11   2.22  
Ratio of net investment income                     
(loss) to average net assets  .26   (.20 )  (.95 )  (.49 )  .01  
Portfolio Turnover Rate  57.54   93.44   77.12   84.88   102.59  
Net Assets, end of period ($ x 1,000)  26,061   10,468   10,246   9,764   11,499  

 

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

 

See notes to financial statements.

20



      Year Ended August 31,      
Class I Shares  2013   2012  2011   2010   2009  
Per Share Data ($):                   
Net asset value, beginning of period  21.73   18.91  15.39   13.79   18.05  
Investment Operations:                   
Investment income (loss)—neta  .33   .16  (.02 )  .09   .12  
Net realized and unrealized                   
gain (loss) on investments  5.09   2.66  3.56   1.61   (4.26 ) 
Total from Investment Operations  5.42   2.82  3.54   1.70   (4.14 ) 
Distributions:                   
Dividends from investment income—net  (.25 )    (.02 )  (.10 )  (.12 ) 
Net asset value, end of period  26.90   21.73  18.91   15.39   13.79  
Total Return (%)  25.17   14.91  22.97   12.37   (22.78 ) 
Ratios/Supplemental Data (%):                   
Ratio of total expenses                   
to average net assets  1.26   1.22  1.30   1.05   1.18  
Ratio of net expenses                   
to average net assets  1.03   1.22  1.30   1.05   1.17  
Ratio of net investment income                   
(loss) to average net assets  1.27   .78  (.12 )  .57   1.01  
Portfolio Turnover Rate  57.54   93.44  77.12   84.88   102.59  
Net Assets, end of period ($ x 1,000)  69,014   30,636  24,045   46,340   46,124  
 
a Based on average shares outstanding at each month end.                
See notes to financial statements.                   

 

The Fund 21



FINANCIAL HIGHLIGHTS (continued)

  Period Ended 
Class Y Shares  August 31, 2013a 
Per Share Data ($):   
Net asset value, beginning of period  26.38 
Investment Operations:   
Investment income—netb  .02 
Net realized and unrealized gain (loss) on investments  .51 
Total from Investment Operations  .53 
Net asset value, end of period  26.91 
Total Return (%)c  2.01 
Ratios/Supplemental Data (%):   
Ratio of total expenses to average net assetsd  .97 
Ratio of net expenses to average net assetsd  .89 
Ratio of net investment income to average net assetsd  .35 
Portfolio Turnover Rate  57.54 
Net Assets, end of period ($ x 1,000)  1 

 

a  From July 1, 2013 (commencement of initial offering) to August 31, 2013. 
b  Based on average shares outstanding. 
c  Not annualized. 
d  Annualized. 

 

See notes to financial statements.

22



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

Dreyfus Structured Midcap Fund (the “fund”) is a separate diversified series of Advantage 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 twelve series, including the fund.The fund’s investment objective is to seek long-term capital growth.The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary ofThe Bank of NewYork Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser. Mellon Capital Management Corporation (“Mellon Capital”), an affiliate of Dreyfus, serves as the fund’s sub-investment adviser.

As of the close of business on June 7, 2013, pursuant to an Agreement and Plan of Reorganization previously approved by the Company’s Board of Directors (the “Board”), all of the assets, subject to the liabilities, of Dreyfus Manager Fund I—Dreyfus MidCap Core Fund (“MidCap Core”) were transferred to the fund in exchange for corresponding classes of shares of Common Stock of the fund of equal value.The purpose of the transaction was to combine two funds with comparable investment objectives and strategies. Shareholders of Class A, Class C and Class I shares of MidCap Core received Class A, Class C and Class I shares of the fund, respectively, in each case in an amount equal to the aggregate net asset value of their investment in MidCap Core at the time of the exchange.The exchange ratio for each class was as follows: Class A—.92 to 1, Class C—.91 to 1 and Class I—.94 to 1.The net asset value of the fund’s shares on the close of business June 7, 2013, after the reorganization was $26.40 for Class A, $24.44 for Class C and $26.79 for Class I shares, and a total of 2,653,703 Class A shares, 587,537 Class C shares and 1,038,784 Class I shares were issued to shareholders of MidCap Core in the exchange.

The Fund 23



NOTES TO FINANCIAL STATEMENTS (continued)

The net unrealized appreciation (depreciation) on investments and net assets prior to the acquisition as of the merger date for MidCap Core and the fund, were as follows:

 

 

 

Assuming the merger had been completed on September 1, 2012, the fund’s pro forma results in the Statement of Operations during the period ended August 31, 2013 would have been as follows:

 
 
 
 
 
1  $1,041,288 as reported in the Statement of Operations plus $766,057 MidCap Core pre-merger. 
2  $16,146,062 as reported in the Statement of Operations plus $22,819,157 MidCap Core 
  pre-merger. 

 

Because the combined funds have been managed as a single integrated fund since the merger was completed, it is not practicable to separate the amounts of revenue and earnings of MidCap Core that have been included in the fund’s Statement of Operations during the period ended August 31, 2013.

At a meeting held on June 18, 2013, the Board approved, effective July 1, 2013: (a) for the fund to offer ClassY shares; and, (b) an increase in the authorized shares of the fund from 500 million to 600 million and authorized 100 million ClassY shares.

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 600 million shares of $.001 par value Common Stock. The fund currently offers four classes of shares: ClassA (200 million shares authorized), Class C (100 million shares authorized) Class I (200 million shares authorized) and Class Y (100 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of pur-

24



chase. 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. Class Y shares are sold at net asset value per share to certain investors, including certain institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The sales charge may be reduced or waived for certain purchases of Class A shares. Effective April 1, 2013, pursuant to new/modified front-end sales charge waivers, Class A shares of the fund may be purchased at net asset value without payment of a sales charge by (a) investors who participate in a self-directed investment brokerage account program offered by financial intermediaries that have entered into an agreement with the fund’s Distributor (financial intermediaries offering self-directed investment brokerage accounts may or may not charge their customers a transaction fee) and (b) investors who purchase Class A shares directly through the fund’s Distributor, and either (i) have, or whose spouse or minor children have, beneficially owned shares and continuously maintained an open account with the Distributor in a Dreyfus-managed fund since on or before February 28, 2006, or (ii) such purchase is for a self-directed investment account that may or may not be subject to a transaction fee.

As of August 31, 2013, MBC Investments Corp., an indirect subsidiary of BNY Mellon, held all of the outstanding ClassY shares of the fund.

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

The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification is the exclusive reference of authoritative U.S. generally accepted accounting principles (“GAAP”) recognized by the

The Fund 25



NOTES TO FINANCIAL STATEMENTS (continued)

FASB to be applied by nongovernmental entities. Rules and interpretive releases of the Securities and Exchange Commission (“SEC”) under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions.Actual results could differ from those estimates.

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

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

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

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

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

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

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

26



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

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

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

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

When market quotations or official closing prices are not readily available, or are determined not to reflect accurately fair value, such as when the value of a security has been significantly affected by events after the close of the exchange or market on which the security is principally traded (for example, a foreign exchange or market), but before the fund calculates its net asset value, the fund may value these investments at fair value as determined in accordance with the procedures approved by the Board. Certain factors may be considered when fair valuing investments such as: fundamental analytical data, the nature

The Fund 27



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

The following is a summary of the inputs used as of August 31, 2013 in valuing the fund’s investments:

 
 
 
 
 
 
 
 
 
 
  See Statement of Investments for additional detailed categorizations. 

 

At August 31, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

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

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least

28



102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended August 31, 2013, The Bank of New York Mellon earned $7,706 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended August 31, 2013 were as follows:


(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,

The Fund 29



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

As of and during the period ended August 31, 2013, 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 tax year in the four-year period ended August 31, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At August 31, 2013, the components of accumulated earnings on a tax basis were as follows: undistributed ordinary income $713,537, undistributed capital gains $701,788, accumulated capital losses $30,301,442 and unrealized appreciation $26,507,434.

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

30



be utilized before the utilization of losses incurred in taxable years prior to the effective date of the 2010 Act (“pre-enactment losses”).As a result of this ordering rule, pre-enactment losses may be more likely to expire unused.

The accumulated capital loss carryover is available for federal income tax purposes to be applied against future net realized capital gains, if any, realized subsequent to August 31, 2013. If not applied, the carryover of $8,066,540 expires in fiscal year 2018.

As a result of the fund’s merger with Dreyfus MidCap Core Fund, capital losses of $22,234,902 are available to offset future realized gains, if any. Based on certain provisions in the Code, the amount of losses which can be utilized in subsequent years is subject to an annual limitation. If not applied, $372,957 of these acquired capital losses expires in fiscal year 2014, $17,566,726 expires in fiscal year 2015, $3,806,018 expires in fiscal year 2016 and $489,201 expires in fiscal year 2017.

The tax character of distributions paid to shareholders during the fiscal periods ended August 31, 2013 and August 31, 2012 were as follows: ordinary income $640,385 and $0, respectively.

During the period ended August 31, 2013, as a result of permanent book to tax differences, primarily due to the tax treatment for capital loss carryovers and wash sales from the merger, the fund decreased accumulated net realized gain/loss on investments by $22,814,994 and increased paid-in capital by the same amount. Net assets and net asset value per share were not affected by this reclassification.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $210 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

The Fund 31



NOTES TO FINANCIAL STATEMENTS (continued)

or emergency purposes, including the financing of redemptions. Prior to October 10, 2012, the unsecured credit facility with Citibank, N.A. was $225 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing. During the period ended August 31, 2013, the fund did not borrow under the Facilities.

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

(a) Pursuant to a management agreement with Dreyfus, the management fee is computed at the annual rate of .75% of the value of the fund’s average daily net assets and is payable monthly. Dreyfus has contractually agreed, from November 1, 2012 through July 1, 2014, for Class A, Class C and Class I shares and from July 1, 2013 through July 1, 2014 for Class Y shares, to waive receipt of its fees and/or assume the direct expenses of the fund so that the expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.00% of the value of the average daily net assets of their class.The reduction in expenses, pursuant to the undertaking, amounted to $156,885 during the period ended August 31, 2013.

Pursuant to a sub-investment advisory agreement between Dreyfus and Mellon Capital, the sub-investment advisory fee is payable monthly by Dreyfus, and is based upon the value of the fund’s average daily net assets, computed at the following annual rates:

Average Net Assets     
0 up to $100 million  .25 % 
$100 million up to $1 billion  .20 % 
$1 billion up to $1.5 billion  .16 % 
In excess of $1.5 billion  .10 % 

 

During the period ended August 31, 2013, the Distributor retained $3,770 from commissions earned on sales of the fund’s Class A shares and $264 from CDSCs on redemptions of the fund’s Class C shares.

32



(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended August 31, 2013, Class C shares were charged $111,473 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended August 31, 2013, Class A and Class C shares were charged $122,805 and $37,158, respectively, pursuant to the Shareholder Services Plan.

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of Dreyfus, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $53,431 for transfer agency services and $1,469 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $140.

The fund compensatesThe Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund. During the

The Fund 33



NOTES TO FINANCIAL STATEMENTS (continued)

period ended August 31, 2013, the fund was charged $14,652 pursuant to the custody agreement.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $578 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $2.

During the period ended August 31, 2013, the fund was charged $8,973 for services performed by the Chief Compliance Officer and his staff.

The components of “Due toThe Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $137,923, Distribution Plan fees $17,226, Shareholder Services Plan fees $29,334, custodian fees $8,601, Chief Compliance Officer fees $6,172 and transfer agency fees $27,124, which are offset against an expense reimbursement currently in effect in the amount of $26,135.

(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 August 31, 2013, amounted to $159,611,187 and $60,277,813, respectively.

At August 31, 2013, the cost of investments for federal income tax purposes was $188,393,347; accordingly, accumulated net unrealized appreciation on investments was $26,507,434, consisting of $32,816,467 gross unrealized appreciation and $6,309,033 gross unrealized depreciation.

34



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors
Dreyfus Structured Midcap Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus Structured Midcap Fund (one of the series comprising Advantage Funds, Inc.) as of August 31, 2013, 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 the financial highlights for each of the periods indicated therein.These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion.An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2013 by correspondence with the custodian and others. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus Structured Midcap Fund at August 31, 2013, 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
October 28, 2013

The Fund 35



IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the fund hereby reports 100% of the ordinary dividends paid during the fiscal year ended August 31, 2013 as qualifying for the corporate dividends received deduction. Also, certain dividends paid by the fund may be subject to a maximum tax rate of 15%, as provided for by the Jobs and GrowthTax Relief Reconciliation Act of 2003. Of the distributions paid during the fiscal year, $640,385 represents the maximum amount that may be considered qualified dividend income. Shareholders will receive notification in early 2014 of the percentage applicable to the preparation of their 2013 income tax returns.

36



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

At a meeting of the fund’s Board of Directors held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement, pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”), and the Sub-Investment Advisory Agreement (together, the “Agreements”), pursuant to which Mellon Capital Management Corporation (the “Sub-Adviser”) provides day-to-day management of the fund’s investments. The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from representatives of Dreyfus and the Sub-Adviser. In considering the renewal of the Agreements, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’

The Fund 37



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

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

Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

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

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

38



Expense Group median and above the Expense Universe median and the fund’s total expense ratio was above the Expense Group and Expense Universe medians.

Dreyfus representatives noted that Dreyfus has contractually agreed to waive receipt of its fees and/or assume the direct expenses of the fund, until January 1, 2014, so that the expenses of none of the classes (excluding Rule 12b-1 Distribution Plan fees, Shareholder Services Plan fees, taxes, interest expense, brokerage commissions, commitment fees on borrowings and extraordinary expenses) exceed 1.00% of the value of the average daily net assets of their class.

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

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

Analysis of Profitability and Economies of Scale. Dreyfus representatives reviewed the expenses allocated and profit received by Dreyfus and the resulting profitability percentage for managing the fund and the aggregate profitability percentage to Dreyfus of managing the funds in the Dreyfus fund complex, and the method used to determine the expenses and profit. The Board concluded that the profitability results were not unreasonable, given the services rendered and service

The Fund 39



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

levels provided by Dreyfus. The Board also had been provided with information prepared by an independent consulting firm regarding Dreyfus’ approach to allocating costs to, and determining the profitability of, individual funds and the entire Dreyfus fund complex.The consulting firm also had analyzed where any economies of scale might emerge in connection with the management of a fund.

The Board’s counsel stated that the Board should consider the profitability analysis (1) as part of the evaluation of whether the fees under the Agreements bear a reasonable relationship to the mix of services provided by Dreyfus and the Sub-Adviser, including the nature, extent and quality of such services, and (2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Since Dreyfus, and not the fund, pays the Sub-Adviser pursuant to the Sub-Investment Advisory Agreement, the Board did not consider the Sub-Adviser’s profitability to be relevant to its deliberations. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board also considered potential benefits to Dreyfus and the Sub-Adviser from acting as investment adviser and sub-investment adviser, respectively, and noted the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreements. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

40



In evaluating the Agreements, the Board considered these conclusions and determinations and also relied on its previous knowledge, gained through meetings and other interactions with Dreyfus and its affiliates and the Sub-Adviser, of the fund and the services provided to the fund by Dreyfus and the Sub-Adviser.The Board also relied on information received on a routine and regular basis throughout the year relating to the operations of the fund and the investment management and other services provided under the Agreements, including information on the investment performance of the fund in comparison to similar mutual funds and benchmark performance indices; general market outlook as applicable to the fund; and compliance reports. In addition, it should be noted that the Board’s consideration of the contractual fee arrangements for this fund had the benefit of a number of years of reviews of prior or similar agreements during which lengthy discussions took place between the Board and Dreyfus representatives. Certain aspects of the arrangements may receive greater scrutiny in some years than in others, and the Board’s conclusions may be based, in part, on their consideration of the same or similar arrangements in prior years.The Board determined that renewal of the Agreements was in the best interests of the fund and its shareholders.

The Fund 41



BOARD MEMBERS INFORMATION (Unaudited)


42




The Fund 43



OFFICERS OF THE FUND (Unaudited)


44




The Fund 45








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




 

Contents

 

THE FUND

2     

A Letter from the President

3     

Discussion of Fund Performance

6     

Fund Performance

8     

Understanding Your Fund’s Expenses

8     

Comparing Your Fund’s Expenses With Those of Other Funds

9     

Statement of Investments

12     

Statement of Assets and Liabilities

13     

Statement of Operations

14     

Statement of Changes in Net Assets

16     

Financial Highlights

19     

Notes to Financial Statements

29     

Report of Independent Registered Public Accounting Firm

30     

Information About the Renewal of the Fund’s Management Agreement

35     

Board Members Information

37     

Officers of the Fund

 

FOR MORE INFORMATION

 

Back Cover



Dreyfus
Technology Growth Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Technology Growth Fund, covering the 12-month period from September 1, 2012, through August 31, 2013. For information about how the fund performed during the reporting period, as well as general market perspectives, we provide a Discussion of Fund Performance on the pages that follow.

U.S. equities fared quite well over the past year, weathering periodic bouts of volatility after setting new record highs in the spring for many broad measures of stock market performance. Low interest rates, muted inflationary pressures, and a strong U.S. dollar helped fuel the market’s gains, as did a declining unemployment rate, rebounding housing markets, and increased production of domestic oil and natural gas.

In our analysis, the U.S. economy is nearing an inflection point to a somewhat faster growth rate.We expect a reduced fiscal drag in 2014 and beyond, and the stimulative monetary policy of the past five years should continue to support economic expansion, particularly in interest rate-sensitive industry groups. For information on how these developments may affect your investments, we urge you to discuss these matters with your financial advisor.

Thank you for your continued confidence and support.

Sincerely,


J. Charles Cardona
President
The Dreyfus Corporation
September 16, 2013

2



DISCUSSION OF FUND PERFORMANCE

For the period of September 1, 2012, through August 31, 2013, as provided by Barry K. Mills, CFA, Portfolio Manager

Fund and Market Performance Overview

For the 12-month period ended August 31, 2013, Dreyfus Technology Growth Fund’s Class A shares produced a total return of 10.93%, Class C shares returned 10.02%, and Class I shares returned 11.28%.1 In comparison, the fund’s benchmarks, the Morgan Stanley HighTechnology 35 Index (“MS HighTech 35 Index”) and the Standard & Poor’s 500® Composite Stock Price Index (“S&P 500® Index”), produced total returns of 16.20% and 18.70%, respectively, over the same period.2,3

Stocks generally rallied over the reporting period when investors responded positively to improved economic data, but subdued capital spending by businesses weighed to a degree on the information technology sector.The fund produced lower returns than its benchmarks, mainly due to underweighted exposure to large manufacturers of personal computers and related products.

The Fund’s Investment Approach

The fund seeks capital appreciation by investing in growth companies of any size that we regard as leading producers or beneficiaries of technological innovation. The fund’s investment process centers on a multi-dimensional approach that looks for opportunities across emerging growth, cyclical or stable growth companies.The fund seeks companies that appear to have strong earnings momentum, positive earnings revisions, favorable growth, product or market cycles, and/or favorable valuations.

Recovering U.S. Economy Fueled Market Gains

The reporting period began near the outset of a sustained stock market rally driven by improving U.S. employment and housing market trends. In addition, investors were encouraged by the launch of a new round of quantitative easing from the Federal Reserve Board (the “Fed”). Economic data continued to improve, and stocks generally continued to rally, through the spring of 2013. By mid-May, several broad measures of stock market performance reached new record highs. In late May, remarks by Fed Chairman Ben Bernanke were widely interpreted as a signal that

The Fund 3



DISCUSSION OF FUND PERFORMANCE (continued)

monetary policymakers would back away from their quantitative easing program sooner than expected. As a result, heightened volatility in June erased some of the stock market’s previous gains. Equity markets generally stabilized in July and August when investors realized that an end to quantitative easing would not necessarily portend higher short-term interest rates. In this environment, value stocks produced higher returns than their more growth-oriented counterparts, including those in the information technology sector.

Although information technology stocks participated in most of the broader market’s gains, they generally lagged market averages when expected increases in corporate spending failed to materialize. In addition, pronounced weakness in consumer electronics giant Apple adversely affected companies throughout its supply chain, undermining the sector’s overall results.

Secular Growth Stocks Fell Out of Favor

Throughout the reporting period, the fund maintained its focus on innovative companies that, in our judgment, stand in the vanguard of secular technology trends, such as the increasing adoption of cloud and mobile computing. However, such companies lagged sector averages over the reporting period. Instead, the sector’s relatively mild advance was led by personal computer-related companies that rallied from depressed levels. For example, the fund did not own Internet portal Yahoo! or hardware maker Hewlett-Packard, where investors hoped new management teams would engineer turnarounds.

The fund also received disappointing results from software developers, which generally reported disappointing earnings during the first quarter of 2013. For example, remote access specialist Citrix Systems saw revenues decline along with sales of desktop computers to corporations, and data management specialist Teradata struggled in the weak capital spending environment. Communications semiconductors maker Skyworks Solutions was undermined by industry-wide supply-and-demand concerns and its role as a supplier to Apple.

The fund achieved better results from other segments of the information technology sector. Communications networking provider Ciena benefited from rising order volumes from large telecommunications companies. Business-oriented social media service LinkedIn reported strong growth in subscribers and advertising revenue.

4



Enterprise cloud computing firm salesforce.com advanced along with the popularity of “software as a service,” in which applications are hosted in the cloud rather than on businesses’ servers. The company also benefited from its expansion into digital marketing. Finally, the fund did not own many of the personal computer-oriented companies, such as chip maker Intel, that have been hurt during the transition to mobile computing.

A Constructive Outlook

Despite the technology sector’s lagging performance over the reporting period, we remain optimistic regarding its long-term prospects. We believe that businesses’ reluctance to commit to capital investments is likely to be temporary, and valuations of fundamentally sound technology companies have become more attractive.

We have identified opportunities in a number of sub-sectors that we expect to benefit from a stronger economic recovery and various catalysts for growth.We have found a relatively large number of opportunities among manufacturers of semiconductors and communications equipment, but fewer stocks have met our investment criteria among software developers and enterprise-focused technology service providers.

September 16, 2013

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

The technology sector has been among the most volatile sectors of the stock market.Technology companies involve greater risk because their revenue and/or earnings tend to be less predictable and some companies may be experiencing significant losses.

1 Total return includes reinvestment of dividends and any capital gains paid, and does not take into consideration the 
maximum initial sales charge in the case of Class A shares, or the applicable contingent deferred sales charge imposed 
on redemptions in the case of Class C shares. Had these charges been reflected, returns would have been lower. Past 
performance is no guarantee of future results. Share price, yield and investment return fluctuate such that upon 
redemption, fund shares may be worth more or less than their original cost. 
2 SOURCE: BLOOMBERG L.P. — Reflects reinvestment of net dividends and, where applicable, capital gain 
distributions.The Morgan Stanley High Technology 35 Index is an unmanaged, equal dollar-weighted index of 35 
stocks from the electronics-based subsectors.The index does not take into account fees and expenses to which the fund 
is subject. Investors cannot invest directly in any index. 
3 SOURCE: LIPPER INC. — Reflects monthly reinvestment of dividends and, where applicable, capital gain 
distributions.The Standard & Poor’s 500® Composite Stock Price Index is a widely accepted, unmanaged index of 
U.S. stock market performance.The index does not take into account fees and expenses to which the fund is subject. 
Investors cannot invest directly in any index. 

 

The Fund 5



FUND PERFORMANCE


  Source: Bloomberg L.P. 
††  Source: Lipper Inc. 

 

Past performance is not predictive of future performance.

The above graph compares a $10,000 investment made in each of the Class A, Class C and Class I shares of Dreyfus Technology Growth Fund on 8/31/03 to a $10,000 investment made in each of the Standard & Poor’s 500 Composite Stock Price Index (the “S&P 500 Index”) and the Morgan Stanley High Technology 35 Index (the “MS High Tech 35 Index”) on that date.All dividends and capital gain distributions are reinvested.

The fund’s performance shown in the line graph above takes into account the maximum initial sales charge on Class A shares and all other applicable fees and expenses on all classes.The S&P 500 Index is a widely accepted, unmanaged index of U.S. stock market performance.The MS High Tech 35 Index reflects reinvestment of net dividends and, where applicable, capital gain distributions.The MS High Tech 35 Index is an unmanaged, equal dollar-weighted index from the electronics-based subsectors. Unlike a mutual fund, the indices are not subject to charges, fees and other expenses. Investors cannot invest directly in any index. Further information relating to fund performance, including expense reimbursements, if applicable, is contained in the Financial Highlights section of the prospectus and elsewhere in this report.

6



Average Annual Total Returns as of 8/31/13             
 
  1 Year 5 Years   10 Years  
Class A shares             
with maximum sales charge (5.75%)  4.55 %  7.86 %  5.39 % 
without sales charge  10.93 %  9.14 %  6.01 % 
Class C shares             
with applicable redemption charge   9.02 %  8.17 %  5.06 % 
without redemption  10.02 %  8.17 %  5.06 % 
Class I shares  11.28 %  9.57 %  6.43 % 
Morgan Stanley             
     High Technology 35 Index  16.20 %  7.93 %  7.21 % 
Standard & Poor’s 500             
Composite Stock Price Index  18.70 %  7.31 %  7.12 % 

 

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

† The maximum contingent deferred sales charge for Class C shares is 1% for shares redeemed within one year of the 
date of purchase. 

 

The Fund 7



UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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

Review your fund’s expenses

The table below shows the expenses you would have paid on a $1,000 investment in Dreyfus Technology Growth Fund from March 1, 2013 to August 31, 2013. 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 August 31, 2013

    Class A    Class C    Class I 
Expenses paid per $1,000  $ 7.14  $ 11.60  $ 5.63 
Ending value (after expenses)  $ 1,067.70  $ 1,063.00  $ 1,069.20 

 

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 August 31, 2013

    Class A    Class C    Class I 
Expenses paid per $1,000  $ 6.97  $ 11.32  $ 5.50 
Ending value (after expenses)  $ 1,018.30  $ 1,013.96  $ 1,019.76 

 

† Expenses are equal to the fund’s annualized expense ratio of 1.37% for Class A, 2.23% for Class C and 1.08% 
for Class I, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half 
year period). 

 

8



STATEMENT OF INVESTMENTS

August 31, 2013

Common Stocks—97.9%  Shares    Value ($) 
Communications Equipment—16.7%       
Ciena  646,650  a  12,881,268 
JDS Uniphase  517,370  a  6,637,857 
Juniper Networks  583,280  a  11,023,992 
QUALCOMM  96,870    6,420,544 
T-Mobile US  203,420  a  4,749,857 
      41,713,518 
Computers & Peripherals—6.0%       
EMC  350,570    9,037,695 
SanDisk  109,270    6,029,519 
      15,067,214 
Electronic Equipment & Instruments—6.8%       
Amphenol, Cl. A  85,720    6,495,004 
Analog Devices  225,620    10,441,694 
      16,936,698 
Internet & Catalog Retail—8.1%       
Amazon.com  32,980  a  9,266,720 
priceline.com  11,660  a  10,943,260 
      20,209,980 
Internet Software & Services—17.4%       
Akamai Technologies  228,660  a  10,513,787 
Facebook, Cl. A  386,230  a  15,943,574 
Google, Cl. A  11,168  a  9,458,179 
LinkedIn, Cl. A  31,120  a  7,470,045 
      43,385,585 
IT Services—11.8%       
Automatic Data Processing  144,060    10,251,310 
Cognizant Technology Solutions, Cl. A  95,707  a  7,015,323 
International Business Machines  31,890    5,812,590 
MasterCard, Cl. A  10,580    6,412,326 
      29,491,549 

 

The Fund 9



STATEMENT OF INVESTMENTS (continued)

Common Stocks (continued)  Shares    Value ($) 
Semiconductors & Semiconductor       
Equipment—19.2%       
Applied Materials  667,350    10,016,923 
Avago Technologies  139,160    5,359,052 
Micron Technology  375,410  a  5,094,314 
Taiwan Semiconductor       
Manufacturing, ADR  255,170    4,225,615 
Texas Instruments  301,120    11,502,784 
Xilinx  271,840    11,803,293 
      48,001,981 
Software—11.9%       
Adobe Systems  107,410  a  4,914,007 
Microsoft  259,190    8,656,946 
salesforce.com  208,900  a  10,263,257 
ServiceNow  128,990  a  6,047,051 
      29,881,261 
Total Common Stocks       
(cost $192,044,918)      244,687,786 
 
Limited Partnership Interests-.2%       
Semiconductors &       
Semiconductor Equipment       
Bluestream Ventures, LPa,c       
(cost $2,061,175)      548,348 

 

10



Other Investment—1.2%  Shares   Value ($) 
Registered Investment Company;       
Dreyfus Institutional Preferred       
    Plus Money Market Fund       
(cost $3,085,877)  3,085,877 b  3,085,877 
 
Total Investments (cost $197,191,970)  99.3 %  248,322,011 
Cash and Receivables (Net)  .7 %  1,776,089 
Net Assets  100.0 %  250,098,100 

 

ADR—American Depository Receipts

a Non-income producing security. 
b Investment in affiliated money market mutual fund. 
c Securities restricted as to public resale. Investment in restricted securities with aggregate value of $548,348 
representing .2% of net assets (see below). 

 

Issuer  Acquisition Date  Cost ($)  Net Assets (%)  Valuation ($) 
Bluestream Ventures, LP  4/28/2005-6/11/2008  2,061,175  .2  548,348 

 

† The valuation of these securities has been determined in good faith by management under the direction of the 
Board of Directors. 

 

Portfolio Summary (Unaudited)††     
 
  Value (%)    Value (%) 
Semiconductors &    Internet & Catalog Retail  8.1 
Semiconductor Equipment  19.4  Electronic Equipment & Instruments  6.8 
Internet Software & Services  17.4  Computers & Peripherals  6.0 
Communications Equipment  16.7  Money Market Investment  1.2 
Software  11.9     
IT Services  11.8    99.3 

 

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

 

The Fund 11



STATEMENT OF ASSETS AND LIABILITIES

August 31, 2013

    Cost  Value  
Assets ($):         
Investments in securities—See Statement of Investments:       
Unaffiliated issuers    194,106,093  245,236,134  
Affiliated issuers    3,085,877  3,085,877  
Cash      96,715  
Receivable for investment securities sold      2,237,487  
Dividends receivable      208,139  
Receivable for shares of Common Stock subscribed    19,198  
Prepaid expenses      27,223  
      250,910,773  
Liabilities ($):         
Due to The Dreyfus Corporation and affiliates—Note 3(c)    330,459  
Payable for shares of Common Stock redeemed      265,906  
Accrued expenses      216,308  
      812,673  
Net Assets ($)      250,098,100  
Composition of Net Assets ($):         
Paid-in capital      194,677,661  
Accumulated investment (loss)—net      (1,063,750 ) 
Accumulated net realized gain (loss) on investments    5,354,148  
Accumulated net unrealized appreciation         
(depreciation) on investments      51,130,041  
Net Assets ($)      250,098,100  
 
 
Net Asset Value Per Share         
  Class A  Class C  Class I  
Net Assets ($)  212,378,010  25,253,437  12,466,653  
Shares Outstanding  5,565,499  751,635  309,061  
Net Asset Value Per Share ($)  38.16  33.60  40.34  

 

See notes to financial statements.

12



STATEMENT OF OPERATIONS

Year Ended August 31, 2013

Investment Income ($):     
Income:     
Cash dividends (net of $25,572 foreign taxes withheld at source):     
   Unaffiliated issuers  2,134,999  
Affiliated issuers  4,949  
Income from securities lending—Note 1(b)  85,835  
Total Income  2,225,783  
Expenses:     
Management fee—Note 3(a)  1,953,020  
Shareholder servicing costs—Note 3(c)  1,381,227  
Distribution fees—Note 3(b)  195,997  
Prospectus and shareholders’ reports  104,705  
Professional fees  53,337  
Registration fees  44,226  
Directors’ fees and expenses—Note 3(d)  24,349  
Custodian fees—Note 3(c)  19,626  
Loan commitment fees—Note 2  1,546  
Interest expense—Note 2  756  
Miscellaneous  22,363  
Total Expenses  3,801,152  
Less—reduction in fees due to earnings credits—Note 3(c)  (1,610 ) 
Net Expenses  3,799,542  
Investment (Loss)—Net  (1,573,759 ) 
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):     
Net realized gain (loss) on investments  30,662,333  
Net unrealized appreciation (depreciation) on investments  (3,379,076 ) 
Net Realized and Unrealized Gain (Loss) on Investments  27,283,257  
Net Increase in Net Assets Resulting from Operations  25,709,498  

 

See notes to financial statements.

The Fund 13



STATEMENT OF CHANGES IN NET ASSETS

  Year Ended August 31,  
  2013   2012 a 
Operations ($):         
Investment (loss)—net  (1,573,759 )  (2,029,140 ) 
Net realized gain (loss) on investments  30,662,333   10,302,134  
Net unrealized appreciation         
(depreciation) on investments  (3,379,076 )  30,650,215  
Net Increase (Decrease) in Net Assets         
Resulting from Operations  25,709,498   38,923,209  
Capital Stock Transactions ($):         
Net proceeds from shares sold:         
Class A  19,822,487   40,332,346  
Class B    16,245  
Class C  2,406,109   1,540,108  
Class I  7,517,588   10,088,336  
Cost of shares redeemed:         
Class A  (63,928,305 )  (64,521,416 ) 
Class B    (1,105,881 ) 
Class C  (7,001,384 )  (5,935,073 ) 
Class I  (9,791,035 )  (13,857,506 ) 
Increase (Decrease) in Net Assets         
from Capital Stock Transactions  (50,974,540 )  (33,442,841 ) 
Total Increase (Decrease) in Net Assets  (25,265,042 )  5,480,368  
Net Assets ($):         
Beginning of Period  275,363,142   269,882,774  
End of Period  250,098,100   275,363,142  
Accumulated investment (loss)—net  (1,063,750 )   

 

14



  Year Ended August 31,  
  2013   2012 a 
Capital Share Transactions:         
Class Ab,c         
Shares sold  558,585   1,191,526  
Shares redeemed  (1,809,000 )  (2,016,252 ) 
Net Increase (Decrease) in Shares Outstanding  (1,250,415 )  (824,726 ) 
Class Bb         
Shares sold    394  
Shares redeemed    (37,833 ) 
Net Increase (Decrease) in Shares Outstanding    (37,439 ) 
Class Cc         
Shares sold  76,596   45,899  
Shares redeemed  (223,036 )  (203,519 ) 
Net Increase (Decrease) in Shares Outstanding  (146,440 )  (157,620 ) 
Class I         
Shares sold  199,835   294,207  
Shares redeemed  (262,753 )  (403,044 ) 
Net Increase (Decrease) in Shares Outstanding  (62,918 )  (108,837 ) 

 

a Effective as of the close of business on March 13, 2012, the fund no longer offers Class B shares. 
b During the period ended August 31, 2012, 20,762 Class B shares representing $613,816 were automatically 
converted to 18,272 Class A shares. 
c During the period ended August 31, 2013, 52,151 Class C shares representing $1,689,179 were exchanged for 
46,027 Class A shares. 

 

See notes to financial statements.

The Fund 15



FINANCIAL HIGHLIGHTS

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

      Year Ended August 31,      
Class A Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  34.40   29.58   25.75   21.63   24.63  
Investment Operations:                     
Investment (loss)—neta  (.19 )  (.22 )  (.25 )  (.27 )  (.13 ) 
Net realized and unrealized                     
gain (loss) on investments  3.95   5.04   4.08   4.39   (2.87 ) 
Total from Investment Operations  3.76   4.82   3.83   4.12   (3.00 ) 
Net asset value, end of period  38.16   34.40   29.58   25.75   21.63  
Total Return (%)b  10.93   16.30   14.87   19.05   (12.22 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  1.39   1.45   1.36   1.51   1.70  
Ratio of net expenses                     
to average net assets  1.39   1.45   1.36   1.51   1.67  
Ratio of net investment                     
(loss) to average net assets  (.54 )  (.67 )  (.79 )  (1.09 )  (.72 ) 
Portfolio Turnover Rate  54.34   69.20   90.28   110.92   122.48  
Net Assets, end of period ($ x 1,000)  212,378   234,452   226,016   242,999   214,170  

 

a  Based on average shares outstanding at each month end. 
b  Exclusive of sales charge. 

 

See notes to financial statements.

16



      Year Ended August 31,      
Class C Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  30.54   26.48   23.25   19.71   22.69  
Investment Operations:                     
Investment (loss)—neta  (.43 )  (.43 )  (.47 )  (.45 )  (.29 ) 
Net realized and unrealized                     
gain (loss) on investments  3.49   4.49   3.70   3.99   (2.69 ) 
Total from Investment Operations  3.06   4.06   3.23   3.54   (2.98 ) 
Net asset value, end of period  33.60   30.54   26.48   23.25   19.71  
Total Return (%)b  10.02   15.33   13.89   17.96   (13.13 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  2.23   2.27   2.21   2.44   2.76  
Ratio of net expenses                     
to average net assets  2.23   2.27   2.21   2.43   2.73  
Ratio of net investment                     
(loss) to average net assets  (1.37 )  (1.49 )  (1.63 )  (2.03 )  (1.78 ) 
Portfolio Turnover Rate  54.34   69.20   90.28   110.92   122.48  
Net Assets, end of period ($ x 1,000)  25,253   27,428   27,954   23,274   21,655  

 

a  Based on average shares outstanding at each month end. 
b  Exclusive of sales charge. 

 

See notes to financial statements.

The Fund 17



FINANCIAL HIGHLIGHTS (continued)

      Year Ended August 31,      
Class I Shares  2013   2012   2011   2010   2009  
Per Share Data ($):                     
Net asset value, beginning of period  36.25   31.06   26.94   22.55   25.54  
Investment Operations:                     
Investment (loss)—neta  (.08 )  (.11 )  (.14 )  (.20 )  (.07 ) 
Net realized and unrealized                     
gain (loss) on investments  4.17   5.30   4.26   4.59   (2.92 ) 
Total from Investment Operations  4.09   5.19   4.12   4.39   (2.99 ) 
Net asset value, end of period  40.34   36.25   31.06   26.94   22.55  
Total Return (%)  11.28   16.71   15.30   19.47   (11.71 ) 
Ratios/Supplemental Data (%):                     
Ratio of total expenses                     
to average net assets  1.07   1.08   1.01   1.19   1.28  
Ratio of net expenses                     
to average net assets  1.07   1.08   1.01   1.19   1.24  
Ratio of net investment                     
(loss) to average net assets  (.22 )  (.32 )  (.42 )  (.76 )  (.39 ) 
Portfolio Turnover Rate  54.34   69.20   90.28   110.92   122.48  
Net Assets, end of period ($ x 1,000)  12,467   13,483   14,932   3,782   2,350  

 

a Based on average shares outstanding at each month end. 
See notes to financial statements. 

 

18



NOTES TO FINANCIAL STATEMENTS

NOTE 1—Significant Accounting Policies:

DreyfusTechnology Growth Fund (the “fund”) is a separate diversified series of Advantage 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 twelve series, including the fund. The fund’s investment objective is to seek capital appreciation. The Dreyfus Corporation (the “Manager” or “Dreyfus”), a wholly-owned subsidiary of The Bank of New York Mellon Corporation (“BNY Mellon”), serves as the fund’s investment adviser.

MBSC Securities Corporation (the “Distributor”), a wholly-owned subsidiary of the Manager, is the distributor of the fund’s shares.The fund is authorized to issue 500 million shares of $.001 par value Common Stock.The fund currently offers three classes of shares: Class A (200 million shares authorized), Class C (100 million shares authorized) and Class I (200 million shares authorized). Class A shares generally are subject to a sales charge imposed at the time of purchase. Class C shares are subject to a contingent deferred sales charge (“CDSC”) imposed on Class C shares redeemed within one year of purchase. Class I shares are sold at net asset value per share only to institutional investors. Other differences between the classes include the services offered to and the expenses borne by each class, the allocation of certain transfer agency costs and certain voting rights. Income, expenses (other than expenses attributable to a specific class), and realized and unrealized gains or losses on investments are allocated to each class of shares based on its relative net assets.

The sales charge may be reduced or waived for certain purchases of Class A shares. Effective April 1, 2013, pursuant to new/modified front-end sales charge waivers, Class A shares of the fund may be purchased at net asset value without payment of a sales charge by (a) investors who participate in a self-directed investment brokerage account program offered by financial intermediaries that have entered into an agreement with the fund’s Distributor (financial intermedi-

The Fund 19



NOTES TO FINANCIAL STATEMENTS (continued)

aries offering self directed investment brokerage accounts may or may not charge their customers a transaction fee) and (b) investors who purchase Class A shares directly through the fund’s Distributor, and either (i) have, or whose spouse or minor children have, beneficially owned shares and continuously maintained an open account with the Distributor in a Dreyfus-managed fund since on or before February 28, 2006, or (ii) such purchase is for a self-directed investment account that may or may not be subject to a transaction fee.

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

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

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

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

20



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

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

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

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

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

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

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

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

The Fund 21



NOTES TO FINANCIAL STATEMENTS (continued)

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

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

The fair value of the fund’s interest in a limited partnership represents the amount that the fund could reasonably expect to receive from the limited partnership if the fund’s capital was withdrawn from the limited partnership at the time of valuation, based on information available at the time the valuation is made and that the fund believes to be reliable. The valuation utilizes financial information supplied by the limited partnership with adjustments made daily for any underlying exchange traded securities. Limited partnerships are categorized within Level 3 of the fair value hierarchy.

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

22



The following is a summary of the inputs used as of August 31, 2013 in valuing the fund’s investments:


  See Statement of Investments for additional detailed categorizations. 

 

At August 31, 2013, there were no transfers between Level 1 and Level 2 of the fair value hierarchy.

The following is a reconciliation of Level 3 assets for which significant unobservable inputs were used to determine fair value:


The Fund 23



NOTES TO FINANCIAL STATEMENTS (continued)

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

Pursuant to a securities lending agreement with The Bank of New York Mellon, a subsidiary of BNY Mellon and an affiliate of Dreyfus, the fund may lend securities to qualified institutions. It is the fund’s policy that, at origination, all loans are secured by collateral of at least 102% of the value of U.S. securities loaned and 105% of the value of foreign securities loaned. Collateral equivalent to at least 100% of the market value of securities on loan is maintained at all times. Collateral is either in the form of cash, which can be invested in certain money market mutual funds managed by the Manager or U.S. Government and Agency securities. The fund is entitled to receive all dividends, interest and distributions on securities loaned, in addition to income earned as a result of the lending transaction. Should a borrower fail to return the securities in a timely manner, The Bank of New York Mellon is required to replace the securities for the benefit of the fund or credit the fund with the market value of the unreturned securities and is subrogated to the fund’s rights against the borrower and the collateral. During the period ended August 31, 2013, The Bank of New York Mellon earned $28,009 from lending portfolio securities, pursuant to the securities lending agreement.

(c) Affiliated issuers: Investments in other investment companies advised by Dreyfus are defined as “affiliated” under the Act. Investments in affiliated investment companies during the period ended August 31, 2013 were as follows:


24




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

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

As of and during the period ended August 31, 2013, 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 tax year in the four-year period ended August 31, 2013 remains subject to examination by the Internal Revenue Service and state taxing authorities.

At August 31, 2013, the components of accumulated earnings on a tax basis were as follows: undistributed capital gains $5,415,794 and unrealized appreciation $51,068,395. In addition, the fund deferred

The Fund 25



NOTES TO FINANCIAL STATEMENTS (continued)

for tax purposes late year ordinary losses of $1,063,750 to the first day of the following fiscal year.

During the period ended August 31, 2013, as a result of permanent book to tax differences, primarily due to the tax treatment for net operating losses and limited partnerships, the fund increased accumulated undistributed investment income-net by $510,009, decreased accumulated net realized gain (loss) on investments by $58,326 and decreased paid-in capital by $451,683. Net assets and net asset value per share were not affected by this reclassification.

NOTE 2—Bank Lines of Credit:

The fund participates with other Dreyfus-managed funds in a $210 million unsecured credit facility led by Citibank, N.A. and a $300 million unsecured credit facility provided by The Bank of New York Mellon (each, a “Facility”), each to be utilized primarily for temporary or emergency purposes, including the financing of redemptions. Prior to October 10, 2012, the unsecured credit facility with Citibank, N.A. was $225 million. In connection therewith, the fund has agreed to pay its pro rata portion of commitment fees for each Facility. Interest is charged to the fund based on rates determined pursuant to the terms of the respective Facility at the time of borrowing.

The average amount of borrowings outstanding under the Facilities during the period ended August 31, 2013 was approximately $66,600 with a related weighted average annualized interest rate of 1.14%.

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 .75% of the value of the fund’s average daily net assets and is payable monthly.

During the period ended August 31, 2013, the Distributor retained $6,916 from commissions earned on sales of the fund’s Class A shares and $1,821 from CDSCs on redemptions of the fund’s Class C shares.

26



(b) Under the Distribution Plan adopted pursuant to Rule 12b-1 under the Act, Class C shares pay the Distributor for distributing its shares at an annual rate of .75% of the value of its average daily net assets. During the period ended August 31, 2013, Class C shares were charged $195,997 pursuant to the Distribution Plan.

(c) Under the Shareholder Services Plan, Class A and Class C shares pay the Distributor at an annual rate of .25% of the value of their average daily net assets for the provision of certain services.The services provided may include personal services relating to shareholder accounts, such as answering shareholder inquiries regarding the fund and providing reports and other information, and services related to the maintenance of shareholder accounts.The Distributor may make payments to Service Agents (securities dealers, financial institutions or other industry professionals) with respect to these services. The Distributor determines the amounts to be paid to Service Agents. During the period ended August 31, 2013, Class A and Class C shares were charged $553,676 and $65,332, respectively, pursuant to the Shareholder Services Plan.

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

The fund compensates DreyfusTransfer, Inc., a wholly-owned subsidiary of the Manager, under a transfer agency agreement for providing transfer agency services for the fund and cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $273,898 for transfer agency services and $12,239 for cash management services. These fees are included in Shareholder servicing costs in the Statement of Operations. Cash management fees were partially offset by earnings credits of $1,562.

The Fund 27



NOTES TO FINANCIAL STATEMENTS (continued)

The fund compensatesThe Bank of NewYork Mellon under a custody agreement for providing custodial services for the fund. During the period ended August 31, 2013, the fund was charged $19,626 pursuant to the custody agreement.

The fund compensates The Bank of New York Mellon under a cash management agreement for performing certain cash management services related to fund subscriptions and redemptions. During the period ended August 31, 2013, the fund was charged $6,885 pursuant to the cash management agreement, which is included in Shareholder servicing costs in the Statement of Operations.These fees were partially offset by earnings credits of $48.

During the period ended August 31, 2013, the fund was charged $8,973 for services performed by the Chief Compliance Officer and his staff.

The components of “Due to The Dreyfus Corporation and affiliates” in the Statement of Assets and Liabilities consist of: management fees $162,673, Distribution Plan fees $16,428, Shareholder Services Plan fees $51,506, custodian fees $8,955, Chief Compliance Officer fees $6,172 and transfer agency fees $84,725.

(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 August 31, 2013 amounted to $137,969,418 and $192,954,425, respectively.

At August 31, 2013, the cost of investments for federal income tax purposes was $197,253,616; accordingly, accumulated net unrealized appreciation on investments was $51,068,395, consisting of $55,760,014 gross unrealized appreciation and $4,691,619 gross unrealized depreciation.

28



REPORT OF INDEPENDENT REGISTERED
PUBLIC ACCOUNTING FIRM

Shareholders and Board of Directors
Dreyfus Technology Growth Fund

We have audited the accompanying statement of assets and liabilities, including the statement of investments, of Dreyfus Technology Growth Fund (one of the series comprising Advantage Funds, Inc.) as of August 31, 2013, 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 the financial highlights for each of the five years in the period then ended.These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States).Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement.We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of August 31, 2013 by correspondence with the custodian and others.We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Dreyfus Technology Growth Fund at August 31, 2013, 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 five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

New York, New York October 28, 2013

The Fund 29



INFORMATION ABOUT THE RENEWAL OF THE
FUND’S MANAGEMENT AGREEMENT (Unaudited)

At a meeting of the fund’s Board of Directors held on March 4-5, 2013, the Board considered the renewal of the fund’s Management Agreement pursuant to which Dreyfus provides the fund with investment advisory and administrative services (the “Agreement”). The Board members, none of whom are “interested persons” (as defined in the Investment Company Act of 1940, as amended) of the fund, were assisted in their review by independent legal counsel and met with counsel in executive session separate from Dreyfus representatives. In considering the renewal of the Agreement, the Board considered all factors that it believed to be relevant, including those discussed below.The Board did not identify any one factor as dispositive, and each Board member may have attributed different weights to the factors considered.

Analysis of Nature, Extent, and Quality of Services Provided to the Fund. The Board considered information provided to them at the meeting and in previous presentations from Dreyfus representatives regarding the nature, extent, and quality of the services provided to funds in the Dreyfus fund complex. Dreyfus provided the number of open accounts in the fund, the fund’s asset size and the allocation of fund assets among distribution channels. Dreyfus also had previously provided information regarding the diverse intermediary relationships and distribution channels of funds in the Dreyfus fund complex (such as retail direct or intermediary, in which intermediaries typically are paid by the fund and/or Dreyfus) and Dreyfus’ corresponding need for broad, deep, and diverse resources to be able to provide ongoing shareholder services to each intermediary or distribution channel, as applicable to the fund.

The Board also considered research support available to, and portfolio management capabilities of, the fund’s portfolio management personnel and that Dreyfus also provides oversight of day-to-day fund operations, including fund accounting and administration and assistance in meeting legal and regulatory requirements.The Board also considered Dreyfus’ extensive administrative, accounting, and compliance infrastructures.The Board also considered portfolio management’s brokerage policies and practices (including policies and practices regarding soft dollars) and the standards applied in seeking best execution.

30



Comparative Analysis of the Fund’s Performance and Management Fee and Expense Ratio. The Board reviewed reports prepared by Lipper, Inc. (“Lipper”), an independent provider of investment company data, which included information comparing (1) the fund’s performance with the performance of a group of comparable funds (the “Performance Group”) and with a broader group of funds (the “Performance Universe”), all for various periods ended December 31, 2012, and (2) the fund’s actual and contractual management fees and total expenses with those of a group of comparable funds (the “Expense Group”) and with a broader group of funds (the “Expense Universe”), the information for which was derived in part from fund financial statements available to Lipper as of the date of its analysis. Dreyfus previously had furnished the Board with a description of the methodology Lipper used to select the Performance Group and Performance Universe and the Expense Group and Expense Universe.

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

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

The Fund 31



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

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

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

The Board’s counsel stated that the Board should consider the profitability analysis (1) as part of the evaluation of whether the fees under the Agreement bear a reasonable relationship to the mix of services provided by Dreyfus, including the nature, extent and quality of such services, and

32



(2) in light of the relevant circumstances for the fund and the extent to which economies of scale would be realized if the fund grows and whether fee levels reflect these economies of scale for the benefit of fund shareholders. Dreyfus representatives also noted that, as a result of shared and allocated costs among funds in the Dreyfus fund complex, the extent of economies of scale could depend substantially on the level of assets in the complex as a whole, so that increases and decreases in complex-wide assets can affect potential economies of scale in a manner that is disproportionate to, or even in the opposite direction from, changes in the fund’s asset level.The Board also considered potential benefits to Dreyfus from acting as investment adviser and noted the soft dollar arrangements in effect for trading the fund’s investments.

At the conclusion of these discussions, the Board agreed that it had been furnished with sufficient information to make an informed business decision with respect to the renewal of the Agreement. Based on the discussions and considerations as described above, the Board concluded and determined as follows.

The Fund 33



INFORMATION ABOUT THE RENEWAL OF THE FUND’S
MANAGEMENT AGREEMENT (Unaudited) (continued)

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

34



BOARD MEMBERS INFORMATION (Unaudited)


The Fund 35



BOARD MEMBERS INFORMATION (Unaudited) (continued)


36



OFFICERS OF THE FUND (Unaudited)


The Fund 37



OFFICERS OF THE FUND (Unaudited) (continued)


38





NOTES






 

Item 2.                        Code of Ethics.

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

Item 3.                        Audit Committee Financial Expert.

The Registrant's Board has determined that Mr. David P. Feldman, 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. Feldman 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 $226,766 in 2012 and $232,140 in 2013.

 

(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 $36,000 in 2012 and $46,601 in 2013. These services consisted of one or more of the following: (i) agreed upon procedures related to compliance with Internal Revenue Code section 817(h), (ii) security counts required by Rule 17f-2 under the Investment Company Act of 1940, as amended, (iii) advisory services as to the accounting or disclosure treatment of Registrant transactions or events and (iv) advisory services to the accounting or disclosure treatment of the actual or potential impact to the Registrant of final or proposed rules, standards or interpretations by the Securities and Exchange Commission, the Financial Accounting Standards Boards or other regulatory or standard-setting bodies.

 

The aggregate fees billed in the Reporting Periods for non-audit assurance and related services by the Auditor to the Registrant's investment adviser (not including any sub-investment adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by or under common control with the investment adviser that provides ongoing services to the Registrant ("Service Affiliates"), that were reasonably related to the performance of the annual audit of the Service Affiliate, which required pre-approval by the Audit Committee were $0 in 2012 and $0 in 2013.

 

(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 $31,905 in 2012 and $30,359 in 2013. These services consisted of: (i) review or preparation of U.S. federal, state, local and excise tax returns; (ii) U.S. federal, state and local tax planning, advice and assistance regarding statutory, regulatory or administrative developments; (iii) tax advice regarding tax qualification matters and/or treatment of various financial instruments held or proposed to be acquired or held, and (iv) determination of Passive Foreign Investment Companies. The aggregate fees billed in the Reporting Periods for Tax Services by the Auditor to Service Affiliates, which required pre-approval by the Audit Committee were $0 in 2012 and $0 in 2013. 

 

(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 $6,662 in 2012 and $6,777 in 2013.  [These services consisted of a review of the Registrant's anti-money laundering program].

 


 

 

 

The aggregate fees billed in the Reporting Periods for Non-Audit Services by the Auditor to Service Affiliates, other than the services reported in paragraphs (b) through (c) of this Item, which required pre-approval by the Audit Committee, were $200,000 in 2012 and $0 in 2013. 

 

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

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

 

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

Non-Audit Fees. The aggregate non-audit fees billed by the Auditor for services rendered to the Registrant, and rendered to Service Affiliates, for the Reporting Periods were $42,473,667 in 2012 and $51,569,616 in 2013. 

 

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

 

Item 5.                        Audit Committee of Listed Registrants.

                        Not applicable.  [CLOSED-END FUNDS ONLY]

Item 6.                        Investments.

(a)                    Not applicable.

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

                        Not applicable.  [CLOSED-END FUNDS ONLY]

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

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

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

                        Not applicable.  [CLOSED-END FUNDS ONLY]

 


 

 

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

There have been no material changes to the procedures applicable to Item 10.

Item 11.          Controls and Procedures.

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

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

Item 12.          Exhibits.

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

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

(a)(3)   Not applicable.

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

 


 

 

SIGNATURES

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

Advantage Funds, Inc.

By: /s/ Bradley J. Skapyak

      Bradley J. Skapyak,

      President

 

Date:

October 23, 2014

 

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

 

By: /s/Bradley J. Skapyak

      Bradley J. Skapyak,

      President

 

Date:

October 23, 2014

 

By: /s/James Windels

      James Windels,

      Treasurer

 

Date:

October 23, 2014

 

 

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)

 


 

 

 


Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘N-CSR/A’ Filing    Date    Other Filings
Filed on / Effective on:10/29/14
10/23/14
7/1/14497,  N-CSRS
3/31/14
2/1/14
1/1/14485BPOS
12/31/13
For Period End:10/31/1324F-2NT,  N-CSR,  NSAR-B,  NSAR-B/A
10/28/13
9/30/13497,  497K
9/16/13
8/31/1324F-2NT,  N-CSR,  NSAR-B,  NSAR-B/A
7/1/13485BPOS,  N-CSRS
6/18/13
6/7/13
4/1/13497
3/1/13485BPOS
1/1/13485BPOS
12/31/12
12/18/12497
11/1/12
10/10/12
9/1/12
8/31/1224F-2NT,  N-CSR,  NSAR-B
3/13/12
12/20/11497
12/15/11
11/21/11
11/16/11
12/22/10
2/28/06N-CSR,  NSAR-A
12/31/05
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