SEC Info - Dreyfus/Laurel Funds Inc - ‘N-CSR’ for 10/31/13

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			811-05202

	The Dreyfus/Laurel 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:		10/31
Date of reporting period:		10/31/13

The following N-CSR relates only to the Registrant’s series listed below and does not affect Dreyfus Core Equity Fund and Dreyfus Floating Rate Income Fund, each a series of the Registrant with a fiscal year end of August 31. A separate N-CSR will be filed for each series as appropriate.

Dreyfus Disciplined Stock Fund

Dreyfus Money Market Reserves

Dreyfus AMT-Free Municipal Reserves

Dreyfus Bond Market Index Fund

Dreyfus Tax Managed Growth Fund

Dreyfus BASIC S&P 500 Stock Index Fund

Dreyfus U.S. Treasury Reserves
Dreyfus Opportunistic Fixed Income Fund
Dreyfus Opportunistic Emerging Markets Debt Fund

FORM N-CSR

Item 1. Reports to Stockholders.

Dreyfus

Bond Market

Index Fund

ANNUAL REPORT October 31, 2013

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

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

	Contents
	THE FUND
2	A Letter from the President
3	Discussion of Fund Performance
6	Fund Performance
7	Understanding Your Fund’s Expenses
7	Comparing Your Fund’s Expenses With Those of Other Funds
8	Statement of Investments
57	TBA Sale Commitments
58	Statement of Assets and Liabilities
59	Statement of Operations
60	Statement of Changes in Net Assets
62	Financial Highlights
64	Notes to Financial Statements
73	Report of Independent Registered Public Accounting Firm
74	Important Tax Information
75	Board Members Information
77	Officers of the Fund
	FOR MORE INFORMATION
	Back Cover

Dreyfus
Bond Market Index Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Bond Market Index Fund, covering the 12-month period from November 1, 2012, through October 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.

The reporting period produced a challenging environment for many fixed-income securities, as a gradually strengthening U.S. economy and expectations of more moderately stimulative monetary policies drove longer term interest rates higher and bond prices lower. In this environment, corporate-backed bonds generally held up better than their government- and agency-issued counterparts, eking out mildly positive returns, on average, as default rates remained low and issuers’ business prospects improved along with the economy.

We currently expect U.S. and global economic conditions to continue to improve in 2014, with accelerating growth supported by the fading drags of tighter federal fiscal policies and downsizing on the state and local levels. Moreover, inflation is likely to remain muted, so monetary policy can remain stimulative. Globally, we anticipate stronger growth in developed countries due to past and continuing monetary ease, while emerging markets seem poised for moderate economic expansion despite recently negative investor sentiment. For more information on how these observations may affect your investments, we encourage you to speak with your financial advisor.

Thank you for your continued confidence and support.

J. Charles Cardona
President
The Dreyfus Corporation
November 15, 2013

2

DISCUSSION OF FUND PERFORMANCE

For the period of November 1, 2012, through October 31, 2013, as provided by Nancy G. Rogers, Portfolio Manager

Fund and Market Performance Overview

For the 12-month period ended October 31, 2013, Dreyfus Bond Market Index Fund’s Investor shares produced a total return of –1.66%, and its BASIC shares produced a total return of –1.50%.¹In comparison, the Barclays U.S. Aggregate Bond Index (the “Index”) achieved a total return of –1.08% for the same period.²

The U.S. bond market encountered heightened volatility during the reporting period when investors reacted to stronger economic growth, causing long-term interest rates to climb in anticipation of a more moderately accommodative monetary policy from the Federal Reserve Board (the “Fed”).The difference in returns between the fund and the Index was primarily the result of transaction costs and other operating expenses that are not reflected in the Index’s results.

The Fund’s Investment Approach

The fund seeks to match the total return of the Index.To pursue this goal, the fund normally invests at least 80% of its assets in bonds that are included in the Index.To maintain liquidity, the fund may invest up to 20% of its assets in various short-term, fixed-income securities and money market instruments.

While the fund seeks to mirror the returns of the Index, it does not hold the same number of bonds. Instead, the fund holds approximately 1,700 securities as compared to approximately 8,000 securities in the Index.The fund’s average duration—a measure of sensitivity to changing interest rates—generally remains neutral to the Index. As of October 31, 2013, the average duration of the fund was approximately 5.48 years.

Rising Long-Term Interest Rates Roiled Bond Market

After an extended period of strong fixed-income performance, the reporting period began in the midst of heightened market volatility as investors responded nervously to stronger U.S. economic growth. Despite concerns stemming from political


The Fund	3

DISCUSSION OF FUND PERFORMANCE (continued)

infighting about the federal budget, new releases of economic data showed sustained improvements in employment and housing market trends. As a result, long-term interest rates began to move higher and bond market volatility intensified during the first quarter of 2013.The bond market’s more interest rate-sensitive sectors, such as U.S. government securities, suffered price declines when investors anticipated future increases in intermediate- and long-term interest rates. In contrast, corporate- and asset-backed securities held up relatively well as issuers’ underlying business fundamentals strengthened along with economic conditions.

The market’s worries regarding higher interest rates intensified in late May, when relatively hawkish remarks by Fed chairman Ben Bernanke were interpreted as a signal that the central bank would back away from its ongoing quantitative easing program sooner than many analysts had expected. Consequently, prices in most bond market sectors, including corporate-backed securities, fell sharply in June.The market generally stabilized over the summer, and bonds rallied in September when the Fed refrained from tapering its ongoing quantitative easing program. Interest rate-sensitive bonds also gained a degree of value in October, when the effects of a 16-day U.S. government shutdown prompted investors to reduce their expectations of economic growth over the near to intermediate term.

Corporate-Backed Securities Fared Relatively Well

U.S. Treasury securities were particularly hard hit in this challenging environment, with pronounced weakness among longer-term securities. Mortgage-backed securities from U.S. government agencies declined less severely, as the mortgage sector remained supported by the Fed’s massive bond buying program.

Corporate-backed securities ranked among the better performing sectors of the bond market, with strength particularly evident among lower-rated corporate bonds whose issuers appeared likely to benefit from stronger economic growth and persistently low default rates. Bonds issued by the financials sector fared particularly well over the reporting period. However, the fund and the Index are composed primarily of higher quality bonds and did not participate to a significant degree in the strength exhibited by lower rated securities.

4

The U.S. bond market was not alone in encountering difficulty over the past year. The European market also struggled with the impact of rising long-term interest rates as the region came out of recession and appeared to put the worst of its recent financial crisis behind it.

Replicating the Index’s Composition

As an index fund, we attempt to match closely the returns of the Index by approximating its composition. As of October 31, 2013, approximately 29% of the fund’s assets were invested in mortgage-backed securities, 2% in commercial mortgage-backed securities, 28% in corporate bonds and asset-backed securities, 37% in U.S. Treasury securities, and 4% in U.S. government agency bonds. Moreover, all of the fund’s corporate securities were rated at least BBB- or better, and the fund has maintained an overall credit quality and duration posture that is closely aligned with that of the Index.

November 15, 2013

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

Indexing does not attempt to manage market volatility, use defensive strategies or reduce the effects of any long-term periods of poor index performance.The correlation between fund and index performance may be affected by the fund’s expenses and use of sampling techniques, changes in securities markets, changes in the composition of the index and the timing of purchases and redemptions of fund shares.

1 Total return includes reinvestment of dividends and any capital gains paid. Past performance is no guarantee of future

results. Share price, yield and investment return fluctuate such that upon redemption, fund shares may be worth more

or less than their original cost.

2 SOURCE: LIPPER INC. — Reflects reinvestment of dividends and, where applicable, capital gain distributions.The

Barclays U.S.Aggregate Bond Index is a widely accepted, unmanaged total return index of corporate, U.S. government

and U.S. government agency debt instruments, mortgage-backed securities and asset-backed securities with an average

maturity of 1-10 years. Index returns do not reflect fees and expenses associated with operating a mutual fund.


The Fund	5

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Energy (continued)
XTO Energy,
Sr. Unscd. Notes	6.75	8/1/37	625,000	847,762
				59,429,958
Financial—7.3%
Abbey National Treasury Service,
Bank Gtd. Notes	3.05	8/23/18	800,000	829,098
Aflac,
Sr. Unscd. Notes	3.63	6/15/23	600,000	594,535
American Express,
Sr. Unscd. Notes	1.55	5/22/18	1,750,000	1,726,750
American Express,
Sr. Unscd. Notes	6.15	8/28/17	700,000	817,869
American Express,
Sr. Unscd. Notes	7.00	3/19/18	500,000	605,645
American Honda Finance,
Sr. Unscd. Notes	1.13	10/7/16	400,000	402,460
American International Group,
Sr. Unscd. Notes	4.88	6/1/22	1,400,000	1,535,131
American International Group,
Sr. Unscd. Notes	5.60	10/18/16	600,000	673,124
American International Group,
Sr. Unscd. Notes	5.85	1/16/18	1,000,000	1,156,365
American International Group,
Sr. Unscd. Notes	8.25	8/15/18	2,100,000	2,662,071
AXA,
Sub. Bonds	8.60	12/15/30	165,000	201,257
Bank of America,
Sr. Unscd. Notes	1.25	1/11/16	1,000,000	1,003,413
Bank of America,
Sr. Unscd. Notes	2.60	1/15/19	400,000	403,189
Bank of America,
Sr. Unscd. Notes	3.30	1/11/23	1,000,000	961,635
Bank of America,
Sr. Unscd. Notes	3.70	9/1/15	1,000,000	1,048,212
Bank of America,
Sr. Unscd. Notes	5.63	10/14/16	575,000	644,923
Bank of America,
Sr. Unscd. Notes, Ser. L	5.65	5/1/18	965,000	1,101,860

20


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Financial (continued)
Bank of America,
Sub. Notes	7.80	9/15/16	235,000	272,773
Bank of Montreal,
Sr. Unscd. Notes	2.50	1/11/17	1,000,000	1,040,285
Bank of Nova Scotia,
Sr. Unscd. Notes	1.38	7/15/16	1,000,000	1,012,313
Barclays Bank,
Sr. Unscd. Notes	6.75	5/22/19	1,300,000	1,573,562
BB&T,
Sub. Notes	4.90	6/30/17	150,000	166,668
BB&T,
Sub. Notes	5.20	12/23/15	300,000	325,713
Bear Stearns,
Sr. Unscd. Notes	5.30	10/30/15	100,000	108,265
Bear Stearns,
Sr. Unscd. Notes	7.25	2/1/18	270,000	325,906
Bear Stearns,
Sub. Notes	5.55	1/22/17	500,000	557,850
Berkshire Hathaway Finance,
Gtd. Notes	4.85	1/15/15	1,850,000	1,947,711
Berkshire Hathaway Finance,
Gtd. Notes	5.75	1/15/40	675,000	770,939
Blackrock,
Sr. Unscd. Notes, Ser. 2	5.00	12/10/19	500,000	573,747
BNP Paribas,
Bank Gtd. Notes	5.00	1/15/21	1,400,000	1,545,747
Boston Properties,
Sr. Unscd. Bonds	5.63	11/15/20	1,400,000	1,608,505
Boston Properties,
Sr. Unscd. Notes	5.00	6/1/15	500,000	532,887
Branch Banking & Trust,
Sr. Unscd. Notes	1.45	10/3/16	750,000	759,201
Capital One Financial Company,
Sr. Unscd. Notes	4.75	7/15/21	730,000	787,052
Chubb,
Sr. Unscd. Notes	6.00	5/11/37	540,000	652,233
Citigroup,
Sr. Unscd. Notes	3.88	10/25/23	400,000	400,874


The Fund	21

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Financial (continued)
Citigroup,
Sr. Unscd. Notes	4.59	12/15/15	900,000	964,086
Citigroup,
Sr. Unscd. Notes	6.13	11/21/17	3,635,000	4,223,041
Citigroup,
Sr. Unscd. Notes	6.63	1/15/28	100,000	117,281
Citigroup,
Sr. Unscd. Notes	6.88	3/5/38	225,000	286,185
Citigroup,
Sr. Unscd. Notes	8.50	5/22/19	760,000	984,483
Citigroup,
Sub. Notes	4.05	7/30/22	500,000	495,680
Citigroup,
Sub. Notes	6.13	8/25/36	575,000	607,337
CNA Financial,
Sr. Unscd. Notes	6.50	8/15/16	100,000	113,167
Commonwealth Bank Australia,
Sr. Unscd. Notes	2.50	9/20/18	650,000	664,836
DDR,
Sr. Unscd. Notes	3.38	5/15/23	1,000,000	935,885
Deutsche Bank AG London,
Sr. Unscd. Notes	6.00	9/1/17	845,000	975,972
Discover Bank,
Sr. Unscd. Notes	2.00	2/21/18	500,000	494,986
ERP Operating,
Sr. Unscd. Notes	5.38	8/1/16	95,000	105,677
Fifth Third Bank,
Sub. Notes	8.25	3/1/38	1,000,000	1,356,845
Ford Motor Credit,
Sr. Unscd. Notes	2.38	1/16/18	500,000	503,363
Ford Motor Credit,
Sr. Unscd. Notes	2.50	1/15/16	900,000	924,245
Ford Motor Credit,
Sr. Unscd. Notes	4.38	8/6/23	1,250,000	1,287,654
Ford Motor Credit,
Sr. Unscd. Notes	5.88	8/2/21	1,500,000	1,721,231
General Electric Capital,
Sr. Unscd. Notes	1.00	1/8/16	1,000,000	1,004,923
General Electric Capital,
Sr. Unscd. Notes	3.10	1/9/23	1,000,000	965,875

22


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Financial (continued)
General Electric Capital,
Sr. Unscd. Notes	3.50	6/29/15	560,000	586,317
General Electric Capital,
Sr. Unscd. Notes	4.65	10/17/21	1,400,000	1,535,472
General Electric Capital,
Sr. Unscd. Notes	5.00	1/8/16	375,000	408,537
General Electric Capital,
Sr. Unscd. Notes	5.63	9/15/17	1,000,000	1,149,456
General Electric Capital,
Sr. Unscd. Notes	5.63	5/1/18	1,335,000	1,550,126
General Electric Capital,
Sr. Unscd. Notes	5.88	1/14/38	1,000,000	1,132,402
General Electric Capital,
Sr. Unscd. Notes	6.15	8/7/37	850,000	991,323
General Electric Capital,
Sr. Unscd. Notes, Ser. A	6.75	3/15/32	1,000,000	1,227,602
Genworth Holdings,
Gtd. Notes	4.90	8/15/23	1,000,000	1,043,488
Goldman Sachs Capital I,
Gtd. Cap. Secs	6.35	2/15/34	350,000	351,299
Goldman Sachs Group,
Sr. Unscd. Notes	3.63	1/22/23	1,000,000	977,456
Goldman Sachs Group,
Sr. Unscd. Notes	3.70	8/1/15	6,000,000	6,269,778
Goldman Sachs Group,
Sr. Unscd. Notes	6.13	2/15/33	475,000	535,439
Goldman Sachs Group,
Sr. Unscd. Notes	6.15	4/1/18	680,000	788,889
Goldman Sachs Group,
Sr. Unscd. Notes	6.25	9/1/17	190,000	219,976
Goldman Sachs Group,
Sr. Unscd. Notes	7.50	2/15/19	1,000,000	1,229,271
Goldman Sachs Group,
Sub. Notes	6.75	10/1/37	2,000,000	2,191,374
Host Hotels & Resorts,
Sr. Unscd. Notes	6.00	10/1/21	500,000	554,325
HSBC Finance,
Sr. Unscd. Notes	5.50	1/19/16	1,125,000	1,229,155
HSBC Holdings,
Sr. Unscd. Notes	5.10	4/5/21	1,500,000	1,673,346


The Fund	23

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Financial (continued)
HSBC Holdings,
Sub. Notes	6.50	5/2/36	1,350,000	1,596,896
HSBC Holdings,
Sub. Notes	6.50	9/15/37	555,000	659,665
ING US,
Gtd. Notes	5.50	7/15/22	750,000	825,041
IntercontinentalExchange Group,
Gtd. Notes	4.00	10/15/23	350,000	357,831
Intesa Sanpaolo,
Bank Gtd. Notes	3.13	1/15/16	500,000	510,156
Jefferies Group,
Sr. Unscd. Debs	6.25	1/15/36	200,000	196,042
Jefferies Group,
Sr. Unscd. Debs	6.45	6/8/27	35,000	36,668
Jefferies Group,
Sr. Unscd. Notes	5.13	1/20/23	500,000	507,800
John Deere Capital,
Sr. Unscd. Notes	3.15	10/15/21	1,900,000	1,921,563
JPMorgan Chase & Co.,
Sr. Unscd. Notes	3.15	7/5/16	1,500,000	1,576,475
JPMorgan Chase & Co.,
Sr. Unscd. Notes	3.20	1/25/23	1,000,000	962,084
JPMorgan Chase & Co.,
Sr. Unscd. Notes	3.70	1/20/15	700,000	725,373
JPMorgan Chase & Co.,
Sr. Unscd. Notes	6.00	1/15/18	500,000	578,844
JPMorgan Chase & Co.,
Sr. Unscd. Notes	6.30	4/23/19	1,500,000	1,779,768
JPMorgan Chase & Co.,
Sr. Unscd. Notes	6.40	5/15/38	650,000	786,029
JPMorgan Chase & Co.,
Sub. Notes	5.15	10/1/15	3,950,000	4,243,635
JPMorgan Chase Bank,
Sub. Notes	6.00	10/1/17	150,000	173,066
KeyBank,
Sub. Notes	6.95	2/1/28	100,000	121,192
Keycorp,
Sr. Unscd. Notes	3.75	8/13/15	1,000,000	1,050,490
Kimco Realty,
Sr. Unscd. Notes	3.13	6/1/23	250,000	232,393

24


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Financial (continued)
Leucadia National,
Sr. Unscd. Notes	6.63	10/23/43	400,000		394,544
Lincoln National,
Sr. Unscd. Notes	6.15	4/7/36	950,000		1,104,562
Loews,
Sr. Unscd. Notes	2.63	5/15/23	250,000		231,860
Marsh & McLennan Cos.,
Sr. Unscd. Notes	5.88	8/1/33	275,000		299,813
Merrill Lynch & Co.,
Sr. Unscd. Notes	6.40	8/28/17	1,665,000		1,936,508
Merrill Lynch & Co.,
Sr. Unscd. Notes	6.88	4/25/18	2,640,000		3,138,625
Merrill Lynch & Co.,
Sr. Unscd. Notes	6.88	11/15/18	150,000		179,913
Merrill Lynch & Co.,
Sub. Notes	6.05	5/16/16	575,000		636,071
MetLife,
Sr. Unscd. Notes	6.38	6/15/34	1,400,000		1,719,756
Mid-America Apt.,
Sr. Unscd. Notes	4.30	10/15/23	400,000		402,269
Morgan Stanley,
Notes	5.45	1/9/17	1,100,000		1,226,474
Morgan Stanley,
Notes	6.63	4/1/18	2,700,000		3,169,692
Morgan Stanley,
Sr. Unscd. Notes	1.75	2/25/16	500,000		505,191
Morgan Stanley,
Sr. Unscd. Notes	3.75	2/25/23	500,000	^b	494,622
Morgan Stanley,
Sub. Notes	4.10	5/22/23	1,000,000	^b	967,831
Morgan Stanley,
Sr. Unscd. Notes	5.75	10/18/16	175,000		196,449
Morgan Stanley,
Sr. Unscd. Notes	7.25	4/1/32	300,000		376,760
Morgan Stanley,
Sr. Unscd. Notes	7.30	5/13/19	1,300,000		1,589,485
National Australia Bank,
Sr. Unscd. Notes	2.00	3/9/15	490,000		499,887
National City,
Sub. Notes	6.88	5/15/19	600,000		720,796


The Fund	25

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Financial (continued)
National Rural Utilities
Cooperative Finance, Coll.
Trust Bonds	5.45	2/1/18	1,100,000	1,262,348
Nomura Holdings,
Sr. Unscd. Notes	6.70	3/4/20	1,600,000	1,847,285
Oesterreichische Kontrollbank,
Govt. Gtd. Notes	4.88	2/16/16	1,500,000	1,647,162
PNC Bank,
Sr. Unscd. Notes	1.30	10/3/16	1,250,000	1,259,332
PNC Bank,
Sub. Notes	3.80	7/25/23	1,000,000	996,872
PNC Funding,
Bank Gtd. Notes	5.25	11/15/15	225,000	243,805
Principal Financial Group,
Gtd. Notes	6.05	10/15/36	225,000	264,157
Progressive,
Sr. Unscd. Notes	6.63	3/1/29	100,000	121,572
ProLogis,
Gtd. Notes	6.88	3/15/20	505,000	603,039
Rabobank Nederland,
Bank Gtd. Notes	3.38	1/19/17	5,000,000	5,333,435
Realty Income,
Sr. Unscd. Notes	5.95	9/15/16	100,000	111,992
Regency Centers,
Gtd. Notes	5.88	6/15/17	200,000	223,780
Reinsurance Group of America,
Sr. Unscd. Notes	4.70	9/15/23	350,000	366,353
Royal Bank of Canada,
Sr. Unscd. Notes	2.63	12/15/15	1,000,000	1,040,864
Royal Bank of Scotland Group,
Sr. Unscd. Notes	2.55	9/18/15	1,000,000	1,024,648
Ryder System,
Sr. Unscd. Notes	2.35	2/26/19	500,000	493,440
Simon Property Group,
Sr. Unscd. Notes	5.25	12/1/16	2,000,000	2,236,720
State Street Bank & Trust,
Sub. Notes	5.25	10/15/18	200,000	227,664
Sumitomo Mitsui Banking,
Bank Gtd. Notes	0.90	1/18/16	500,000	499,768

26


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Financial (continued)
Sumitomo Mitsui Banking,
Bank Gtd. Notes	1.50	1/18/18	390,000	^b	382,855
Sumitomo Mitsui Banking,
Bank Gtd. Notes	3.00	1/18/23	290,000		276,500
Suntrust Bank,
Sr. Unscd. Notes	2.75	5/1/23	500,000		459,694
Suntrust Banks,
Sr. Unscd. Notes	2.35	11/1/18	500,000		502,613
Toronto-Dominion Bank,
Sr. Unscd. Bonds	2.63	9/10/18	750,000		775,551
Toyota Motor Credit,
Sr. Unscd. Notes	0.88	7/17/15	1,000,000		1,007,492
Toyota Motor Credit,
Sr. Unscd. Notes	2.63	1/10/23	1,000,000		950,838
Travelers Cos.,
Sr. Unscd. Notes	5.50	12/1/15	960,000		1,053,956
U.S. Bancorp,
Sr. Unscd. Notes	3.00	3/15/22	1,400,000		1,387,861
UBS AG/Stamford,
Sr. Unscd. Notes	4.88	8/4/20	293,000		330,164
UBS AG/Stamford,
Sr. Unscd. Notes	5.75	4/25/18	320,000		372,940
UBS AG/Stamford,
Sr. Unscd. Notes	5.88	12/20/17	442,000		512,982
UBS AG/Stamford,
Sub. Notes	5.88	7/15/16	75,000		83,650
Unilever Capital,
Gtd. Notes	2.20	3/6/19	500,000		508,185
Unilever Capital,
Gtd. Notes	5.90	11/15/32	250,000		313,575
Union Bank,
Sr. Unscd. Notes	2.63	9/26/18	500,000		512,268
Ventas Realty,
Gtd. Notes	2.70	4/1/20	1,000,000		971,586
Wachovia,
Sr. Unscd. Notes	5.75	6/15/17	1,850,000		2,131,259
Wachovia,
Sr. Unscd. Notes	5.75	2/1/18	1,100,000		1,285,060


The Fund	27

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Financial (continued)
Wachovia Bank,
Sub. Notes	6.60	1/15/38	415,000		519,719
Wells Fargo & Co.,
Sr. Unscd. Notes	1.50	1/16/18	500,000		498,662
Wells Fargo & Co.,
Sr. Unscd. Notes	5.63	12/11/17	2,340,000		2,708,658
Wells Fargo & Co.,
Sub. Notes, Ser. M	3.45	2/13/23	500,000		476,670
Wells Fargo Bank,
Sub. Notes	5.75	5/16/16	875,000		976,936
Westpac Banking,
Sr. Unscd. Notes	4.88	11/19/19	1,700,000		1,923,365
Westpac Banking,
Sub. Notes	4.63	6/1/18	500,000		542,761
XL Group,
Sr. Unscd. Notes	6.38	11/15/24	1,400,000		1,623,789
					157,233,495
Foreign/Governmental—4.6%
African Development Bank,
Sr. Unscd. Notes	0.75	10/18/16	330,000		331,973
Asian Development Bank,
Sr. Unscd. Notes	1.88	10/23/18	1,750,000		1,784,136
Asian Development Bank,
Sr. Unscd. Notes	2.50	3/15/16	1,500,000		1,571,855
Brazilian Government,
Sr. Unscd. Bonds	4.88	1/22/21	500,000		545,000
Brazilian Government,
Sr. Unscd. Bonds	5.63	1/7/41	650,000	^b	666,250
Brazilian Government,
Sr. Unscd. Bonds	6.00	1/17/17	2,270,000		2,567,370
Brazilian Government,
Sr. Unscd. Bonds	7.13	1/20/37	575,000	^b	692,875
Brazilian Government,
Unscd. Bonds	10.13	5/15/27	500,000		787,500
Colombian Government,
Sr. Unscd. Bonds	6.13	1/18/41	500,000		570,000
Colombian Government,
Sr. Unscd. Notes	7.38	3/18/19	2,000,000		2,455,000

28


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Foreign/Governmental
(continued)
Ecopetrol,
Sr. Unscd. Notes	7.38	9/18/43	1,000,000		1,148,750
European Bank for Reconstruction
and Development, Sr. Unscd. Notes	1.00	2/16/17	2,000,000		2,011,542
European Investment Bank,
Sr. Unscd. Bonds	4.63	10/20/15	350,000		378,767
European Investment Bank,
Sr. Unscd. Bonds	5.13	5/30/17	3,700,000		4,235,934
European Investment Bank,
Sr. Unscd. Notes	1.63	9/1/15	2,400,000		2,456,546
European Investment Bank,
Sr. Unscd. Notes	1.75	3/15/17	1,250,000		1,286,719
European Investment Bank,
Sr. Unscd. Notes	2.25	3/15/16	2,750,000		2,861,650
European Investment Bank,
Sr. Unscd. Notes	2.88	9/15/20	2,000,000	^b	2,063,402
Export-Import Bank of Korea,
Sr. Unscd. Bonds	2.88	9/17/18	1,000,000		1,019,982
Finnish Government,
Sr. Unscd. Bonds	6.95	2/15/26	25,000		33,255
FMS Wertmanagement,
Gtd. Notes	1.13	10/14/16	1,000,000		1,012,314
Inter-American Development Bank,
Notes	0.88	11/15/16	1,000,000		1,006,934
Inter-American Development Bank,
Sr. Unsub. Notes	3.88	9/17/19	2,000,000		2,226,314
Inter-American Development Bank,
Sr. Unscd. Notes	5.13	9/13/16	150,000		168,845
Inter-American Development Bank,
Unscd. Notes	4.25	9/10/18	540,000		613,620
International Bank for
Reconstruction and
Development, Sr. Unsub. Bonds	7.63	1/19/23	700,000		979,679
International Bank for
Reconstruction
and Development,
Sr. Unscd. Notes	1.13	7/18/17	500,000		505,019


The Fund	29

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Foreign/Governmental
(continued)
International Bank for
Reconstruction and
Development, Sr. Unscd. Notes	2.13	3/15/16	2,400,000	2,494,529
International Bank for
Reconstruction and
Development, Sr. Unscd. Notes	5.00	4/1/16	700,000	775,237
International Finance,
Sr. Unscd. Notes	2.13	11/17/17	2,100,000	2,186,066
Italian Government,
Sr. Unscd. Notes	4.50	1/21/15	50,000	52,149
Italian Government,
Sr. Unscd. Notes	5.25	9/20/16	155,000	168,335
Italian Government,
Sr. Unscd. Notes	5.38	6/12/17	1,450,000	1,590,366
Italian Government,
Sr. Unscd. Notes	5.38	6/15/33	550,000	585,401
Italian Government,
Sr. Unscd. Notes	6.88	9/27/23	610,000	746,281
Japan Bank for International
Cooperation, Gov’t Gtd. Notes	2.50	5/18/16	2,800,000	2,925,658
KFW,
Gov’t Gtd. Bonds	4.00	1/27/20	2,500,000	2,794,232
KFW,
Gov’t Gtd. Bonds	4.50	7/16/18	3,600,000	4,102,636
KFW,
Gov’t Gtd. Bonds	5.13	3/14/16	625,000	693,687
KFW,
Gov’t Gtd. Notes	4.88	1/17/17	1,240,000	1,399,896
KFW,
Gov’t Gtd. Notes	4.88	6/17/19	2,000,000	2,329,906
Korea Development Bank,
Sr. Unscd. Notes	3.88	5/4/17	1,250,000	1,337,984
Korea Finance,
Sr. Unscd. Notes	2.88	8/22/18	500,000	508,737
Landwirtschaftliche Rentenbank,
Govt. Gtd. Bonds	5.13	2/1/17	950,000	1,074,398
Landwirtschaftliche Rentenbank,
Govt. Gtd. Notes	1.88	9/17/18	2,100,000	2,136,288

30


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Foreign/Governmental
(continued)
Mexican Government,
Sr. Unscd. Notes	5.63	1/15/17	2,000,000		2,249,000
Mexican Government,
Sr. Unscd. Notes	5.95	3/19/19	1,200,000	^b	1,399,800
Mexican Government,
Sr. Unscd. Notes, Ser. A	6.75	9/27/34	1,340,000		1,648,200
Panamanian Government,
Sr. Unscd. Bonds	6.70	1/26/36	700,000		831,250
Peruvian Government,
Sr. Unscd. Bonds	6.55	3/14/37	870,000		1,040,955
Petroleos Mexicanos,
Gtd. Bonds	5.50	6/27/44	500,000		470,000
Petroleos Mexicanos,
Gtd. Notes	4.88	3/15/15	500,000		527,500
Petroleos Mexicanos,
Gtd. Notes	6.00	3/5/20	500,000		563,750
Philippine Government,
Sr. Unscd. Bonds	5.00	1/13/37	500,000	^b	544,375
Philippine Government,
Sr. Unscd. Bonds	6.50	1/20/20	400,000		481,500
Philippine Government,
Sr. Unscd. Bonds	8.88	3/17/15	400,000		442,500
Philippine Government,
Sr. Unscd. Bonds	9.38	1/18/17	400,000		494,000
Philippine Government,
Sr. Unscd. Bonds	9.50	2/2/30	800,000	^b	1,229,000
Philippine Government,
Sr. Unscd. Bonds	10.63	3/16/25	800,000		1,268,000
Polish Government,
Sr. Unscd. Notes	5.00	3/23/22	1,400,000		1,534,750
Polish Government,
Sr. Unscd. Notes	6.38	7/15/19	1,450,000		1,713,175
Province of British Columbia
Canada, Sr. Unscd. Bonds,
Ser. USD2	6.50	1/15/26	925,000		1,199,725
Province of Manitoba Canada,
Unscd. Debs., Ser. CB	8.80	1/15/20	10,000		13,553


The Fund	31

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Foreign/Governmental
(continued)
Province of Manitoba Canada,
Unscd. Debs	8.88	9/15/21	450,000		631,259
Province of Ontario Canada,
Sr. Unscd. Bonds	4.00	10/7/19	2,300,000		2,519,376
Province of Ontario Canada,
Sr. Unscd. Notes	4.75	1/19/16	990,000		1,080,167
Province of Ontario Canada,
Sr. Unscd. Notes	4.95	11/28/16	1,000,000	^b	1,122,208
Province of Quebec Canada,
Sr. Unscd. Notes	4.60	5/26/15	700,000		745,657
Province of Quebec Canada,
Debs., Ser. NJ	7.50	7/15/23	200,000		264,507
Province of Quebec Canada,
Sr. Unscd. Debs., Ser. PD	7.50	9/15/29	550,000		759,618
Province of Quebec Canada,
Unscd. Notes	5.13	11/14/16	725,000		816,277
Republic of Korea,
Sr. Unscd. Notes	7.13	4/16/19	1,000,000		1,248,132
South African Government,
Sr. Unscd. Notes	6.88	5/27/19	2,100,000		2,436,000
Swedish Export Credit,
Sr. Unscd. Notes	0.63	5/31/16	600,000		599,361
Turkish Government,
Sr. Unscd. Notes	3.25	3/23/23	800,000		707,000
Turkish Government,
Sr. Unscd. Notes	4.88	4/16/43	1,000,000		868,750
Turkish Government,
Sr. Unscd. Notes	7.00	9/26/16	200,000		223,340
Turkish Government,
Sr. Unscd. Notes	7.00	3/11/19	500,000		572,500
Turkish Government,
Sr. Unscd. Notes	7.25	3/15/15	300,000		321,000
Turkish Government,
Sr. Unscd. Notes	8.00	2/14/34	600,000		743,460
Uruguayan Government,
Sr. Unscd. Bonds	7.63	3/21/36	300,000		386,250
Uruguayan Government,
Sr. Unscd. Notes	4.50	8/14/24	750,000	^b	776,250
					98,355,162

32


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Health Care—2.3%
Abbvie,
Gtd. Notes	1.20	11/6/15	1,000,000	1,007,490
Abbvie,
Gtd. Notes	2.90	11/6/22	3,000,000	2,869,125
Aetna,
Sr. Unscd. Notes	3.95	9/1/20	1,000,000	1,057,025
Aetna,
Sr. Unscd. Notes	6.63	6/15/36	300,000	369,243
Amgen,
Sr. Unscd. Notes	4.10	6/15/21	2,000,000	2,093,384
Amgen,
Sr. Unscd. Notes	5.15	11/15/41	600,000	606,961
Amgen,
Sr. Unscd. Notes	5.85	6/1/17	400,000	458,102
Astrazeneca,
Sr. Unscd. Notes	6.45	9/15/37	520,000	646,107
Baxter International,
Sr. Unscd. Notes	3.20	6/15/23	400,000	394,502
Baxter International,
Sr. Unsub. Notes	6.25	12/1/37	200,000	245,012
Becton Dickinson,
Sr. Unscd. Notes	3.13	11/8/21	1,900,000	1,898,220
Boston Scientific,
Sr. Unscd. Notes	6.00	1/15/20	1,700,000	1,984,345
Bristol-Myers Squibb,
Sr. Unscd. Notes	5.88	11/15/36	425,000	503,397
Cardinal Health,
Sr. Unscd. Notes	1.70	3/15/18	600,000	588,911
Cardinal Health,
Sr. Unscd. Notes	3.20	3/15/23	500,000	475,844
Cardinal Health,
Sr. Unscd. Notes	4.60	3/15/43	300,000	283,763
Celgene,
Sr. Unscd. Notes	4.00	8/15/23	750,000	757,325
Cigna,
Sr. Unscd. Notes	4.50	3/15/21	1,900,000	2,059,708
Covidien International Finance,
Gtd. Notes	6.00	10/15/17	590,000	686,485
Eli Lilly & Co.,
Sr. Unscd. Notes	5.55	3/15/37	750,000	854,671


The Fund	33

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Health Care (continued)
Eli Lilly & Co.,
Sr. Unscd. Notes	7.13	6/1/25	200,000		264,262
Express Scripts,
Gtd. Notes	3.13	5/15/16	2,400,000		2,520,134
GlaxoSmithKline Capital,
Gtd. Bonds	5.65	5/15/18	740,000		863,485
GlaxoSmithKline Capital,
Gtd. Bonds	6.38	5/15/38	1,000,000		1,262,618
Health Care REIT,
Sr. Unscd. Notes	5.25	1/15/22	1,400,000		1,519,300
Johnson & Johnson,
Sr. Unscd. Debs	4.95	5/15/33	170,000		188,287
Johnson & Johnson,
Sr. Unscd. Notes	5.95	8/15/37	470,000		579,800
Medco Health Solutions,
Sr. Unscd. Notes	7.13	3/15/18	1,500,000		1,807,908
Medtronic,
Sr. Unscd. Notes, Ser. B	4.75	9/15/15	360,000		387,801
Merck & Co.,
Gtd. Notes	6.50	12/1/33	680,000	^a	869,969
Merck & Co.,
Sr. Unscd. Debs	6.40	3/1/28	150,000		189,737
Merck & Co.,
Sr. Unscd. Notes	0.70	5/18/16	1,000,000		1,000,973
Novartis
Securities Investment,
Gtd. Notes	5.13	2/10/19	1,400,000		1,614,792
Pfizer,
Sr. Unscd. Notes	6.20	3/15/19	2,400,000		2,903,707
Quest Diagnostic,
Gtd. Notes	3.20	4/1/16	2,500,000		2,604,777
Quest Diagnostic,
Gtd. Notes	5.45	11/1/15	500,000		540,999
Quest Diagnostic,
Gtd. Notes	6.95	7/1/37	50,000		56,084
Sanofi,
Sr. Unscd. Notes	4.00	3/29/21	1,400,000		1,503,964
St. Jude Medical,
Sr. Unscd. Notes	3.25	4/15/23	500,000		482,261

34


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Health Care (continued)
Teva Pharmaceutical Finance,
Gtd. Notes	6.15	2/1/36	85,000	97,758
Teva Pharmaceutical Finance II,
Gtd. Notes	3.00	6/15/15	3,400,000	3,517,698
UnitedHealth Group,
Sr. Unscd. Notes	6.88	2/15/38	810,000	1,039,536
Wellpoint,
Sr. Unscd. Notes	3.13	5/15/22	1,700,000	1,632,875
WellPoint,
Sr. Unscd. Notes	5.00	12/15/14	1,000,000	1,048,164
WellPoint,
Sr. Unscd. Notes	5.25	1/15/16	375,000	409,148
WellPoint,
Sr. Unscd. Notes	5.88	6/15/17	65,000	74,303
Wyeth,
Gtd. Notes	5.95	4/1/37	200,000	238,400
Wyeth,
Gtd. Notes	6.50	2/1/34	200,000	249,951
Zoetis,
Sr. Unscd. Notes	1.15	2/1/16	500,000	502,276
Zoetis,
Sr. Unscd. Notes	1.88	2/1/18	500,000	499,031
				50,309,618
Industrial—1.2%
3M,
Sr. Unscd. Notes	5.70	3/15/37	750,000	888,780
Boeing,
Sr. Unscd. Notes	6.00	3/15/19	2,000,000	2,386,090
Burlington Northern Santa Fe,
Sr. Unscd. Debs	6.15	5/1/37	650,000	752,506
Burlington Northern Santa Fe,
Sr. Unscd. Debs	7.00	12/15/25	100,000	127,479
Burlington Northern Santa Fe,
Sr. Unscd. Debs	7.95	8/15/30	100,000	132,934
Burlington Northern Santa Fe,
Sr. Unscd. Notes	4.45	3/15/43	600,000	558,940
Canadian National Railway,
Sr. Unscd. Notes	6.90	7/15/28	100,000	133,063


The Fund	35

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Industrial (continued)
Caterpillar,
Sr. Unscd. Debs	6.05	8/15/36	375,000		444,049
Caterpillar,
Sr. Unscd. Notes	2.60	6/26/22	2,300,000		2,188,383
CSX,
Sr. Unscd. Notes	4.75	5/30/42	1,200,000		1,177,644
CSX,
Sr. Unscd. Notes	6.25	4/1/15	35,000		37,685
Emerson Electric,
Sr. Unscd. Notes	2.63	2/15/23	260,000		250,953
General Electric,
Sr. Unscd. Notes	5.25	12/6/17	1,000,000		1,144,827
Illinois Tool Works,
Sr. Unscd. Notes	3.90	9/1/42	1,000,000		884,251
Koninklijke Philips Electronics,
Sr. Unscd. Notes	5.75	3/11/18	500,000		581,220
Lockheed Martin,
Sr. Unscd. Notes, Ser. B	6.15	9/1/36	455,000		530,420
Norfolk Southern,
Sr. Unscd. Bonds, Ser. WI	4.84	10/1/41	1,200,000		1,195,529
Norfolk Southern,
Sr. Unscd. Notes	5.59	5/17/25	2,000		2,278
Northrop Grumman Systems,
Gtd. Notes	7.75	2/15/31	1,100,000		1,428,821
Raytheon,
Sr. Unscd. Debs	7.20	8/15/27	150,000		189,666
Republic Services,
Gtd. Notes	6.20	3/1/40	750,000		873,406
Union Pacific,
Sr. Unscd. Notes	2.75	4/15/23	400,000		376,715
Union Pacific,
Sr. Unscd. Notes	4.75	12/15/43	140,000		140,180
Union Pacific,
Sr. Unscd. Notes	4.82	2/1/44	325,000	^c	332,295
United Air 2013-1 Cl. A ,
1st Lien Notes	4.30	8/15/25	1,000,000		982,500
United Parcel Service,
Sr. Unscd. Notes	3.13	1/15/21	1,600,000		1,638,010
United Parcel Service,
Sr. Unscd. Notes	6.20	1/15/38	425,000		531,454

36


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Industrial (continued)
United Parcel
Service of America,
Sr. Unscd. Debs	8.38	4/1/30	10,000	^a	13,600
United Technologies,
Sr. Unscd. Debs	8.75	3/1/21	50,000		67,989
United Technologies,
Sr. Unscd. Notes	3.10	6/1/22	2,100,000		2,078,378
United Technologies,
Sr. Unscd. Notes	4.88	5/1/15	1,750,000		1,863,640
United Technologies,
Sr. Unscd. Notes	5.70	4/15/40	650,000		760,798
United Technologies,
Sr. Unscd. Notes	6.70	8/1/28	50,000		64,800
Waste Management,
Gtd. Notes	6.38	3/11/15	1,600,000		1,715,634
Waste Management,
Gtd. Notes	7.00	7/15/28	150,000		187,794
					26,662,711
Information Technology—.8%
Apple,
Sr. Unscd. Notes	0.45	5/3/16	500,000	^b	498,131
Apple,
Sr. Unscd. Notes	1.00	5/3/18	500,000		486,063
Apple,
Sr. Unscd. Notes	2.40	5/3/23	500,000		457,866
Arrow Electronics,
Sr. Unscd. Notes	3.00	3/1/18	500,000		509,843
Arrow Electronics,
Sr. Unscd. Notes	4.50	3/1/23	500,000		498,153
Ebay,
Sr. Unscd. Notes	4.00	7/15/42	700,000		609,152
Google,
Sr. Unscd. Notes	3.63	5/19/21	300,000		318,427
Hewlett-Packard,
Sr. Unscd. Notes	2.35	3/15/15	1,000,000		1,016,124
Hewlett-Packard,
Sr. Unscd. Notes	3.00	9/15/16	1,000,000		1,035,539
Hewlett-Packard,
Sr. Unscd. Notes	5.50	3/1/18	560,000		625,092


The Fund	37

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Information Technology (continued)
Hewlett-Packard,
Sr. Unscd. Notes	6.00	9/15/41	750,000		733,923
Intel,
Sr. Unscd. Notes	3.30	10/1/21	2,100,000		2,122,100
International Business Machines,
Sr. Unscd. Debs	7.00	10/30/25	225,000		295,120
International Business Machines,
Sr. Unscd. Notes	0.75	5/11/15	2,000,000		2,011,418
International Business Machines,
Sr. Unscd. Notes	5.60	11/30/39	605,000		697,196
International Business Machines,
Sr. Unscd. Notes	5.70	9/14/17	600,000		698,383
International Business Machines,
Sr. Unscd. Notes	8.38	11/1/19	300,000		402,097
Leidos Holdings,
Gtd. Notes, Ser. 1	5.95	12/1/40	700,000		696,118
Leidos Holdings,
Sr. Unscd. Notes	6.50	4/15/38	500,000		623,092
Microsoft,
Sr. Unscd. Notes	4.20	6/1/19	1,000,000		1,112,881
Microsoft,
Sr. Unscd. Notes	5.20	6/1/39	688,000		736,587
Oracle,
Sr. Unscd. Notes	5.00	7/8/19	1,200,000		1,373,755
Oracle,
Sr. Unscd. Notes	5.75	4/15/18	150,000		175,575
Seagate Technology HDD,
Gtd. Notes	6.80	10/1/16	125,000		142,187
					17,874,822
Materials—1.2%
Airgas,
Sr. Unscd. Notes	2.38	2/15/20	500,000		483,112
Alcoa,
Sr. Unscd. Notes	5.40	4/15/21	500,000	^b	512,655
Alcoa,
Sr. Unscd. Notes	5.72	2/23/19	612,000		651,383
Avery Dennison,
Sr. Unscd. Notes	3.35	4/15/23	1,000,000		949,403
Barrick PD Australia Finance,
Gtd. Notes	5.95	10/15/39	1,300,000		1,143,084

38


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Materials (continued)
BHP Billiton Finance USA,
Gtd. Notes	6.50	4/1/19	1,700,000	2,052,675
CF Industries,
Gtd. Notes	3.45	6/1/23	500,000	477,593
CF Industries,
Gtd. Notes	4.95	6/1/43	500,000	474,615
Dow Chemical,
Sr. Unscd. Notes	8.55	5/15/19	1,700,000	2,202,826
E.I. du Pont de Nemours & Co.,
Sr. Unscd. Notes	2.80	2/15/23	500,000	474,817
E.I. du Pont de Nemours & Co.,
Sr. Unscd. Notes	4.15	2/15/43	300,000	275,168
E.I. du Pont de Nemours & Co.,
Sr. Unscd. Notes	5.25	12/15/16	1,900,000	2,144,152
E.I. du Pont de Nemours & Co.,
Sr. Unscd. Notes	6.00	7/15/18	560,000	663,575
Ecolab,
Sr. Unscd. Notes	5.50	12/8/41	650,000	718,546
Freeport-McMoRan Copper & Gold,
Gtd. Notes	3.10	3/15/20	1,500,000	1,449,501
Freeport-McMoRan Copper & Gold,
Sr. Unscd. Notes	5.45	3/15/43	600,000	563,185
Glencore Canada,
Gtd. Notes	5.50	6/15/17	165,000	181,291
International Paper,
Sr. Unscd. Notes	7.95	6/15/18	1,600,000	1,984,114
LYB International Finance,
Gtd. Notes	4.00	7/15/23	1,200,000	1,210,686
Newmont Mining,
Gtd. Notes	6.25	10/1/39	1,000,000	910,663
Rio Tinto Alcan,
Sr. Unscd. Debs	7.25	3/15/31	350,000	438,708
Rio Tinto Finance USA,
Gtd. Notes	5.20	11/2/40	1,000,000	1,020,297
Rio Tinto Finance USA,
Gtd. Notes	6.50	7/15/18	20,000	23,918
Teck Resources,
Gtd. Notes	6.25	7/15/41	1,300,000	1,291,176
Vale Canada,
Sr. Unscd. Bonds	7.20	9/15/32	100,000	107,068


The Fund	39

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Materials (continued)
Vale Overseas,
Gtd. Notes	4.38	1/11/22	1,200,000	1,180,222
Vale Overseas,
Gtd. Notes	6.25	1/23/17	510,000	575,642
Vale Overseas,
Gtd. Notes	6.88	11/21/36	900,000	940,509
				25,100,584
Municipal Bonds—.8%
Bay Area Toll Authority,
San Francisco Bay Area Toll Bridge
Revenue (Build America Bonds)	6.26	4/1/49	1,000,000	1,228,680
Bay Area Toll Authority,
San Francisco Bay Area
Subordinate Toll Bridge
Revenue (Build America Bonds)	6.79	4/1/30	695,000	827,175
California,
GO (Various Purpose)	3.95	11/1/15	400,000	424,896
California,
GO (Various Purpose)	7.50	4/1/34	1,000,000	1,312,790
California,
GO (Various Purpose)	7.55	4/1/39	1,600,000	2,165,632
Florida Hurricane Catastrophe Fund
Finance Corporation, Revenue	2.11	7/1/18	500,000	492,360
Illinois,
GO (Pension Funding Series)	5.10	6/1/33	3,630,000	3,290,123
Los Angeles Unified School District,
GO (Build America Bonds)	5.75	7/1/34	1,600,000	1,803,104
Metropolitan Transportation
Authority, Dedicated
Tax Funds Bonds	7.34	11/15/39	650,000	862,700
New Jersey Turnpike Authority,
Turnpike Revenue (Build
America Bonds)	7.41	1/1/40	780,000	1,041,440
New York State Dormitory
Authority, State Personal
Income Tax Revenue (General
Purpose) (Build America Bonds)	5.29	3/15/33	2,000,000	2,163,100
Port Authority of New York and
New Jersey (Consolidated Bonds,
164th Series)	5.65	11/1/40	680,000	737,834

40


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Municipal Bonds (continued)
University of California Regents,
General Revenue	1.80	7/1/19	480,000		470,093
					16,819,927
Telecommunications—1.6%
America Movil,
Gtd. Notes	2.38	9/8/16	1,000,000		1,029,913
America Movil,
Gtd. Notes	6.13	3/30/40	1,200,000		1,295,441
America Movil,
Gtd. Notes	6.38	3/1/35	100,000		110,353
AT&T,
Gtd. Notes	8.00	11/15/31	470,000	^a	643,706
AT&T,
Sr. Unscd. Notes	2.50	8/15/15	2,000,000		2,058,372
AT&T,
Sr. Unscd. Notes	4.35	6/15/45	600,000		497,770
AT&T,
Sr. Unscd. Notes	5.35	9/1/40	1,500,000		1,466,201
AT&T,
Sr. Unscd. Notes	6.30	1/15/38	1,500,000		1,631,507
BellSouth,
Sr. Unscd. Bonds	6.55	6/15/34	100,000		109,055
BellSouth Telecommunications,
Sr. Unscd. Debs	6.38	6/1/28	550,000		611,356
British Telecommunications,
Sr. Unscd. Notes	5.95	1/15/18	580,000		668,383
British Telecommunications,
Sr. Unscd. Notes	9.63	12/15/30	175,000	^a	261,739
Cellco Partnership/Verizon
Wireless Capital,
Sr. Unscd. Notes	8.50	11/15/18	850,000		1,094,843
Cisco Systems,
Sr. Unscd. Notes	4.45	1/15/20	1,000,000		1,110,119
Cisco Systems,
Sr. Unscd. Notes	5.50	2/22/16	500,000		554,942
Cisco Systems,
Sr. Unscd. Notes	5.50	1/15/40	400,000		447,162
Deutsche Telekom International
Finance, Gtd. Bonds	8.75	6/15/30	900,000	^a	1,290,470


The Fund	41

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Telecommunications (continued)
GTE,
Gtd. Debs	6.94	4/15/28	100,000		117,312
Koninklijke KPN,
Sr. Unscd. Bonds	8.38	10/1/30	250,000		315,881
Motorola Solutions,
Sr. Unscd. Debs	7.50	5/15/25	1,450,000		1,769,203
Omnicom Group,
Gtd. Notes	3.63	5/1/22	500,000		489,140
Orange SA,
Sr. Unscd. Notes	8.75	3/1/31	945,000	^a	1,305,958
Pacific-Bell Telephone,
Gtd. Debs	7.13	3/15/26	310,000		375,671
Qwest,
Sr. Unscd. Debs	6.88	9/15/33	330,000		321,750
Seagate HDD,
Gtd. Notes	4.75	6/1/23	800,000	^c	782,000
Telecom Italia Capital,
Gtd. Notes	6.38	11/15/33	200,000		184,302
Telefonica Emisiones,
Gtd. Notes	3.19	4/27/18	1,000,000		1,015,712
Telefonica Emisiones,
Gtd. Notes	7.05	6/20/36	1,145,000		1,269,505
Verizon Communications,
Sr. Unscd. Notes	3.50	11/1/21	900,000		899,481
Verizon Communications,
Sr. Unscd. Notes	3.65	9/14/18	1,300,000		1,384,162
Verizon Communications,
Sr. Unscd. Notes	5.15	9/15/23	1,650,000		1,793,720
Verizon Communications,
Sr. Unscd. Notes	5.50	2/15/18	1,500,000		1,709,808
Verizon Communications,
Sr. Unscd. Notes	5.85	9/15/35	560,000		594,204
Verizon Communications,
Sr. Unscd. Notes	6.40	9/15/33	1,250,000		1,419,004
Verizon Communications,
Sr. Unscd. Notes	6.55	9/15/43	1,950,000		2,270,442
Verizon Communications,
Sr. Unscd. Notes	7.75	12/1/30	690,000		865,647
Vodafone Group,
Sr. Unscd. Bonds	6.15	2/27/37	250,000		280,709

42


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Telecommunications (continued)
Vodafone Group,
Sr. Unscd. Notes	1.50	2/19/18	500,000		491,471
Vodafone Group,
Sr. Unscd. Notes	5.63	2/27/17	555,000		626,441
Vodafone Group,
Sr. Unscd. Notes	7.88	2/15/30	125,000		162,198
					35,325,053
U.S. Government
Agencies—4.3%
Federal Farm Credit Bank,
Bonds	0.54	11/7/16	500,000		497,643
Federal Farm Credit Bank,
Bonds	0.73	8/15/16	205,000		205,014
Federal Farm Credit Bank,
Bonds	5.13	8/25/16	1,200,000		1,351,417
Federal Home Loan Bank
Bonds	0.38	6/24/16	1,500,000		1,498,764
Federal Home Loan Bank,
Bonds	0.45	12/28/15	500,000		500,004
Federal Home Loan Bank,
Bonds	1.13	6/26/17	500,000		500,390
Federal Home Loan Bank,
Bonds	1.25	2/28/18	570,000		564,554
Federal Home Loan Bank,
Bonds	2.75	3/13/15	2,800,000		2,896,704
Federal Home Loan Bank,
Bonds	4.75	12/16/16	1,000,000		1,127,674
Federal Home Loan Bank,
Bonds, Ser. 917	4.88	5/17/17	2,000,000	^b	2,283,636
Federal Home Loan Bank,
Bonds, Ser. 1069	5.00	11/17/17	2,600,000		3,005,314
Federal Home Loan Bank,
Bonds, Ser. 656	5.38	5/18/16	320,000		359,772
Federal Home Loan Bank,
Bonds	5.50	7/15/36	480,000		576,889
Federal Home Loan Bank,
Bonds	5.63	6/11/21	1,200,000		1,448,242
Federal Home Loan Mortgage Corp.,
Notes	0.32	4/29/15	1,500,000	^d	1,500,248


The Fund	43

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
U.S. Government
Agencies (continued)
Federal Home Loan Mortgage Corp.,
Notes	0.42	9/18/15	850,000	^d	851,573
Federal Home Loan Mortgage Corp.,
Notes	0.70	10/25/16	1,150,000	^d	1,148,415
Federal Home Loan Mortgage Corp.,
Notes	1.00	9/29/17	3,000,000	^d	2,992,779
Federal Home Loan Mortgage Corp.,
Notes	1.03	11/28/17	500,000	^d	492,919
Federal Home Loan Mortgage Corp.,
Notes	1.20	6/12/18	785,000	^d	772,819
Federal Home Loan Mortgage Corp.,
Notes	2.00	8/25/16	2,000,000	^d	2,078,378
Federal Home Loan Mortgage Corp.,
Notes	2.25	3/13/20	715,000	^d	715,028
Federal Home Loan Mortgage Corp.,
Notes	2.38	1/13/22	2,600,000	^b,d	2,553,543
Federal Home Loan Mortgage Corp.,
Notes	2.88	2/9/15	5,500,000	^b,d	5,685,713
Federal Home Loan Mortgage Corp.,
Notes	3.06	6/14/28	135,000	^d	123,702
Federal Home Loan Mortgage Corp.,
Notes	3.75	3/27/19	1,600,000	^d	1,775,710
Federal Home Loan Mortgage Corp.,
Notes	4.38	7/17/15	1,985,000	^d	2,124,331
Federal Home Loan Mortgage Corp.,
Notes	4.50	10/1/40	6,009,091	^d	6,426,684
Federal Home Loan Mortgage Corp.,
Notes	4.88	6/13/18	1,250,000	^b,d	1,447,540
Federal Home Loan Mortgage Corp.,
Notes	5.00	2/16/17	825,000	^d	938,164
Federal Home Loan Mortgage Corp.,
Notes	5.13	10/18/16	750,000	^b,d	849,137
Federal Home Loan Mortgage Corp.,
Notes	5.13	11/17/17	650,000	^b,d	753,644
Federal Home Loan Mortgage Corp.,
Notes	5.25	4/18/16	2,100,000	^d	2,344,843
Federal Home Loan Mortgage Corp.,
Notes	6.25	7/15/32	1,000,000	^d	1,307,295

44


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
U.S. Government
Agencies (continued)
Federal Home Loan Mortgage Corp.,
Bonds	6.75	9/15/29	400,000	^b,d	544,471
Federal National Mortgage
Association, Notes	0.00	6/1/17	2,400,000	^d,e	2,295,919
Federal National Mortgage
Association, Notes	0.38	12/21/15	2,500,000	^b,d	2,499,388
Federal National Mortgage
Association, Notes	0.50	10/22/15	500,000	^d	500,886
Federal National Mortgage
Association, Notes	0.50	11/27/15	1,800,000	^d	1,800,482
Federal National Mortgage
Association, Notes	0.50	3/28/16	500,000	^d	500,053
Federal National Mortgage
Association, Notes	0.52	2/26/16	750,000	^d	750,429
Federal National Mortgage
Association, Notes	0.52	5/27/16	1,250,000	^d	1,249,166
Federal National Mortgage
Association, Notes	0.55	2/27/15	1,000,000	^d	1,001,395
Federal National Mortgage
Association, Notes	0.57	4/18/16	1,000,000	^d	999,822
Federal National Mortgage
Association, Notes	0.88	2/8/18	3,000,000	^b,d	2,955,945
Federal National Mortgage
Association, Notes	1.00	12/28/17	750,000	^d	740,104
Federal National Mortgage
Association, Notes	1.00	2/15/18	700,000	^d	687,832
Federal National Mortgage
Association, Notes, Ser. 1	1.00	4/30/18	1,000,000	^d	981,037
Federal National Mortgage
Association, Notes	1.05	8/26/16	250,000	^d	250,587
Federal National Mortgage
Association, Notes	1.13	3/28/18	415,000	^d	409,163
Federal National Mortgage
Association, Notes	1.25	1/30/17	2,000,000	^d	2,033,314
Federal National Mortgage
Association, Notes	1.63	10/26/15	2,700,000	^d	2,768,510
Federal National Mortgage
Association, Notes	2.63	11/20/14	4,800,000	^b,d	4,926,221


The Fund	45

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
U.S. Government
Agencies (continued)
Federal National Mortgage
Association, Notes	4.38	10/15/15	850,000	^d	916,860
Federal National Mortgage
Association, Notes	5.00	4/15/15	200,000	^d	213,834
Federal National Mortgage
Association, Notes	5.00	3/15/16	1,240,000	^d	1,372,155
Federal National Mortgage
Association, Notes	5.00	5/11/17	1,200,000	^d	1,370,494
Federal National Mortgage
Association, Notes	5.25	9/15/16	1,225,000	^d	1,388,088
Federal National Mortgage
Association, Notes	6.00	4/18/36	1,300,000	^d	1,439,391
Federal National Mortgage
Association, Bonds	6.25	5/15/29	1,340,000	^d	1,730,550
Financing (FICO),
Scd. Bonds	8.60	9/26/19	40,000		54,295
Financing (FICO),
Scd. Bonds, Ser. E	9.65	11/2/18	510,000		704,938
Tennessee Valley Authority,
Bonds	5.88	4/1/36	650,000		783,358
Tennessee Valley Authority,
Bonds	6.15	1/15/38	165,000		207,238
Tennessee Valley Authority,
Notes	5.25	9/15/39	1,200,000		1,325,573
					93,099,980
U.S. Government Agencies/
Mortgage-Backed—31.9%
Federal Home Loan Mortgage Corp.:
2.50%			5,800,000	^d,f	5,833,063
3.00%			5,100,000	^d,f	5,002,547
5.00%			1,500,000	^d,f	1,588,643
2.14%, 8/1/43			1,494,896	^a,d	1,511,121
2.46%, 10/1/43			599,453	^a,d	612,612
2.50%, 10/1/27—10/1/28			9,179,069	^d	9,300,241
3.00%, 12/1/25—8/1/43			34,603,168	^d	34,794,361
3.50%, 6/1/19—8/1/42			31,365,195	^d	32,364,329
4.00%, 11/1/14—1/1/42			22,944,946	^d	24,159,843
4.50%, 2/1/18—4/1/41			24,991,563	^d	26,678,872
5.00%, 12/1/17—1/1/40			19,680,105	^d	21,222,635

46


	Principal
Bonds and Notes (continued)	Amount ($)		Value ($)
U.S. Government Agencies/Mortgage-Backed (continued)
Federal Home Loan Mortgage Corp. (continued):
5.50%, 8/1/16—1/1/40	15,236,686	^d	16,532,266
6.00%, 12/1/13—7/1/39	6,873,236	^d	7,513,766
6.50%, 3/1/14—3/1/39	3,849,788	^d	4,264,012
7.00%, 9/1/15—7/1/37	204,202	^d	231,000
7.50%, 8/1/16—11/1/33	65,911	^d	75,909
8.00%, 2/1/17—10/1/31	48,880	^d	56,471
8.50%, 10/1/18—6/1/30	1,646	^d	1,880
Federal National Mortgage Association:
2.50%	15,100,000	^d,f	15,108,063
3.00%	19,500,000	^d,f	19,309,361
3.50%	8,600,000	^d,f	8,821,281
4.00%	1,000,000	^d,f	1,050,625
4.50%	1,400,000	^d,f	1,499,094
5.50%	500,000	^d,f	545,703
2.50%, 7/1/27—7/1/33	8,439,867	^d	8,536,163
3.00%, 10/1/26—8/1/43	40,655,998	^d	40,863,235
3.05%, 12/1/41	699,637	^a,d	732,170
3.50%, 1/20/25—9/1/43	46,719,029	^d	48,333,936
4.00%, 9/1/18—2/1/42	52,377,910	^d	55,461,505
4.50%, 4/1/18—11/1/40	38,702,701	^d	41,482,405
5.00%, 11/1/17—6/1/40	28,242,279	^d	30,687,728
5.50%, 2/1/14—12/1/38	18,032,228	^d	19,681,030
6.00%, 3/1/14—11/1/38	10,291,440	^d	11,289,969
6.50%, 10/1/14—9/1/38	2,765,970	^d	3,065,283
7.00%, 3/1/14—3/1/38	566,500	^d	624,413
7.50%, 8/1/15—6/1/31	95,157	^d	108,390
8.00%, 6/1/15—8/1/30	23,194	^d	26,733
8.50%, 9/1/15—7/1/30	8,787	^d	9,178
9.00%, 10/1/30	2,117	^d	2,255
Government National Mortgage Association I:
3.00%	22,300,000	^f	22,249,454
3.50%	22,400,000	^f	23,272,844
4.00%	8,400,000	^f	8,957,484
4.50%	8,000,000	^f	8,668,750
2.00%, 10/20/42—6/20/43	2,448,749		2,513,950
2.50%, 2/15/28—1/20/43	2,550,798		2,600,027
3.00%, 7/20/42	1,347,112	^a	1,410,043
3.50%, 3/20/41—2/15/42	17,395,703		18,127,428
4.00%, 2/15/41—3/15/41	16,876,814		18,108,441
4.50%, 1/15/19—2/15/41	19,914,485		21,544,325
5.00%, 1/15/17—4/15/40	18,600,322		20,334,749


The Fund	47

STATEMENT OF INVESTMENTS (continued)


	Principal
Bonds and Notes (continued)	Amount ($)		Value ($)
U.S. Government Agencies/Mortgage-Backed (continued)
Government National Mortgage Association I (continued):
5.50%, 9/15/20—11/15/38	6,296,194		6,904,478
6.00%, 1/15/14—4/15/39	6,217,672		6,893,005
6.50%, 2/15/24—2/15/39	1,333,331		1,504,463
7.00%, 2/15/22—8/15/32	129,416		145,558
7.50%, 10/15/14—11/15/30	83,307		94,384
8.00%, 2/15/17—3/15/32	22,705		27,142
8.25%, 6/15/27	2,054		2,214
8.50%, 10/15/26	10,166		11,861
9.00%, 2/15/22—2/15/23	9,450		9,711
Government National Mortgage Association II:
2.50%, 5/20/43—9/20/43	1,000,000		946,171
3.00%, 11/20/27—8/20/43	12,568,702		12,713,990
3.50%, 5/20/34—4/20/43	3,881,634		4,039,595
4.50%, 7/20/41—6/20/43	3,205,116		3,482,714
5.50%, 7/20/38—11/20/42	850,647		933,971
6.50%, 2/20/28	1,029		1,206
8.50%, 7/20/25	928		1,078
Federal Home Loan Mortgage Corp.:
2.18%, 2/1/35	406,660	^a,d	428,039
2.25%, 6/1/35	5,232	^a,d	5,549
2.25%, 8/1/37	77,572	^a,d	82,965
2.38%, 4/1/36	152,666	^a,d	160,066
2.40%, 6/1/36	8,325	^a,d	8,363
2.43%, 2/1/34	210,048	^a,d	221,910
2.51%, 3/1/37	104,057	^a,d	111,015
2.55%, 12/1/34	33,720	^a,d	35,844
2.63%, 4/1/33	13,080	^a,d	13,918
2.72%, 3/1/36	7,773	^a,d	8,325
2.74%, 12/1/34	17,787	^a,d	18,885
2.89%, 8/1/35	149,058	^a,d	157,725
4.69%, 6/1/34	6,220	^a,d	6,657
5.19%, 8/1/34	4,241	^a,d	4,490
5.24%, 11/1/33	4,625	^a,d	4,790
Federal National Mortgage Association:
2.19%, 12/1/35	7,381	^a,d	7,741
2.25%, 6/1/34	197,954	^a,d	210,343
2.25%, 11/1/36	142,301	^a,d	149,910
2.32%, 12/1/36	26,931	^a,d	27,363
2.34%, 2/1/37	3,866	^a,d	4,102
2.39%, 5/1/33	6,456	^a,d	6,603

48


	Principal
Bonds and Notes (continued)	Amount ($)		Value ($)
U.S. Government Agencies/
Mortgage-Backed (continued)
Federal National Mortgage Association (continued):
2.39%, 9/1/33	6,927	^a,d	7,272
2.40%, 11/1/32	12,253	^a,d	12,986
2.41%, 10/1/34	17,063	^a,d	18,010
2.41%, 1/1/35	207,515	^a,d	222,067
2.44%, 11/1/36	32,231	^a,d	33,865
2.50%, 8/1/35	66,410	^a,d	70,541
2.52%, 3/1/34	209,418	^a,d	223,420
2.56%, 9/1/33	20,973	^a,d	22,237
2.58%, 6/1/34	57,578	^a,d	61,598
2.61%, 3/1/37	55,983	^a,d	59,745
2.65%, 9/1/35	360,972	^a,d	385,064
2.65%, 2/1/37	129,687	^a,d	138,717
4.96%, 1/1/35	9,840	^a,d	10,389
5.21%, 6/1/35	20,766	^a,d	22,340
5.23%, 11/1/35	3,615	^a,d	3,893
			687,447,874
U.S. Government Securities—35.5%
U.S. Treasury Bonds:
2.75%, 8/15/42	3,200,000	^b	2,684,499
2.75%, 11/15/42	7,377,000	^b	6,177,662
2.88%, 5/15/43	9,000,000	^b	7,723,125
3.00%, 5/15/42	3,500,000	^b	2,999,234
3.13%, 11/15/41	7,750,000		7,071,875
3.13%, 2/15/42	8,020,000	^b	7,306,348
3.13%, 2/15/43	8,850,000	^b	8,016,852
3.63%, 8/15/43	2,085,000	^b	2,082,719
3.75%, 8/15/41	4,915,000	^b	5,025,429
4.25%, 5/15/39	1,000,000		1,123,125
4.38%, 11/15/39	4,000,000		4,580,000
4.38%, 5/15/40	29,000	^b	33,191
4.38%, 5/15/41	4,800,000		5,488,123
4.50%, 2/15/36	670,000		782,225
4.75%, 2/15/41	1,528,000	^b	1,851,507
6.00%, 2/15/26	470,000		625,284
6.13%, 11/15/27	6,644,000		9,029,090
6.25%, 8/15/23	314,000	^b	417,767
6.50%, 11/15/26	1,200,000		1,671,563
6.63%, 2/15/27	800,000		1,127,438
6.88%, 8/15/25	300,000		425,086


The Fund	49

STATEMENT OF INVESTMENTS (continued)


	Principal
Bonds and Notes (continued)	Amount ($)		Value ($)
U.S. Government Securities (continued)
U.S. Treasury Bonds (continued):
7.13%, 2/15/23	1,690,000		2,361,048
7.25%, 8/15/22	1,000,000		1,397,891
7.88%, 2/15/21	585,000		822,131
8.00%, 11/15/21	3,770,000		5,412,894
8.13%, 5/15/21	1,500,000		2,145,645
8.75%, 5/15/17	2,395,000		3,059,986
8.75%, 5/15/20	2,000,000		2,873,124
8.88%, 8/15/17	2,725,000		3,537,709
9.00%, 11/15/18	660,000		908,996
U.S. Treasury Notes:
0.25%, 12/15/14	26,760,000	^b	26,789,275
0.25%, 5/15/15	4,610,000		4,611,803
0.25%, 7/15/15	7,440,000	^b	7,439,130
0.25%, 8/15/15	6,900,000	^b	6,897,978
0.25%, 9/15/15	7,944,000		7,938,106
0.25%, 10/15/15	6,400,000		6,393,747
0.25%, 10/31/15	4,000,000		3,995,468
0.25%, 12/15/15	8,500,000		8,485,057
0.25%, 4/15/16	8,125,000		8,091,038
0.25%, 5/15/16	7,945,000		7,907,754
0.38%, 11/15/14	2,000,000		2,004,804
0.38%, 4/15/15	7,604,000	^b	7,622,120
0.38%, 6/15/15	8,000,000		8,017,184
0.38%, 8/31/15	4,435,000	^b	4,442,970
0.38%, 11/15/15	7,900,000		7,908,335
0.38%, 1/15/16	7,160,000	^b	7,162,800
0.38%, 2/15/16	7,840,000		7,839,083
0.38%, 3/15/16	6,770,000		6,766,033
0.50%, 6/15/16	7,985,000		7,991,548
0.50%, 7/31/17	4,990,000		4,918,853
0.63%, 7/15/16	7,740,000		7,766,301
0.63%, 8/15/16	4,175,000		4,186,577
0.63%, 10/15/16	3,800,000		3,806,384
0.63%, 8/31/17	3,700,000		3,658,808
0.63%, 9/30/17	7,800,000	^b	7,703,717
0.63%, 11/30/17	40,000		39,377
0.63%, 4/30/18	8,694,000	^b	8,494,308
0.75%, 6/30/17	7,387,000		7,360,163

50


	Principal
Bonds and Notes (continued)	Amount ($)		Value ($)
U.S. Government Securities (continued)
U.S. Treasury Notes (continued):
0.75%, 10/31/17	7,220,000		7,154,284
0.75%, 12/31/17	100,000		98,797
0.75%, 2/28/18	7,320,000		7,212,484
0.75%, 3/31/18	7,300,000		7,179,097
0.88%, 1/31/18	776,000		769,483
1.00%, 8/31/16	3,600,000		3,645,702
1.00%, 9/30/16	7,801,000	^b	7,898,512
1.00%, 10/31/16	986,000		997,824
1.00%, 3/31/17	7,000,000 ^b		7,057,421
1.00%, 5/31/18	8,400,000		8,333,388
1.00%, 8/31/19	400,000	^b	386,438
1.00%, 9/30/19	5,000,000		4,822,655
1.00%, 11/30/19	7,300,000	^b	7,012,563
1.13%, 3/31/20	5,000,000		4,794,530
1.13%, 4/30/20	5,000,000		4,783,985
1.25%, 8/31/15	8,017,000	^b	8,159,334
1.25%, 9/30/15	9,000,000		9,164,529
1.25%, 10/31/15	7,856,000	^b	8,002,687
1.25%, 10/31/18	4,430,000		4,415,292
1.25%, 1/31/19	5,295,000		5,257,771
1.38%, 11/30/15	5,820,000	^b	5,946,405
1.38%, 6/30/18	7,415,000	^b	7,469,745
1.38%, 7/31/18	7,210,000		7,257,600
1.38%, 9/30/18	10,070,000	^b	10,110,512
1.38%, 11/30/18	4,341,000	^b	4,350,155
1.38%, 12/31/18	6,100,000	^b	6,104,764
1.38%, 2/28/19	500,000		498,828
1.50%, 8/31/18	10,405,000	^b	10,523,274
1.63%, 11/15/22	5,690,000	^b	5,313,038
1.75%, 5/31/16	3,500,000		3,615,801
1.75%, 10/31/18	5,400,000		5,517,493
1.75%, 10/31/20	3,600,000		3,551,062
1.75%, 5/15/22	4,299,000	^b	4,105,545
1.75%, 5/15/23	12,571,000	^b	11,742,596
1.88%, 8/31/17	4,180,000		4,329,239
1.88%, 9/30/17	5,570,000	^b	5,765,384
2.00%, 1/31/16	6,825,000		7,075,341
2.00%, 4/30/16	8,625,000		8,960,228


The Fund	51

STATEMENT OF INVESTMENTS (continued)


	Principal
Bonds and Notes (continued)	Amount ($)		Value ($)
U.S. Government Securities (continued)
U.S. Treasury Notes (continued):
2.00%, 9/30/20	3,700,000	^b	3,718,211
2.00%, 11/15/21	2,430,000	^b	2,392,410
2.00%, 2/15/22	6,920,000		6,779,711
2.00%, 2/15/23	13,210,000	^b	12,686,765
2.13%, 11/30/14	2,690,000		2,747,109
2.13%, 5/31/15	7,494,000		7,716,482
2.13%, 2/29/16	3,000,000		3,121,992
2.13%, 8/31/20	3,780,000		3,835,521
2.13%, 8/15/21	10,605,000		10,590,089
2.25%, 1/31/15	21,391,000	^b	21,944,150
2.25%, 3/31/16	60,000		62,679
2.38%, 2/28/15	1,260,000		1,296,225
2.38%, 3/31/16	1,753,000		1,835,994
2.50%, 3/31/15	5,423,000		5,597,556
2.50%, 4/30/15	8,650,000	^b	8,944,982
2.50%, 6/30/17	6,520,000		6,905,599
2.50%, 8/15/23	5,573,000	^b	5,552,971
2.63%, 12/31/14	19,400,000	^b	19,952,822
2.63%, 8/15/20	8,270,000	^b	8,677,364
2.63%, 11/15/20	7,011,000		7,333,345
2.75%, 5/31/17	8,430,000	^b	9,004,951
3.00%, 8/31/16	2,700,000		2,886,257
3.00%, 9/30/16	4,560,000	^b	4,879,556
3.00%, 2/28/17	1,500,000		1,611,562
3.13%, 10/31/16	5,000,000	^b	5,374,220
3.13%, 1/31/17	1,800,000		1,939,781
3.13%, 4/30/17	2,830,000		3,057,727
3.13%, 5/15/21	9,750,000		10,481,630
3.25%, 5/31/16	1,083,000		1,161,094
3.25%, 6/30/16	4,600,000		4,938,174
3.25%, 7/31/16	5,100,000	^b	5,482,898
3.25%, 12/31/16	4,700,000	^b	5,079,671
3.25%, 3/31/17	3,000,000		3,251,718
3.50%, 5/15/20	9,120,000	^b	10,103,610
3.63%, 2/15/20	6,200,000	^b	6,920,025
3.63%, 2/15/21	6,680,000		7,428,628
4.00%, 2/15/15	12,200,000	^b	12,796,653
4.13%, 5/15/15	1,065,000		1,128,609
4.25%, 8/15/15	1,305,000	^b	1,397,727

52


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
U.S. Government Securities (continued)
U.S. Treasury Notes (continued):
4.50%, 11/15/15			220,000	^b	238,734
4.50%, 2/15/16			425,000		465,109
4.50%, 5/15/17			1,800,000		2,031,750
4.63%, 11/15/16			2,000,000		2,240,704
4.63%, 2/15/17			2,252,000		2,537,547
4.75%, 8/15/17			2,387,000	^b	2,731,623
4.88%, 8/15/16			90,000		100,877
					765,346,885
Utilities—1.7%
AEP Texas Central Transition
Funding, Sr. Scd. Bonds,
Ser. A-4	5.17	1/1/20	250,000		279,394
Commonwealth Edison,
First Mortgage Bonds	5.90	3/15/36	971,000		1,139,885
Consolidated Edison of New York,
Sr. Unscd. Debs., Ser. 05-A	5.30	3/1/35	175,000		191,741
Consolidated Edison of New York,
Sr. Unscd. Debs., Ser. 08-A	5.85	4/1/18	600,000		705,362
Consolidated Edison of New York,
Sr. Unscd. Debs., Ser. 06-B	6.20	6/15/36	200,000		240,193
Consumers Energy,
First Mortgage Bonds, Ser. P	5.50	8/15/16	200,000		224,175
Dominion Resources,
Sr. Unscd. Notes, Ser. C	5.15	7/15/15	2,075,000		2,224,682
Dominion Resources,
Sr. Unscd. Notes, Ser. E	6.30	3/15/33	100,000		117,772
Duke Energy Carolinas,
First Mortgage Bonds	4.00	9/30/42	500,000		464,264
Duke Energy Carolinas,
First Mortgage Bonds	5.30	2/15/40	1,700,000		1,907,891
Duke Energy Florida
First Mortgage Bonds	6.40	6/15/38	1,000,000		1,256,371
Florida Power & Light,
First Mortgage Bonds	5.63	4/1/34	1,100,000		1,273,501
Georgia Power,
Sr. Unscd. Note	4.30	3/15/42	1,300,000		1,197,665


The Fund	53

STATEMENT OF INVESTMENTS (continued)


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)	Value ($)
Utilities (continued)
Hydro-Quebec,
Gov’t Gtd. Debs., Ser. HH	8.50	12/1/29	1,200,000	1,784,380
Hydro-Quebec,
Gov’t Gtd. Debs., Ser. HK	9.38	4/15/30	20,000	30,722
Indiana Michigan Power,
Sr. Unscd. Notes	6.05	3/15/37	800,000	896,976
MidAmerican Energy Holdings,
Sr. Unscd. Bonds	6.13	4/1/36	500,000	568,581
Nevada Power,
Mortgage Notes	7.13	3/15/19	2,300,000	2,862,424
NiSource Finance,
Gtd. Notes	6.40	3/15/18	1,700,000	1,984,823
Oncor Electric Delivery,
Sr. Scd. Debs	7.00	9/1/22	170,000	209,174
Oncor Electric Delivery,
Sr. Scd. Notes	7.00	5/1/32	250,000	308,099
Pacific Gas & Electric,
Sr. Unscd. Bonds	6.05	3/1/34	465,000	525,456
Pacific Gas & Electric,
Sr. Unscd. Notes	6.25	3/1/39	750,000	872,841
Pacificorp,
First Mortgage Bonds	5.75	4/1/37	1,035,000	1,202,612
Peco Energy,
First Mortgage Bonds	4.80	10/15/43	500,000	521,023
PPL Capital Funding,
Gtd. Notes	3.40	6/1/23	400,000	378,362
PPL Capital Funding,
Gtd. Notes	4.70	6/1/43	400,000	362,065
PPL Electric Utilities,
First Mortgage Bonds	4.75	7/15/43	1,000,000	1,033,785
Progress Energy,
Sr. Unscd. Notes	7.75	3/1/31	480,000	623,721
Public Service Colorado,
First Mortgage Bonds	3.20	11/15/20	1,500,000	1,545,933
Public Service Electric & Gas,
Sr. Scd. Notes, Ser. D	5.25	7/1/35	230,000	255,691

54


	Coupon	Maturity	Principal
Bonds and Notes (continued)	Rate (%)	Date	Amount ($)		Value ($)
Utilities (continued)
San Diego Gas & Electric,
First Mortgage Bonds	3.60	9/1/23	400,000		412,080
South Carolina Electric & Gas,
First Mortgage Bonds	6.63	2/1/32	200,000		244,251
Southern California Edison,
First Mortgage Bonds	3.88	6/1/21	1,400,000		1,500,220
Southern California Edison,
First Mortgage Notes, Ser. 08-A	5.95	2/1/38	70,000		83,816
Southern California Edison,
Sr. Unscd. Notes	6.65	4/1/29	450,000		551,486
Southern California Gas,
First Mortgage Bonds, Ser. HH	5.45	4/15/18	100,000		115,448
Southern Power,
Sr. Unscd. Notes, Ser. D	4.88	7/15/15	2,000,000		2,134,338
SouthWestern Electric Power,
Sr. Unscd. Notes, Ser. F	5.88	3/1/18	150,000		170,507
Union Electric,
Sr. Scd. Notes	6.40	6/15/17	1,500,000		1,748,980
Virginia Electric & Power,
Sr. Unscd. Notes	1.20	1/15/18	1,000,000		981,991
Virginia Electric & Power,
Sr. Unscd. Notes	4.00	1/15/43	500,000		457,200
Virginia Electric & Power,
Sr. Unscd. Notes, Ser. A	5.40	1/15/16	500,000		549,336
Xcel Energy,
Sr. Unscd. Notes	6.50	7/1/36	630,000		762,917
					36,902,134
Total Bonds and Notes
(cost $2,135,950,689)					2,191,035,462

Other Investment—3.2%			Shares		Value ($)
Registered Investment Company;
Dreyfus Institutional Preferred
Plus Money Market Fund
(cost $68,659,201)			68,659,201	^g	68,659,201


The Fund	55

STATEMENT OF INVESTMENTS (continued)


Investment of Cash Collateral
for Securities Loaned—.5%	Shares		Value ($)
Registered Investment Company;
Dreyfus Institutional Cash
Advantage Fund
(cost $9,749,007)	9,749,007	^g	9,749,007

Total Investments (cost $2,214,358,897)	105.4	%	2,269,443,670
Liabilities, Less Cash and Receivables	(5.4	%)	(115,384,770	)
Net Assets	100.0	%	2,154,058,900

GO—General Obligation
REIT—Real Estate Investment Trust

a Variable rate security—interest rate subject to periodic change.

b Security, or portion thereof, on loan.At October 31, 2013, the value of the fund’s securities on loan was

$339,043,237 and the value of the collateral held by the fund was $362,189,268, consisting of cash collateral of

$9,749,007 and U.S. Government and Agency securities valued at $352,440,261.

c Securities exempt from registration pursuant to Rule 144A under the Securities Act of 1933.These securities may be

resold in transactions exempt from registration, normally to qualified institutional buyers.At October 31, 2013, these

securities were valued at $1,570,642 or 0.1% of net assets.

d The Federal Housing Finance Agency (“FHFA”) placed Federal Home Loan Mortgage Corporation and Federal

National Mortgage Association into conservatorship with FHFA as the conservator.As such, the FHFA oversees the

continuing affairs of these companies.

e Security issued with a zero coupon. Income is recognized through the accretion of discount.

f This security is traded on a To-Be-Announed (“TBA”) basis. (See Note 4).

g Investment in affiliated money market mutual fund.


Portfolio Summary (Unaudited)^†

	Value (%)		Value (%)
U.S. Government & Agencies	71.7	Commercial Mortgage-Backed	1.7
Corporate Bonds	22.5	Municipal Bonds	.8
Foreign/Governmental	4.6	Asset-Backed	.4
Money Market Investments	3.7		105.4

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

56

TBA SALE COMMITMENTS

October 31, 2013


	Principal
	Amount ($)	Value ($)
Federal Home Loan Mortgage Corp.
3%, 11/1/2043	4,100,000	4,247,344
3.5% 11/1/2043	2,100,000	2,198,191
4%, 11/1/2043	700,000	734,781
4.5% 11/1/2043	7,000,000	7,475,781
5%, 11/1/2043	2,800,000	2,996,559
5.5% 11/1/2043	5,000,000	5,415,627
Total Federal Home Loan Mortgage Corp.	21,700,000	23,068,283
Federal National Mortgage Association
3.5% 11/1/2043	500,000	527,969
4%, 11/1/2043	8,500,000	9,020,625
4.5% 11/1/2043	2,850,000	3,027,680
5%, 11/1/2043	4,100,000	4,458,751
Total Federal National Mortgage Association	15,950,000	17,035,025
Government National Mortgage Association
3.5% 11/1/2043	5,300,000	5,494,609
4%, 11/1/2043	2,500,000	2,658,984
4.5% 11/1/2043	3,400,000	3,665,094
5%, 11/1/2043	1,000,000	1,088,633
5.5% 11/1/2043	1,500,000	1,638,633
Total Government
National Mortgage Association	13,700,000	14,545,953
Total TBA Sale Commitments
(proceeds $54,331,300)		54,649,261

See notes to financial statements.


The Fund	57

STATEMENT OF ASSETS AND LIABILITIES

October 31, 2013


	Cost	Value
Assets ($):
Investments in securities—See Statement of Investments (including
securities on loan, valued at $339,043,237)—Note 1(b):
Unaffiliated issuers	2,135,950,689	2,191,035,462
Affiliated issuers	78,408,208	78,408,208
Cash		3,189,282
Receivable for TBA sale commitments		54,331,300
Receivable for investment securities sold		37,102,841
Dividends, interest and securities lending income receivable		13,802,963
Receivable for shares of Capital Stock subscribed		2,360,963
		2,380,231,019
Liabilities ($):
Due to The Dreyfus Corporation and affiliates—Note 3(b)		453,007
Payable for investment securities purchased		87,614,853
Payable for open mortgage dollar roll transactions—Note 4		70,173,385
TBA sales commitment, at value (proceeds
$54,331,300)—see TBA Sales Commitments—Note 4		54,649,261
Liability for securities on loan—Note 1(b)		9,749,007
Payable for shares of Capital Stock redeemed		3,506,678
Accrued expenses		25,928
		226,172,119
Net Assets ($)		2,154,058,900
Composition of Net Assets ($):
Paid-in capital		2,070,353,452
Accumulated undistributed investment income—net		2,011,773
Accumulated net realized gain (loss) on investments		26,926,863
Accumulated net unrealized appreciation
(depreciation) on investments		54,766,812
Net Assets ($)		2,154,058,900


Net Asset Value Per Share
	Investor Shares	BASIC Shares
Net Assets ($)	904,778,723	1,249,280,177
Shares Outstanding	85,227,768	117,611,445
Net Asset Value Per Share ($)	10.62	10.62

See notes to financial statements.

58

STATEMENT OF OPERATIONS

Year Ended October 31, 2013


Investment Income ($):
Income:
Interest	59,946,786
Income from securities lending—Note 1(b)	299,351
Dividends;
Affliated issuers	43,300
Total Income	60,289,437
Expenses:
Management fee—Note 3(a)	3,413,935
Distribution Plan fees (Investor Shares)—Note 3(b)	2,466,349
Directors’ fees—Note 3(a)	169,566
Loan commitment fees—Note 2	21,212
Total Expenses	6,071,062
Less—Directors’ fees reimbursed by the Manager—Note 3(a)	(169,566	)
Net Expenses	5,901,496
Investment Income—Net	54,387,941
Realized and Unrealized Gain (Loss) on Investments—Note 4 ($):
Net realized gain (loss) on investments	36,177,404
Net unrealized appreciation (depreciation) on investments	(128,007,187	)
Net Realized and Unrealized Gain (Loss) on Investments	(91,829,783	)
Net (Decrease) in Net Assets Resulting from Operations	(37,441,842	)

See notes to financial statements.


The Fund	59

STATEMENT OF CHANGES IN NET ASSETS


	Year Ended October 31,
	2013		2012
Operations ($):
Investment income—net	54,387,941		68,119,403
Net realized gain (loss) on investments	36,177,404		18,314,159
Net unrealized appreciation
(depreciation) on investments	(128,007,187	)	28,436,071
Net Increase (Decrease) in Net Assets
Resulting from Operations	(37,441,842	)	114,869,633
Dividends to Shareholders from ($):
Investment income—net:
Investor Shares	(25,808,556	)	(29,767,411	)
BASIC Shares	(36,949,929	)	(46,556,696	)
Net realized gain on investments:
Investor Shares	(2,369,554	)	—
BASIC Shares	(3,192,239	)	—
Total Dividends	(68,320,278	)	(76,324,107	)
Capital Stock Transactions ($):
Net proceeds from shares sold:
Investor Shares	331,081,540		406,277,765
BASIC Shares	428,646,545		521,655,197
Dividends reinvested:
Investor Shares	27,685,258		28,975,057
BASIC Shares	35,691,797		40,627,309
Cost of shares redeemed:
Investor Shares	(440,721,801	)	(315,021,065	)
BASIC Shares	(641,338,922	)	(525,623,352	)
Increase (Decrease) in Net Assets
from Capital Stock Transactions	(258,955,583	)	156,890,911
Total Increase (Decrease) in Net Assets	(364,717,703	)	195,436,437
Net Assets ($):
Beginning of Period	2,518,776,603		2,323,340,166
End of Period	2,154,058,900		2,518,776,603
Undistributed investment income—net	2,011,773		1,319,339

60


	Year Ended October 31,
	2013		2012
Capital Share Transactions:
Investor Shares
Shares sold	30,599,851		36,914,957
Shares issued for dividends reinvested	2,559,322		2,623,519
Shares redeemed	(40,873,438	)	(28,588,573	)
Net Increase (Decrease) in Shares Outstanding	(7,714,265	)	10,949,903
BASIC Shares
Shares sold	39,632,326		47,337,409
Shares issued for dividends reinvested	3,298,055		3,679,850
Shares redeemed	(59,009,178	)	(47,803,019	)
Net Increase (Decrease) in Shares Outstanding	(16,078,797	)	3,214,240

See notes to financial statements.


The Fund	61

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 October 31,
Investor Shares	2013		2012		2011		2010		2009
Per Share Data ($):
Net asset value, beginning of period	11.11		10.93		10.80		10.42		9.62
Investment Operations:
Investment income—net^a	.24		.30		.34		.35		.39
Net realized and unrealized
gain (loss) on investments	(.42	)	.21		.14		.39		.81
Total from Investment Operations	(.18	)	.51		.48		.74		1.20
Distributions:
Dividends from
investment income—net	(.28	)	(.33	)	(.35	)	(.36	)	(.40	)
Dividends from net realized
gain on investments	(.03	)	—		—		—		—
Total Distributions	(.31	)	(.33	)	(.35	)	(.36	)	(.40	)
Net asset value, end of period	10.62		11.11		10.93		10.80		10.42
Total Return (%)	(1.66	)	4.75		4.58		7.28		12.70
Ratios/Supplemental Data (%):
Ratio of total expenses
to average net assets	.41		.41		.40		.41		.41
Ratio of net expenses
to average net assets	.40		.40		.40		.40		.40
Ratio of net investment income
to average net assets	2.25		2.67		3.24		3.27		3.81
Portfolio Turnover Rate	94.21	^b	30.42		30.02		32.15		24.78
Net Assets, end of period
($ x 1,000)	904,779		1,032,597		896,293		996,131		899,701

a Based on average shares outstanding at each month end.

b The portfolio turnover rate excluding mortgage dollar roll transactions for the period October 31, 2013 was 67.47%.

See notes to financial statements.

62

IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes the fund reports the maximum amount allowable but not less than 90.61% as intertest-related dividends in accordance with Sections 871(k)(1) and 881(e) of the Internal Revenue Code.Also the fund reports the maximum amount allowable but not less than $.0250 per share as a capital gain dividend in accordance with Section 852(b)(3)(C) of the Internal Revenue Code.

74

BOARD MEMBERS INFORMATION (Unaudited)

Joseph S. DiMartino (70)

Chairman of the Board (1999)

Principal Occupation During Past 5Years:

• Corporate Director and Trustee

Other Public Company Board Memberships During Past 5Years:

• CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions for small

and medium size companies, Director (1997-present)

• The Newark Group, a provider of a national market of paper recovery facilities, paperboard

mills and paperboard converting plants, Director (2000-2010)

• Sunair Services Corporation, a provider of certain outdoor-related services to homes and

businesses, Director (2005-2009)

No. of Portfolios for which Board Member Serves: 141

———————

Francine J. Bovich (62)

Board Member (2012)

Principal Occupation During Past 5Years:

• Trustee,The Bradley Trusts, private trust funds (2011-present)

• Managing Director, Morgan Stanley Investment Management (1993-2010)

No. of Portfolios for which Board Member Serves: 40

———————

James M. Fitzgibbons (79)

Board Member (1994)

Principal Occupation During Past 5Years:

• Corporate Director and Trustee

Other Public Company Board Memberships During Past 5Years:

• Bill Barrett Corporation, an oil and natural gas exploration company, Director (2004-2012)

No. of Portfolios for which Board Member Serves: 26

———————

Kenneth A. Himmel (67)

Board Member (1994)

Principal Occupation During Past 5Years:

• President and CEO, Related Urban Development, a real estate development company (1996-present)

• President and CEO, Himmel & Company, a real estate development company (1980-present)

• CEO,American Food Management, a restaurant company (1983-present)

No. of Portfolios for which Board Member Serves: 26


The Fund	75

BOARD MEMBERS INFORMATION (Unaudited) (continued)

Stephen J. Lockwood (66)

Board Member (1994)

Principal Occupation During Past 5Years:

• Chairman of the Board, Stephen J. Lockwood and Company LLC, a real estate investment

company (2000-present)

No. of Portfolios for which Board Member Serves: 26

———————

Roslyn M. Watson (64)

Board Member (1994)

Principal Occupation During Past 5Years:

• Principal,Watson Ventures, Inc., a real estate investment company (1993-present)

No. of Portfolios for which Board Member Serves: 36

———————

Benaree Pratt Wiley (67)

Board Member (1998)

Principal Occupation During Past 5Years:

• Principal,TheWiley Group, a firm specializing in strategy and business development (2005-present)

Other Public Company Board Memberships During Past 5Years:

• CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions

for small and medium size companies, Director (2008-present)

No. of Portfolios for which Board Member Serves: 61

———————

Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80.The address of the Board Members and Officers is c/o The Dreyfus Corporation, 200 Park Avenue, NewYork, NewYork 10166. Additional information about the Board Members is available in the fund’s Statement of Additional Information which can be obtained from Dreyfus free of charge by calling this toll free number: 1-800-DREYFUS.

J.Tomlinson Fort, Emeritus Broad Member

76

OFFICERS OF THE FUND (Unaudited)

BRADLEY J. SKAPYAK, President since January 2010.

Chief Operating Officer and a director of the Manager since June 2009, Chairman of Dreyfus Transfer, Inc., an affiliate of the Manager and the transfer agent of the funds, since May 2011 and Executive Vice President of the Distributor since June 2007. From April 2003 to June 2009, Mr. Skapyak was the head of the Investment Accounting and Support Department of the Manager. He is an officer of 68 investment companies (comprised of 141 portfolios) managed by the Manager. He is 55 years old and has been an employee of the Manager since February 1988.

JOHN PAK, Chief Legal Officer since March 2013.

Chief Legal Officer of the Manager and Associate General Counsel and Managing Director of BNY Mellon since August 2012; from March 2005 to July 2012, Managing Director of Deutsche Bank, Deputy Global Head of Deutsche Asset Management Legal and Regional Head of Deutsche Asset Management Americas Legal. He is an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 45 years old and has been an employee of the Manager since August 2012.

JANETTE E. FARRAGHER, Vice President and Secretary since December 2011.

Assistant General Counsel of BNY Mellon, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. She is 50 years old and has been an employee of the Manager since February 1984.

KIESHA ASTWOOD, Vice President and Assistant Secretary since January 2010.

Counsel of BNY Mellon, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. She is 40 years old and has been an employee of the Manager since July 1995.

JAMES BITETTO, Vice President and Assistant Secretary since August 2005.

Senior Counsel of BNY Mellon and Secretary of the Manager, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 47 years old and has been an employee of the Manager since December 1996.

JONI LACKS CHARATAN, Vice President and Assistant Secretary since August 2005.

Senior Counsel of BNY Mellon, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. She is 58 years old and has been an employee of the Manager since October 1988.

JOSEPH M. CHIOFFI, Vice President and Assistant Secretary since August 2005.

Senior Counsel of BNY Mellon, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 52 years old and has been an employee of the Manager since June 2000.

JOHN B. HAMMALIAN, Vice President and Assistant Secretary since August 2005.

Senior Managing Counsel of BNY Mellon, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 50 years old and has been an employee of the Manager since February 1991.

ROBERT R. MULLERY, Vice President and Assistant Secretary since August 2005.

Managing Counsel of BNY Mellon, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 61 years old and has been an employee of the Manager since May 1986.


The Fund	77

OFFICERS OF THE FUND (Unaudited) (continued)

JEFF PRUSNOFSKY, Vice President and Assistant Secretary since August 2005.

Senior Managing Counsel of BNY Mellon, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 48 years old and has been an employee of the Manager since October 1990.

JAMES WINDELS, Treasurer since November 2001.

Director – Mutual Fund Accounting of the Manager, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 55 years old and has been an employee of the Manager since April 1985.

RICHARD CASSARO, Assistant Treasurer since January 2008.

Senior Accounting Manager – Money Market and Municipal Bond Funds of the Manager, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 54 years old and has been an employee of the Manager since September 1982.

GAVIN C. REILLY, Assistant Treasurer since December 2005.

Tax Manager of the Investment Accounting and Support Department of the Manager, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 45 years old and has been an employee of the Manager since April 1991.

ROBERT S. ROBOL, Assistant Treasurer since August 2005.

Senior Accounting Manager – Fixed Income Funds of the Manager, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 49 years old and has been an employee of the Manager since October 1988.

ROBERT SALVIOLO, Assistant Treasurer since July 2007.

Senior Accounting Manager – Equity Funds of the Manager, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 46 years old and has been an employee of the Manager since June 1989.

ROBERT SVAGNA, Assistant Treasurer since December 2002.

Senior Accounting Manager – Equity Funds of the Manager, and an officer of 69 investment companies (comprised of 166 portfolios) managed by the Manager. He is 46 years old and has been an employee of the Manager since November 1990.

JOSEPH W. CONNOLLY, Chief Compliance Officer since October 2004.

Chief Compliance Officer of the Manager and The Dreyfus Family of Funds (69 investment companies, comprised of 166 portfolios). He is 56 years old and has served in various capacities with the Manager since 1980, including manager of the firm’s Fund Accounting Department from 1997 through October 2001.

MATTHEW D. CONNOLLY, Anti-Money Laundering Compliance Officer since April 2012.

Anti-Money Laundering Compliance Officer of the Distributor since October 2011; from March 2010 to September 2011, Global Head, KYC Reviews and Director, UBS Investment Bank; until March 2010, AML Compliance Officer and Senior Vice President, Citi Global Wealth Management. He is an officer of 64 investment companies (comprised of 161 portfolios) managed by the Manager. He is 41 years old and has been an employee of the Distributor since October 2011.

78

NOTES

For More Information

Telephone 1-800-DREYFUS

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

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

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

Dreyfus Disciplined

Stock Fund

ANNUAL REPORT October 31, 2013

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

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

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

	Contents
	THE FUND
2	A Letter from the President
3	Discussion of Fund Performance
6	Fund Performance
7	Understanding Your Fund’s Expenses
7	Comparing Your Fund’s Expenses With Those of Other Funds
8	Statement of Investments
13	Statement of Assets and Liabilities
14	Statement of Operations
15	Statement of Changes in Net Assets
16	Financial Highlights
17	Notes to Financial Statements
25	Report of Independent Registered Public Accounting Firm
26	Important Tax Information
27	Board Members Information
29	Officers of the Fund
	FOR MORE INFORMATION
	Back Cover

Dreyfus
Disciplined Stock Fund

The Fund

A LETTER FROM THE PRESIDENT

Dear Shareholder:

We are pleased to present this annual report for Dreyfus Disciplined Stock Fund, covering the 12-month period from November 1, 2012, through October 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.

Although expectations of higher long-term interest rates and a more moderately stimulative monetary policy sparked volatility in the U.S stock market at times during the reporting period, improved U.S. economic conditions drove stock prices substantially higher for the reporting period overall. Even the 16-day U.S. government shutdown in October failed to derail the market’s advance, enabling some broad measures of stock market performance to reach new record highs by the end of the month. Stocks across most capitalization ranges and investment styles produced strong results.

We currently expect U.S. economic conditions to continue to improve in 2014, with accelerating growth supported by the fading drags of tighter federal fiscal policies and downsizing on the state and local levels. Moreover, inflation is likely to remain muted, so monetary policy can remain stimulative. Globally, we anticipate stronger growth in many developed countries due to past and continuing monetary ease, while emerging markets seem poised for moderate economic expansion despite recently negative investor sentiment. For more information on how these observations may affect your investments, we encourage you to speak with your financial advisor.

Thank you for your continued confidence and support.

J. Charles Cardona
President
The Dreyfus Corporation
November 15, 2013

2

DISCUSSION OF FUND PERFORMANCE

For the reporting period of November 1, 2012, through October 31, 2013, as provided by Sean P. Fitzgibbon and Jeffrey McGrew, Portfolio Managers

Fund and Market Performance Overview

For the 12-month period ended October 31, 2013, Dreyfus Disciplined Stock Fund produced a total return of 24.72%.¹In comparison, the Standard & Poor’s 500 Composite Stock Price Index (“S&P 500 Index”), the fund’s benchmark, returned 27.16% for the same period.²

U.S. stocks responded positively to continued economic growth, restrained inflation, and favorable interest rates. While the fund participated in the market’s rise to a significant degree, its performance trailed the benchmark due to shortfalls in the information technology sector and, to a lesser degree, the consumer staples sector.

The Fund’s Investment Approach

The fund seeks capital appreciation.To pursue its goal, the fund normally invests at least 80% of its net assets in stocks, with a focus on large-cap companies.The fund invests in a diversified portfolio of growth and value stocks, with sector weightings and risk characteristics generally similar to those in the S&P 500 Index. We choose stocks through a disciplined investment process that combines computer modeling techniques, fundamental analysis and risk management.The result is a portfolio of carefully selected stocks, with overall performance determined by a large number of securities.

Recovering Economy Fueled Market Gains

The reporting period began soon after the start of a sustained stock market rally driven by improved U.S. employment and housing markets. Investors were particularly encouraged by a new round of quantitative easing from the Federal Reserve Board (the “Fed”). Improving conditions in overseas markets also contributed to greater investor optimism.


The Fund	3

DISCUSSION OF FUND PERFORMANCE (continued)

Economic data continued to improve, and stocks generally continued to rally, through the spring of 2013. However, in late May, relatively hawkish 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 volatility that erased some of the market’s previous gains. Equity markets generally stabilized over the summer, and stocks advanced strongly in September when the Fed refrained from tapering its bond purchasing program. The S&P 500 Index pushed through the 16-day U.S. government shutdown in October, reaching a new record high by the end of the reporting period.

Gains Undermined by Technology Disappointments

Although the fund delivered strong absolute returns, its relative performance lagged due to disappointments in the information technology sector. The fund avoided technology stocks with unimpressive fundamentals, many of which rebounded from depressed valuations. Instead, we emphasized attractively valued industry leaders with catalysts for growth, but such stocks lagged market averages. For example, data storage company EMC suffered when corporations postponed capital spending plans due to prevailing economic uncertainty.The fund also was hurt by unfortunate timing in adjustments to the fund’s position in consumer electronics giant Apple. Consumer staples holdings, including household goods seller Unilever and tobacco producer Philip Morris International, were hurt by weakness in European and emerging markets.

On a more positive note, the fund fared well in several sectors.The fund benefited from overweighted exposure and strong stock selections in the consumer discretionary sector. Electronics retailer Best Buy ranked as the fund’s top performer, more than doubling in value amid efforts to reduce costs and increase store traffic. Media content providers CBS and The Walt Disney Company rallied due to strong cash flow generation and compelling excess capital return to shareholders momentum. In the materials sector, the fund avoided hard-hit metals-and-mining companies, focusing instead on companies—such as chemicals manufacturer LyondellBasell Industries—that were poised to benefit from lower domestic natural gas prices. Significantly underweighted exposure to the struggling utilities and telecommunications sectors further bolstered relative performance.

4

Anticipating Continued U.S. Growth

We believe that the United States is likely to remain the leading driver of domestic and global growth for the foreseeable future.While we are cautious with regard to certain product cycles, we believe that companies leveraged to the recovering U.S. economy and pent up enterprise demand are well positioned for potential gains.We do not anticipate the European recovery to be a straight line up, and, as such not all countries and sectors will recover equally; however, we are cautiously optimistic. Meanwhile, the emerging markets appear to have stabilized, and China’s transition to a consumer-based economy from an industrial build-out phase portends well for keeping global inflationary pressures under control.

As of the end of the reporting period, the fund held overweighted exposure to the consumer discretionary sector, with an emphasis on companies likely, in our view, to benefit from continued growth in retail and housing. The fund also maintained overweighted exposure to industrial companies, as well as to financial institutions that tend to fare well when interest rates rise. The fund held underweighted exposure to the energy sector, which is faced with improving supply of U.S. oil and gas amid moderating global demand.The fund held no exposure to the utilities and telecommunications sectors, which we believe lack near-term catalysts for future growth.

November 15, 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.

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 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. Investors cannot invest directly in any index.


The Fund	5

FUND PERFORMANCE


Average Annual Total Returns as of 10/31/13
	1 Year		5 Years		10 Years
Fund	24.72	%	13.12	%	6.48	%
Standard & Poor’s 500
Composite Stock Price Index	27.16	%	15.16	%	7.45	%

† 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 Disciplined Stock Fund on 10/31/03 to a $10,000 investment made in the Standard & Poor’s 500 Composite Stock Price 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 a widely accepted, unmanaged index of U.S. stock market performance. 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

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 Disciplined Stock Fund from May 1, 2013 to October 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 October 31, 2013


Expenses paid per $1,000^†		$5.35
Ending value (after expenses)		$1,124.40

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.

UNDERSTANDING YOUR FUND’S EXPENSES (Unaudited)

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


Expenses paid per $1,000^†		$5.09
Ending value (after expenses)		$1,020.16

† Expenses are equal to the fund’s annualized expense ratio of 1.00%, 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

October 31, 2013


Common Stocks—99.6%	Shares		Value ($)
Automobiles & Components—.4%
BorgWarner	22,300		2,299,799
Banks—2.7%
Regions Financial	565,780		5,448,461
Wells Fargo & Co.	238,830		10,195,653
			15,644,114
Capital Goods—8.9%
Cummins	46,060		5,850,542
Danaher	104,710		7,548,544
Eaton	126,170		8,902,555
Fluor	72,980		5,416,576
Illinois Tool Works	96,910		7,635,539
Ingersoll-Rand	108,320		7,314,850
Precision Castparts	35,960		9,114,062
			51,782,668
Commercial & Professional
Services—.9%
Robert Half International	138,030		5,318,296
Consumer Durables & Apparel—3.3%
NIKE, Cl. B	100,060		7,580,546
PVH	50,740		6,320,682
Whirlpool	37,930		5,538,159
			19,439,387
Consumer Services—.9%
Starbucks	62,770		5,087,508
Diversified Financials—11.3%
Affiliated Managers Group	16,412	^a	3,240,385
Ameriprise Financial	55,640		5,594,046
Bank of America	743,400		10,377,864
Capital One Financial	74,300		5,102,181
Charles Schwab	171,710		3,889,232
Citigroup	199,310		9,722,342

8


Common Stocks (continued)	Shares	Value ($)
Diversified Financials (continued)
ING US	189,170	5,868,053
JPMorgan Chase & Co.	272,040	14,020,942
NASDAQ OMX Group	225,580	7,992,299
		65,807,344
Energy—10.1%
Anadarko Petroleum	65,140	6,207,191
Apache	45,980	4,083,024
ConocoPhillips	141,430	10,366,819
EOG Resources	27,730	4,947,032
National Oilwell Varco	55,960	4,542,833
Noble Energy	78,250	5,863,272
Occidental Petroleum	97,860	9,402,389
Schlumberger	144,520	13,544,414
		58,956,974
Exchange-Traded Funds—1.1%
Standard & Poor’s Depository
Receipts S&P 500 ETF Trust	35,690	6,273,945
Food & Staples Retailing—3.7%
Costco Wholesale	113,920	13,442,560
CVS Caremark	128,700	8,012,862
		21,455,422
Food, Beverage & Tobacco—4.1%
Archer-Daniels-Midland	186,010	7,607,809
Lorillard	138,670	7,073,557
Mondelez International, Cl. A	281,660	9,475,042
		24,156,408
Health Care Equipment &
Services—2.4%
McKesson	44,760	6,997,778
Medtronic	126,840	7,280,616
		14,278,394


The Fund	9

IMPORTANT TAX INFORMATION (Unaudited)

For federal tax purposes, the fund reports the maximum amount allowable, but not less than $5,061,683 as ordinary income dividends paid during the year ended October 31, 2013 as qualified dividend income in accordance with Section 854(b)(1)(B) of the Internal Revenue Code. Also, the fund reports the maximum amount allowable but not less than 100% of ordinary income dividends paid during the year ended October 31, 2013 as eligible for the corporate dividends received deduction provided under Section 243 of the Internal Revenue Code in accordance with Section 854(b)(1)(A) of the Internal Revenue Code. Shareholders will receive notification in early 2014 of the percentage applicable to the preparation of their 2013 income tax returns.

26

BOARD MEMBERS INFORMATION (Unaudited)

Joseph S. DiMartino (70)

Chairman of the Board (1999)

Principal Occupation During Past 5Years:

• Corporate Director and Trustee

Other Public Company Board Memberships During Past 5Years:

• CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions for small

and medium size companies, Director (1997-present)

• The Newark Group, a provider of a national market of paper recovery facilities, paperboard

mills and paperboard converting plants, Director (2000-2010)

• Sunair Services Corporation, a provider of certain outdoor-related services to homes and

businesses, Director (2005-2009)

No. of Portfolios for which Board Member Serves: 141

———————

Francine J. Bovich (62)

Board Member (2012)

Principal Occupation During Past 5Years:

• Trustee,The Bradley Trusts, private trust funds (2011-present)

• Managing Director, Morgan Stanley Investment Management (1993-2010)

No. of Portfolios for which Board Member Serves: 40

———————

James M. Fitzgibbons (79)

Board Member (1994)

Principal Occupation During Past 5Years:

• Corporate Director and Trustee

Other Public Company Board Memberships During Past 5Years:

• Bill Barrett Corporation, an oil and natural gas exploration company, Director (2004-2012)

No. of Portfolios for which Board Member Serves: 26

———————

Kenneth A. Himmel (67)

Board Member (1994)

Principal Occupation During Past 5Years:

• President and CEO, Related Urban Development, a real estate development company (1996-present)

• President and CEO, Himmel & Company, a real estate development company (1980-present)

• CEO,American Food Management, a restaurant company (1983-present)

No. of Portfolios for which Board Member Serves: 26


The Fund	27

BOARD MEMBERS INFORMATION (Unaudited) (continued)

Stephen J. Lockwood (66)

Board Member (1994)

Principal Occupation During Past 5Years:

• Chairman of the Board, Stephen J. Lockwood and Company LLC, a real estate investment

company (2000-present)

No. of Portfolios for which Board Member Serves: 26

———————

Roslyn M. Watson (64)

Board Member (1994)

Principal Occupation During Past 5Years:

• Principal,Watson Ventures, Inc., a real estate investment company (1993-present)

No. of Portfolios for which Board Member Serves: 36

———————

Benaree Pratt Wiley (67)

Board Member (1998)

Principal Occupation During Past 5Years:

• Principal,TheWiley Group, a firm specializing in strategy and business development (2005-present)

Other Public Company Board Memberships During Past 5Years:

• CBIZ (formerly, Century Business Services, Inc.), a provider of outsourcing functions for small

and medium size companies, Director (2008-present)

No. of Portfolios for which Board Member Serves: 61

———————

Once elected all Board Members serve for an indefinite term, but achieve Emeritus status upon reaching age 80.The address of the Board Members and Officers is c/o The Dreyfus Corporation, 200 Park Avenue, NewYork, NewYork 10166. Additional information about the Board Members is available in the fund’s Statement of Additional Information which can be obtained from Dreyfus free of charge by calling this toll free number: 1-800-DREYFUS.

J.Tomlinson Fort, Emeritus Board Member