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: 811-21694
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MELLON OPTIMA L/S STRATEGY FUND, LLC
-------------------------------------------------------------
(Exact name of registrant as specified in charter)
Mellon Financial Center
One Boston Place, 024-0071
Boston, Massachusetts 02108
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(Address of principal executive offices) (Zip code)
Christopher P. Harvey, Esq.
Wilmer Cutler Pickering Hale and Dorr LLP
60 State Street
Boston, Massachusetts 02109
-------------------------------
(Name and address of agent for service)
Registrant's telephone number, including area code: (877) 257-0004
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Date of fiscal year end: March 31
------------------------------------------
Date of reporting period: September 30, 2005
--------------------------------------
Item 1. Reports to Stockholders.
The Semi-Annual Report to Investors is attached herewith.
MELLON OPTIMA L/S STRATEGY FUND, LLC
SEMI-ANNUAL REPORT
FOR THE PERIOD MAY 2, 2005
(COMMENCEMENT OF OPERATIONS)
TO SEPTEMBER 30, 2005
(UNAUDITED)
This report and the financial statements contained herein are submitted for the
general information of the investors of the Fund. This report is not authorized
for distribution to prospective investors in the Fund unless preceded or
accompanied by an effective prospectus.
Any information in this shareholder report regarding market or economic trends
or the factors influencing the Fund's historical or future performance are
statements of the opinion of Fund management as of the date of this report.
These statements should not be relied upon for any other purposes. Past
performance is no guarantee of future results, and there is no guarantee that
market forecasts discussed will be realized.
Commencing with the fiscal quarter ending June 30, 2005, 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. Forms N-Q are available on the SEC's web site at http://www.sec.gov. The
Fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room
in Washington D.C. Information regarding the operation of the SEC's Public
Reference Room may be obtained by calling 1-800-SEC-0330. To request a copy of
the most recent quarterly holdings report, semi-annual report or annual report,
call 1-877-257-0004.
To view the Fund's proxy voting guidelines and proxy voting record for the
12-month period ended June 30 visit the SEC's web site at http://www.sec.gov.
You may also call 1-877-257-0004 to request a free copy of the proxy voting
guidelines.
The Fund is only available to investment management clients of the Private
Wealth Management Group of Mellon Financial Corporation, and only if they have a
net worth of more than $1 million and meet other certain criteria as described
in the Fund's prospectus. Interests in the Fund are not transferable, however
liquidity may be available through repurchase offers made at the discretion of
the Board of Directors of the Fund.
As with any speculative investment program, it is possible to incur losses as
well as gains through an investment in the Fund. There can be no assurances that
the Fund will achieve its objectives. The prospectus contains a more complete
description of the risks associates with the Fund. Under no circumstances should
a prospective investor elect to invest in the Fund without reviewing the Funds'
prospectus.
Mellon Optima L/S Strategy Fund, LLC
Portfolio Summary - September 30, 2005 (Unaudited)
- --------------------------------------------------------------------------------
Percentage of
Investment Funds Cost Value Net Assets
- ------------------------------------------------------------------------------------
Opportunistic $ 50,612,937 $ 55,017,103 25.8%
Value 58,303,921 66,584,280 31.2%
Growth 54,950,086 57,250,141 26.8%
Global 29,731,760 31,800,710 14.9%
-------------- -------------- -------------
Total Investment Funds $ 193,598,704 $ 210,652,234 98.7%
============== ============== =============
The accompanying notes are an integral part of the financial statements.
1
Mellon Optima L/S Strategy Fund, LLC
Schedule of Investments - September 30, 2005 (Unaudited)
- --------------------------------------------------------------------------------
Percentage of
Investment Funds Cost Value Net Assets Liquidity
- ----------------------------------------------------------------------------------------------------------------------------
Opportunistic
Hunter Global Investors Fund I L.P. $ 10,127,412 10,703,199 5.0% Quarterly
Karsh Capital II L.P. 10,125,331 11,009,656 5.1% Quarterly
Kingdon Partners L.P. 11,283,055 12,503,879 5.9% Quarterly
Raptor Global Fund L.P. 11,077,139 11,700,441 5.5% Quarterly
Sage Opportunity Fund (QP), L.P. 8,000,000 9,099,928 4.3% Quarterly
-------------- -------------- -------------
50,612,937 55,017,103 25.8%
-------------- -------------- -------------
Value
Amici Qualified Associates L.P. 7,173,447 7,835,853 3.7% Quarterly
Clovis Capital Partners 9,247,705 10,435,491 4.9% Quarterly
Delta Institutional LP 5,624,302 7,600,813 3.6% Quarterly
Kinetic Institutional Partners 11,000,000 12,403,860 5.8% Quarterly
North Sound Class B Legacy Inst 1,046,224 1,071,042 0.5% Annually
North Sound Legacy Institutional Fund 7,844,487 8,026,026 3.7% Quarterly
Shoshone Partners L.P. 10,299,000 12,557,585 5.9% Annually
Thruway Partners, L.P. 6,068,756 6,653,610 3.1% Quarterly
-------------- -------------- -------------
58,303,921 66,584,280 31.2%
-------------- -------------- -------------
Growth
Alydar Capital 8,570,236 9,395,097 4.4% Quarterly
Copper Arch Partners, LLC 9,000,000 9,364,904 4.4% Quarterly
Harvest Opportunity Partners II 4,839,800 4,683,937 2.2% Quarterly
Highbridge L/S Equity Fund 7,643,955 8,183,289 3.8% Quarterly
Intrepid Capital Fund QP 8,932,041 9,305,092 4.4% Quarterly
Maverick Fund USA, Ltd. 10,964,054 11,088,469 5.2% Annually
Pequot Capital 5,000,000 5,229,353 2.4% Annually
-------------- -------------- -------------
54,950,086 57,250,141 26.8%
-------------- -------------- -------------
Global
Calypso Qualified Partners LP 5,500,000 5,528,090 2.6% Monthly
Lansdowne European Equity Fund LP 5,500,000 5,727,772 2.7% Monthly
Platinum Fund 18,731,760 20,544,848 9.6% Monthly
-------------- -------------- -------------
29,731,760 31,800,710 14.9%
-------------- -------------- -------------
Total Investment Funds $ 193,598,704 210,652,234 98.7%
============== -------------- -------------
Other Assets Less liabilities 2,873,138 1.3%
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Total Net Assets $ 213,525,372 100.0%
============== =============
The accompanying notes are an integral part of the financial statements.
2
Mellon Optima L/S Strategy Fund, LLC
Statement of Assets and Liabilities
September 30, 2005 (Unaudited)
- --------------------------------------------------------------------------------
Assets
Investments in Funds (Cost at $193,598,704) at value (Note 1A) $ 210,652,234
Cash 3,589,425
Receiveable for investments sold 83,617
Prepaid expenses 137,314
--------------
Total assets 214,462,590
Liabilities
Accrued professional fees 32,162
Accrued investment adviser fees (Note 3) 814,593
Accrued accounting and administration fees (Note 3) 52,597
Accrued Chief Compliance Officer fees (Note 3) 6,375
Accrued Directors' fees (Note 3) 107
Accrued custody fees (Note 3) 3,768
Other accrued expenses and liabilities 27,616
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Total liabilities 937,218
--------------
Net Assets $ 213,525,372
==============
Investors' Capital:
Paid-in capital $ 197,530,837
Undistributed net investment loss (1,423,031)
Accumulated net realized gain 364,036
Net unrealized appreciation 17,053,530
--------------
Investors' Capital $ 213,525,372
==============
The accompanying notes are an integral part of the financial statements.
3
Mellon Optima L/S Strategy Fund, LLC
Statement of Operations
For the Period May 2, 2005 (commencement of operations)
through September 30, 2005(Unaudited)
- --------------------------------------------------------------------------------
Investment Income
Interest income $ 143,935
Expenses
Investment advisory fee (Note 3) $ 1,228,2828,282
Insurance expense 109,913
Professional fees 118,532
Accounting, administration and
investor services fees (Note 3) 52,597
Directors fees' (Note 3) 30,107
Chief Compliance Officer expense (Note 2) 6,375
Custody fees (Note 3) 6,250
Miscellaneous expenses 14,910
-------------------
Total expenses 1,566,966
------------------
Net Investment Income (Loss) (1,423,031)
Realized and Unrealized Gain (Loss)
Net Realized Gain (Loss) on Portfolio Funds Sold 364,036
Net Change in Unrealized Appreciation (Depreciation)
on Investments in Portfolio Funds 17,053,530
-------------------
Net Realized and Unrealized Gain (Loss) 17,417,566
------------------
Net Increase in Investors' Capital Derived
from Investment Operations $ 15,994,535
==================
The accompanying notes are an integral part of the financial statements.
4
Mellon Optima L/S Strategy Fund, LLC
Statements of Changes in Investors' Capital (Unaudited)
- --------------------------------------------------------------------------------
For the Period
May 2, 2005
(commencement of
operations) through
September 30, 2005
---------------------
Increase (Decrease) in Investors' Capital:
From Investment Operations
Net Investment Income (Loss) $ (1,423,031)
Net Realized Gain (Loss) on Portfolio Funds Sold 364,036
Net Change in Unrealized Appreciation (Depreciation) on Investments in Portfolio Funds 17,053,530
---------------------
Net Increase in Investors' Capital Derived from Investment Operations 15,994,535
---------------------
Capital Transactions
Proceeds from conversion of Mellon Hedge Fund I 122,099,337
Proceeds from Sale of Interests 75,431,500
Repurchase of Interests -
---------------------
Net Increase in Investors' Capital Derived from Capital Transactions 197,530,837
---------------------
Total Increase (Decrease) in Investors' Capital 213,525,372
Investors' Capital
At Beginning of Period -
At End of Period [including undistributed net investment loss ---------------------
of ($1,423,031)] $ 213,525,372
=====================
The accompanying notes are an integral part of the financial statements.
5
Mellon Optima L/S Strategy Fund, LLC
Statement of Cash Flows
For the Period May 2, 2005 (commencement of operations)
through September 30, 2005 (Unaudited)
- --------------------------------------------------------------------------------
Cash Flows Used in Operating Activities
Purchases of Portfolio Funds $ (92,856,666)
Sale of Portfolio Funds -
Net Investment Income 15,994,535
Adjustments to Reconcile Net Investment Loss to Net Cash
Increase in investments made in advance
Decrease in redemptions receivable 84,981
Decrease in other assets 249
Increase in prepaid expenses (137,314)
Increase in accounts payable 23,386
Increase in investment adviory fees payable 814,593
Decrease in administrative fees payable (171,564)
Decrease in redemptions payable (422,851)
-------------------
Net Cash used in Operating Activities (76,670,651)
-------------------
Cash Flows from Financing Activities
Proceeds from Sale of Interests 75,431,500
Net Cash used in Financing Activities 75,431,500
-------------------
Net Decrease in Cash (1,239,151)
Cash and Cash Equivalents, beginning of period 4,828,576
-------------------
Cash and Cash Equivalents, end of period $ 3,589,425
===================
6
Mellon Optima L/S Strategy Fund, LLC
Financial Highlights (Unaudited)
- --------------------------------------------------------------------------------
For the period
May 2, 2005
(commencement of
operations) to
September 30, 2005
------------------
Total Return 8.52%(1)
Ratios to Average Net Assets:
Expenses 1.93%(2)(3)
Net Investment loss (1.75%)(3)
Portfolio Turnover Rate 3%(4)
Net Assets, End of Period (000's omitted) $ 213,525
----------
(1) Total return is for the period indicated and has not been annualized.
(2) Expense ratios of the underlying funds are not included in the expense
ratio.
(3) Annualized
(4) Not annualized.
The accompanying notes are an integral part of the financial statements.
7
Mellon Optima L/S Strategy Fund, LLC
Notes to Financial Statements (Unaudited)
(1) Organization:
Mellon Optima L/S Strategy Fund, LLC (the "Fund") was organized as a limited
liability company under the laws of Delaware on December 14, 2004 and is
registered under the Investment Company Act of 1940, as amended (the "1940
Act"), as a closed-end, non-diversified, management investment company.
The Fund's investment objective is to seek capital appreciation over the long
term by attempting to maximize risk-adjusted returns while minimizing volatility
and maintaining a low correlation to the S&P 500. The Fund is a fund of hedge
funds that seeks to achieve its objective by deploying its assets primarily
among a select group of portfolio managers who over time have produced
attractive returns principally in the U.S. equity markets by employing an
investing style know as "long/short." This style combines long investments with
short sales in the pursuit of opportunities in rising or declining markets.
Generally, such portfolio managers conduct their investment programs through
unregistered investment vehicles and in other registered investment companies
(collectively, the "Investment Funds"), in which the Fund invests as a limited
partner, member or shareholder along with other investors.
The Fund commenced operations on May 1, 2005.
The Fund's Board of Directors (the "Directors") has overall responsibility to
manage and control the business affairs of the Fund, including the exclusive
authority to oversee and to establish policies regarding the management, conduct
and operation of the Fund's business. The Directors have engaged Mellon Hedge
Advisors LLC (the "Adviser"), a Delaware limited liability company, to provide
investment advice regarding the selection of Investment Funds and to be
responsible for the day-to-day management of the Fund. The Adviser is an
indirect wholly owned subsidiary of Mellon Financial Corporation, and is
registered as an investment adviser under the Investment Advisers Act of 1940,
as amended (the "Advisers Act"). The Adviser has engaged Optima Fund Management
LLC (the "Sub-Investment Adviser"), a registered investment adviser under the
Advisers Act, to assist it in performing certain of its duties.
Interests are offered solely to eligible investors ("Investors") in private
placement transactions exempt from registration under the Securities Act of
1933, as amended (the "1933 Act"). Initial and additional applications for
interests in the Fund by Investors may be accepted at such times as the Fund may
determine and are generally accepted monthly. The Fund reserves the right to
reject any application for interests in the Fund.
The Fund from time to time may offer to repurchase interests pursuant to written
tenders. These repurchases will be made at such times and on such terms as may
be determined by the Directors, in their complete and exclusive discretion.
Investors can only transfer or assign their membership interests (i) by
operation of law pursuant to the death, bankruptcy, insolvency or dissolution of
an Investor, or (ii) with the written consent of the Adviser, which may be
withheld in its sole and absolute discretion.
(2) Significant Accounting Policies:
The following is a summary of significant accounting policies followed by the
Fund in the preparation of its financial statements. The preparation of
financial statements in accordance with accounting principles generally accepted
in the United States of America requires management to make estimates and
assumptions that affect the reported amounts and disclosures in the financial
statements. Actual results could differ from those estimates.
A. Valuation of the Fund and its Investments
Net asset value of the Fund will be determined by or at the direction of the
Adviser as of the close of business at the end of each calendar month and on any
other date the Directors may designate in
8
Mellon Optima L/S Strategy Fund, LLC
Notes to Financial Statements (Unaudited)
accordance with the valuation principles set forth below or as may be determined
from time to time pursuant to policies established by the Directors.
The Directors have approved procedures pursuant to which the Fund will value its
investments in Investment Funds at fair value. In accordance with these
procedures, fair value as of the end of each calendar month and on any other
date the Directors may designate and ordinarily will be the value determined as
of such period for each Investment Fund in accordance with the Investment Fund's
valuation policies and reported at the time of the Fund's valuation. As a
general matter, the fair value of the Fund's interest in an Investment Fund will
represent the amount that the Fund could reasonably expect to receive from an
Investment Fund if the Fund's interest were redeemed at the time of valuation,
based on information reasonably available at the time the valuation is made and
that the Fund believes to be reliable. All valuations utilize financial
information supplied by each Investment Fund and are net of management fees and
performance incentive fees or allocations payable to the Investment Funds'
managers or pursuant to the Investment Funds' agreements. In the unlikely event
that an Investment Fund does not report a value to the Fund on a timely basis at
the end of each calendar month, the Fund would determine the fair value of such
Investment Fund based on the most recent value reported by the Investment Fund,
as well any other relevant information available at the time the Fund values its
portfolio.
Short-term instruments with less than sixty-one days remaining to maturity are
valued at amortized cost, which approximates market value. If the Fund acquires
a short-term instrument with more than sixty days remaining to its maturity, it
is valued at current market value until the sixtieth day prior to maturity and
will then be valued at amortized cost upon the value on such date unless the
Board determine during such sixty-day period that amortized cost does not
represent fair value.
Distributions received or withdrawals from Investment Funds, whether in the form
of cash or securities, are first applied as a reduction of the investment's
cost.
B. Securities Transactions and Income
Securities transactions are recorded as of the trade date. Interest income is
recorded on the accrual basis. Realized gains and losses from Investment Fund
transactions are calculated on the identified cost basis.
C. Fund Costs
The Adviser bears the non-recurring initial offering and organizational costs of
the Fund. The Fund bears all expenses incurred in the ongoing business of the
Fund including, but not limited to, the following: all costs and expenses
related to portfolio transactions and positions for the Fund's account; legal
fees; accounting fees; costs of computing the Fund's net asset value, including
valuation services provided by third parties; costs of insurance; a portion, as
determined by the Board, of the compensation payable to the Fund's chief
compliance officer; certain printing costs; and expenses of meetings of the
Board and Investors.
D. Income taxes
The Fund is treated as a partnership for Federal tax purposes. Accordingly, no
provision is made by the Fund for Federal or state income taxes. For income tax
purposes, each Investor will be treated as a partner of the Fund and, as such,
will be taxed upon its distributive share of each item of the Fund's income,
gain, loss and deductions allocated to the Fund (including from investments in
other partnerships) for each taxable year of the Fund ending with or within the
Investor's taxable year. Each item will have the same character to an Investor,
and will generally have the same source (either United States or foreign), as
though the Investor realized the item directly. Investors must report these
items regardless of the extent to which, or whether, the Fund or Investors
receive cash distributions for such taxable year, and thus may incur income tax
liabilities unrelated to any distributions to or from the Fund.
9
Mellon Optima L/S Strategy Fund, LLC
Notes to Financial Statements (Unaudited)
E. Use of Estimates
The preparation of financial statements in conformity with U.S. generally
accepted accounting principles requires the Adviser to make estimates and
assumptions that affect the amounts reported in the financial statements and
accompanying notes. The Fund believes that the estimates utilized in preparing
the Fund's financial statements are reasonable and prudent; however, actual
results could differ from these estimates.
(3) Investment Advisory Fee and Other Transactions with Affiliates:
The Adviser provides investment advisory services to the Fund pursuant to an
Investment Advisory Agreement. Pursuant to that agreement, the Fund pays the
Adviser a monthly fee (the "Investment Advisory Fee") at the annual rate of
1.50% of the Fund's net assets. Pursuant to this agreement the Fund was charged
$1,228,282 during the period from inception (May 2, 2005) to September 30, 2005.
The Fund compensates DPM Mellon, L.L.C. ("DPM"), a wholly-owned indirect
subsidiary of Mellon Financial Corporation, under an Administration and Transfer
Agency Agreement for certain administration and transfer agency services for the
Fund. In consideration for these services, the Fund pays DPM an annual fee
calculated based upon the net assets of the Fund, subject to a minimum monthly
fee, and reimburses certain of DPM's expenses. Pursuant to this agreement the
Fund was charged $52,597 during the period from inception (May 2, 2005) to
September 30, 2005.
The Fund compensates Mellon Trust of New England, N.A. ("MTNE"), a wholly-owned
direct subsidiary of Mellon Financial Corporation, under a Custody Agreement to
provide custody services for the Fund. In consideration for these services, MTNE
earns interest on balances, including disbursement balances and balances arising
from purchase and sale transactions, and the Fund reimburses certain of MTNE's
expenses. Pursuant to this agreement the Fund was charged $6,250 during the
period from inception (May 2, 2005) to September 30, 2005.
No director, officer or employee of Mellon Hedge Advisors, LLC or its affiliates
receives any compensation from the Fund for serving as an officer or Director of
the Fund. Effective July 1, 2005, the Fund will reimburse Mellon Institutional
Asset Management for a portion of the salary of the Fund's Chief Compliance
Officer. Pursuant to this arrangement, the Fund was charged $6,375 for the
period from inception (May 2, 2005) to September 30, 2005. The Fund pays each
Director who is not a director, officer or employee of the adviser or its
affiliates an annual retainer and per meeting fees. The Fund may also reimburse
the directors for their reasonable out-of-pocket expenses. In addition, the Fund
pays the legal fees for the independent counsel of the Trustees. The directors
do not receive any pension or retirement benefits from the Fund.
(4) Investment Transactions:
During the period ended September 30, 2005, the Fund had aggregate purchases and
proceeds from sales of Investment Funds of $92,856,666 and $5,810,900,
respectively.
The cost of investments in Investment Funds for Federal income tax purposes is
adjusted for items of taxable income allocated to the Fund from the Investment
Funds. The allocated taxable income is reported to the Fund by the Investment
Funds on Schedules K-1.
(5) Indemnification:
In the ordinary course of business, the Fund may enter into contracts or
agreements that contain indemnifications or warranties. Future events could
occur that lead to the execution of these provisions
10
Mellon Optima L/S Strategy Fund, LLC
Notes to Financial Statements (Unaudited)
against the Fund. Based on its history and experience, management feels that the
likelihood of such an event is remote.
(6) Financial Instruments with Off-Balance Sheet Risk:
In the normal course of business, the Investment Funds in which the Fund invests
trade various financial instruments and enter into various investment activities
with off-balance sheet risk. These include, but are not limited to, short
selling activities, writing option contracts, contracts for differences, and
equity swaps. The Fund's risk of loss in these Investment Funds is limited to
the value of these investments as reported by the Fund.
(7) Subsequent Event:
On September 29, 2005, the Fund offered to repurchase up to $20,000,000 in Fund
interests in the Fund from Investors at a price equal to their estimated net
asset value as of December 31, 2005. The offer expired by its terms on October
27, 2005. The Fund has received and accepted pursuant to this offer tender
requests for Fund interests with an estimated value of $3,527,135, as of
September 30, 2005.
11
- --------------------------------------------------------------------------------
Directors and Officers
The following table lists the Fund's directors and officers; their addresses and
dates of birth; their position(s) with the Fund; the length of time holding such
position(s) with the Fund; their principal occupation(s) during the past five
years; the number of portfolios in the fund complex they oversee; and other
directorships they hold in companies subject to registration or reporting
requirements of the Securities Exchange Act of 1934 (generally called "public
companies") or in registered investment companies.
- --------------------------------------------------------------------------------
Independent Directors
- -----------------------------------------------------------------------------------------------------------------------------------
Number
of
Term of Portfolios Other
Office in Fund Directorships Director
and Complex Held by Remuneration
Position(s) Length of Overseen Director (period ended
Name, Address and Held with Time Principal Occupation(s) by Outside Fund September 30,
Date of Birth Fund Served During Past 5 Years Director Complex 2005)
- -----------------------------------------------------------------------------------------------------------------------------------
Samuel C. Fleming Director Term - Chairman Emeritus, 33 None $7,375
c/o Decision Resources, Indefinite Decision Resources, Inc.
Inc. Length - ("DRI"), a biotech and
260 Charles Street Since pharmaceutical research and
Waltham, MA 02453 Inception consulting firm; formerly,
9/30/40 Chairman of the Board and
Chief Executive Officer,
DRI
- -----------------------------------------------------------------------------------------------------------------------------------
Benjamin M. Friedman Director Term - William Joseph Maier 33 None $7,375
c/o Harvard University Indefinite Professor of Political
Littaver Center 127 Length - Economy, Harvard
Cambridge, MA 02138 Since University
8/5/44 Inception
- -----------------------------------------------------------------------------------------------------------------------------------
John H. Hewitt Director Term - Trustee, Mertens House, 33 None $7,375
P.O. Box 2333 Indefinite Inc., a hospice
New London, NH 03257 Length -
4/11/35 Since
Inception
- -----------------------------------------------------------------------------------------------------------------------------------
Caleb Loring III Director Term - Trustee, Essex Street 33 None $7,875
c/o Essex Street Indefinite Associates, a family
Associates Length - investment trust office
P.O. Box 5600 Since
Beverly, MA 01915 Inception
11/14/43
- -----------------------------------------------------------------------------------------------------------------------------------
Interested Director
- -----------------------------------------------------------------------------------------------------------------------------------
Patrick J. Sheppard* Director, Term - President and Chief 33 None $0
c/o The Boston Company President Indefinite Operating Officer of The
Asset Management, LLC and Chief Length - Boston Company Asset
One Boston Place Executive Since Management, LLC;
Boston, MA 02108 Officer Inception formerly, Senior Vice
7/24/65 President and Chief
Operating Officer, Mellon
Institutional Asset
Management ("MIAM");
formerly Vice President and
Chief Financial Officer,
MIAM
- -----------------------------------------------------------------------------------------------------------------------------------
* Mr. Sheppard is an "Interested Director," as defined in the 1940 Act, due to
his position as President and Chief Operating Officer of The Boston Company
Asset Management, LLC, an affiliate of the Adviser.
12
- -----------------------------------------------------------------------------------------------------------------------------------
Principal Officers Who Are Not Directors
- -----------------------------------------------------------------------------------------------------------------------------------
Term of
Office
and
Position(s) Length of
Name, Address and Held with Time Principal Occupation(s)
Date of Birth Fund Served During Past 5 Years
- -----------------------------------------------------------------------------------------------------------------------------------
Steven M. Anderson Vice Term - Vice President and Mutual Funds
c/o Mellon Institutional President, Indefinite Controller, Mellon Institutional Asset
Asset Management Treasurer Length - Management; formerly Assistant Vice
One Boston Place and Chief Since President and Mutual Funds Controller,
Boston, MA 02108 Financial Inception Standish Mellon Asset Management, LLC
7/14/65 Officer
- -----------------------------------------------------------------------------------------------------------------------------------
Lawrence P. Keblusek Vice Term - Senior Vice President, Chief Investment
c/o Mellon Private President Indefinite Officer and Director of Equity Investments,
Wealth Management Length - Mellon Private Wealth Management Group
Group Since and Senior Vice President, Mellon Hedge
One Boston Place June 2005 Advisors, LLC; formerly, U.S. Chief
Boston, MA 02108 Investment Officer, Managing Director of
7/20/47 U.S. Institutional Equity and Head of
Global Private Banking Investments,
Citigroup Asset Management
- -----------------------------------------------------------------------------------------------------------------------------------
Barbara A. McCann Vice Term - Senior Vice President and Head of
c/o Mellon Institutional President Indefinite Operations, Mellon Institutional Asset
Asset Management and Length - Management ("MIAM"); formerly First
One Boston Place Secretary Since Vice President, MIAM and Mellon Global
Boston, MA 02108 Inception Investments
2/20/61
- -----------------------------------------------------------------------------------------------------------------------------------
Ridgeway H. Powell Vice Term - First Vice President of Mellon Private
c/o Mellon Private President Indefinite Wealth Management Group ("MPWM")
Wealth Management Length - and Vice President of Mellon Hedge
Group Since Advisors, LLC; formerly Head of Taxable
One Boston Place June 2005 Fixed Income Desk, MPWM.
Boston, MA 02108
11/5/63
- -----------------------------------------------------------------------------------------------------------------------------------
Denise B. Kneeland Assistant Term - Vice President and Manager, Mutual Funds
c/o Mellon Institutional Vice Indefinite Operations, Mellon Institutional Asset
Asset Management President Length - Management
One Boston Place Since
Boston, MA 02108 Inception
8/19/71
- -----------------------------------------------------------------------------------------------------------------------------------
Mary T. Lomasney Chief Term - First Vice President, Mellon Institutional
c/o Mellon Institutional Compliance Indefinite Asset Management and Chief Compliance
Asset Management Officer Length - Officer, Mellon Funds Distributor;
One Boston Place Since formerly Director, Blackrock, Inc., Senior
Boston, MA 02108 Inception Vice President, State Street Research &
4/8/57 Management Company ("SSRM"), Vice
President, SSRM
- -----------------------------------------------------------------------------------------------------------------------------------
13
Item 2. Code of Ethics.
Not applicable to this semi-annual filing.
Item 3. Audit Committee Financial Expert.
Not applicable to this semi-annual filing.
Item 4. Principal Accountant Fees and Services.
Not applicable to this semi-annual filing.
Item 5. Audit Committee of Listed Registrants.
Not applicable to the Registrant.
Item 6. Schedule of Investments
Included as part of the Semi-Annual Report to Investors filed under
Item 1 of this Form N-CSR.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.
Not applicable to the Registrant.
Item 8. Portfolio Managers of Closed-End Management Investment Companies.
Not applicable to this semi-annual filing.
Item 9. Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers.
Not applicable to the Registrant.
Item 10. Submission of Matters to a Vote of Security Holders.
There have been no material changes.
Item 11. Controls and Procedures.
(a) The Registrant's Principal Executive Officer and Principal
Financial Officer concluded that the Registrant's disclosure
controls and procedures are effective based on their evaluation
of the Registrant's disclosure controls and procedures as of a
date within 90 days prior to the filing date of this report
(the "Evaluation Date" as defined in Rule 30a-3(c) under the
Investment Company Act of 1940).
(b) There were no changes in the Registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the
Investment Company Act of 1940 that occurred during the
Registrant's second fiscal half-year that has materially
affected, or is reasonably likely to materially affect, the
Registrant's internal control over financial reporting.
Item 12. Exhibits.
(a)(1) Not applicable to this semi-annual filing.
(a)(2) Certifications of the Principal Executive Officer and Principal
Financial Officer of the Registrant as required by Rule 30a-2
(a) under the Investment Company Act of 1940 are attached
hereto as Exhibit 99CERT.302
(b) Certifications as required by Rule 30a-2(b) under the
Investment Company Act of 1940 and pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002 are attached hereto as Exhibit
99CERT.906.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, the Registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
(Registrant) Mellon Optima L/S Strategy Fund, LLC
By (Signature and Title): /s/ BARBARA A. MCCANN
----------------------------------------------------
Barbara A. McCann, Vice President and Secretary
Date: December 9, 2005
Pursuant to the requirements of the Securities Exchange Act of 1934 and the
Investment Company Act of 1940, this report has been signed below by the
following persons on behalf of the Registrant and in the capacities, and on the
dates indicated.
By (Signature and Title): /s/ PATRICK J. SHEPPARD
-----------------------------------------------------
Patrick J. Sheppard, President and Chief
Executive Officer
Date: December 9, 2005
By (Signature and Title): /s/ STEVEN M. ANDERSON
-----------------------------------------------------
Steven M. Anderson, Vice President and Treasurer
Date: December 9, 2005