SELIGMAN CAPITAL FUND INC
N-30D, 2000-03-06
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                                   SELIGMAN
                             ----------------
                                   CAPITAL
                                  FUND, INC.


                               [GRAPHIC OMITTED]

                                  ANNUAL REPORT
                                DECEMBER 31, 1999

                                  ------------

                                 SEEKING CAPITAL
                                 APPRECIATION BY
                                  INVESTING IN
                               MID-CAPITALIZATION
                                  GROWTH STOCKS



                            [SELIGMAN LOGO OMITTED]

                             J. & W. SELIGMAN & CO.
                                  INCORPORATED
                                ESTABLISHED 1864
<PAGE>


SELIGMAN -- TIMES CHANGE...VALUES ENDURE

J. & W. SELIGMAN & CO. INCORPORATED IS A FIRM WITH A LONG TRADITION OF
INVESTMENT EXPERTISE, OFFERING A BROAD ARRAY OF INVESTMENT CHOICES TO HELP
TODAY'S INVESTORS SEEK THEIR LONG-TERM FINANCIAL GOALS.


TIMES CHANGE...

Established in 1864, Seligman has a history of providing financial services
marked not by fanfare, but rather by a quiet and firm adherence to financial
prudence. While the world has changed dramatically in the 136 years since
Seligman first opened its doors, the firm has continued to offer its clients
high-quality investment solutions through changing times.

In the late 19th century, as the country grew, Seligman helped finance the
westward expansion of the railroads, the construction of the Panama Canal, and
the launching of urban transit systems. In the first part of the 20th century,
as America became an industrial power, the firm helped fund the growing capital
needs of the nascent automobile and steel industries.

With the formation of Tri-Continental Corporation in 1929 -- today, the nation's
largest diversified publicly-traded closed-end investment company -- Seligman
began shifting its emphasis from investment banking to investment management.
Despite the stock market crash and ensuing depression, Seligman was convinced of
the importance that investment companies could have in building wealth for
individual investors and began managing its first mutual fund in 1930.

In the decades that followed, Seligman has continued to offer forward-looking
investment solutions, including equity funds that specialize in small companies,
technology, or international securities, and bond funds that focus on high-yield
issuers, US government bonds, or municipal securities.


 ...VALUES ENDURE

Seligman is proud of its distinctive past and of the traditional values that
continue to shape the firm's business decisions and investment judgment. While
much has changed over the years, the firm's commitment to providing prudent
investment management that seeks to build wealth for clients over time is an
enduring value that will guide Seligman in the new millennium.


[GRAPHIC OMITTED]

JAMES, JESSE, AND JOSEPH SELIGMAN, 1870

TABLE OF CONTENTS
To the Shareholders .......................................................    1
Interview With Your Portfolio Manager .....................................    2
Performance Overview ......................................................    4
Portfolio Overview ........................................................    6
Portfolio of Investments ..................................................    8
Statement of Assets and Liabilities .......................................   11
Statement of Operations ...................................................   12
Statements of Change in Net Assets ........................................   13
Notes to Financial Statements .............................................   14
Financial Highlights ......................................................   17
Report of Independent Auditors ............................................   19
Federal Tax Status of 1999 Gain Distribution
  for Taxable Accounts ....................................................   20
Board of Directors ........................................................   21
Executive Officers AND For More Information ...............................   22
Glossary of Financial Terms ...............................................   23
<PAGE>


TO THE SHAREHOLDERS

The 20th century ended on an extraordinarily optimistic note for the US stock
markets, with all major indices -- the Dow Jones Industrial Average, the S&P
500, and the NASDAQ -- at record highs. The broad-based S&P 500 had achieved a
fifth consecutive year of greater than 20% returns -- a record-breaking run.
Supporting these impressive markets was the US economic expansion -- now the
longest in US history. Throughout 1999, unemployment stood at a near 30-year
low, inflation remained tame, and consumer confidence soared. In addition, the
global economy -- which just over one year ago threatened US growth -- rebounded
strongly. In this positive environment, Seligman Capital Fund delivered a total
return of 50.71% based on the net asset value of Class A shares.

While 1999 was a positive year for equity investors, it was also a year of sharp
contrasts. Despite stellar performances by the popular indices, the market was
once again extraordinarily narrow. Just over half of the stocks in the S&P 500
had positive returns. Large-cap growth and technology companies continued to
dominate, while value stocks lagged considerably. However, the market did show
signs of a broadening trend, which we believe will continue; 1999 was the first
year since 1994 that small- and mid-cap stocks delivered returns approaching
those of large caps. Further, in response to concerns regarding inflation, the
Federal Reserve Board increased the federal funds rate three times, completely
reversing its 1998 rate cuts.

There was also a dramatic divergence between stocks and bonds. The bond market
had one of its worst years ever, and 30-year US government bond yields increased
from 5.08% at the beginning of the year to 6.48% by year-end. Unfazed, the stock
market hit several new highs. This sharp divergence cannot continue; our view is
that interest rates will stabilize and equity price increases will be more
modest.

As we look into the 21st century, we believe there is much to be optimistic
about, with several long-term factors that should support equity prices for many
years. First are global demographic trends. The fastest growing segment of the
population in the US and other developed countries are 45- to 64-year-olds. As
this group matures, they are likely to spend less, both of necessity for
retirement savings and because, while they are in their peak earning years,
consumption needs often decrease. We believe that this will produce a
groundswell of savings, which will be a significant support for equity prices in
the coming years.

Second, America has been experiencing disinflation since 1982 and nominal
interest rates have been in an 18-year secular downtrend. Despite the uptick in
rates during 1999, we believe that the long-term trend is one of continued
benign inflation and low interest rates, a positive environment for the stock
market. Third, the global economy has rebounded strongly since the 1998
financial crisis. We believe that this will continue, allowing investors to
benefit from attractive overseas investment opportunities.

Fourth, new technology has allowed the economy to become vastly more productive,
and the sector now accounts for approximately 25% of gross domestic product
growth and approximately 40% of capital spending. Technology has been, and will
continue to be, responsible for substantial changes in business activity, both
business-to-business, and business-to-consumer. While J. & W. Seligman & Co.
Incorporated is highly enthusiastic about technology, we have taken a
conservative approach since we believe that investment behavior in this area has
become increasingly speculative. As we seek opportunities in this exciting
sector, we will remain committed to finding solid investment value and to
considering company fundamentals.

We thank you for your continued confidence in the Seligman Capital Fund and look
forward to serving you in a new century. A discussion with your Fund's Portfolio
Manager, as well as a performance overview and financial statements, including a
portfolio of investments, follows this letter.

By order of the Board of Directors,


/s/ William C. Morris

William C. Morris
Chairman


                                /s/ Brian T. Zino

                                  Brian T. Zino
                                    President

February 11, 2000


                                        1
<PAGE>


INTERVIEW WITH YOUR PORTFOLIO MANAGER,
MARION S. SCHULTHEIS

Q:  HOW DID SELIGMAN CAPITAL FUND PERFORM IN THE LAST 12 MONTHS?

A:  Seligman Capital Fund posted a total return of 50.71% based on the net asset
    value of Class A shares for the 12 months ended December 31, 1999. This was
    significantly better than the 36.29% total return posted by the Fund's
    peers, as measured by the Lipper Mid Cap Funds Average, but was slightly
    behind the 51.29% total return posted by the Russell Midcap Growth Index.

Q:  WHAT ECONOMIC AND MARKET FACTORS INFLUENCED THE FUND'S RESULTS IN 1999?

A:  During 1999, growth stocks of all sizes generally delivered strong returns,
    while value stocks of all sizes generally lagged. A continued strong US
    economy and improving world economies, combined with low inflation, provided
    a positive environment for growth stocks. Within the growth-stock universe,
    technology, driven by increased Internet demand and an explosion in wireless
    communications, was by far the best performing. The growth stocks in
    Seligman Capital Fund's portfolio delivered strong performances within this
    supportive environment.


- --------------------------------------------------------------------------------
A TEAM APPROACH

Seligman Capital Fund is managed by the Seligman Global Growth Team, headed by
Marion S. Schultheis. Ms. Schultheis is assisted by a team of seasoned research
professionals who are responsible for identifying those companies in specific
industries that offer the greatest potential for growth, consistent with the
Fund's objective.
- --------------------------------------------------------------------------------


[PHOTO OMITTED]

GLOBAL GROWTH TEAM: (FROM LEFT) DAVE LEVY, SHEILA GRAYSON (ADMINISTRATIVE
ASSISTANT), (SEATED) MARION S. SCHULTHEIS (PORTFOLIO MANAGER); (NOT PICTURED)
JACK CHANG, CRAIG CHODASH


Q:  WHAT INDUSTRIES AFFECTED THE FUND'S PERFORMANCE LAST YEAR?

A:  The technology industry was the single most positive influence on Fund
    performance during the fiscal year. Despite the fact that the Fund was
    underweighted in the sector during the period, the technology stocks that
    the Fund did hold delivered exceptional returns.

Q:  WHAT WAS YOUR INVESTMENT STRATEGY DURING THE FISCAL YEAR?

A:  At the beginning of the Fund's fiscal year, we avoided Internet stocks
    because of the seemingly excessive valuations for the group as a whole.
    However, as growth managers, we had to reevaluate our strategy for this
    industry since, while the stocks are expensive, we believe that the group
    has the potential to deliver above-average growth rates. We developed a
    valuation process for this unique industry where revenue growth sometimes
    exceeds 40%. This process includes analyzing a company's business strategy
    and evaluating price-to-revenue multiples, rather than price-to-earnings
    multiples.

    Following this strategy shift, we purchased what we believe are several
    "best-of-class" Internet companies that focus on the business-to-business
    applications that allow companies to reduce expenses and increase sales. We
    believe that such companies, which contribute to increased efficiency in the
    rest of the econo-


                                       2
<PAGE>


INTERVIEW WITH YOUR PORTFOLIO MANAGER,
MARION S. SCHULTHEIS

    my, will continue to have opportunities for growth for years to come.

    We maintained low exposure to health care because we believed the group had
    become overvalued following a very strong 1998, and there were uncertainties
    over pricing pressure due to potential changes in Medicare drug benefits.
    This underweighting benefited the Fund's overall performance since this
    sector was a poor performer for the year.

    During the fiscal year, we focused on middle-to-larger capitalized names
    within the mid-cap arena, with particular emphasis on those with longer-term
    track records. In general, we are attracted to companies with strong
    price-to-earnings growth rates looking two years ahead.

Q:  DO YOU PLAN TO MAKE ANY STRATEGY CHANGES DURING THE YEAR 2000?

A:  Going forward, we expect to place greater emphasis on technology. In
    particular, we will look for companies that use information technology to
    increase sales and data warehousing, and companies that are developing
    innovative or improved products, especially in telecommunications. Within
    technology, we anticipate remaining underweighted in hardware stocks and
    plan to focus on software stocks, particularly those of companies involved
    in business-to-business e-commerce. We will also be looking for
    opportunities to gain more exposure to wireless application protocol, which
    allows Internet access without a personal computer.

    We are concerned about American consumer strength. Following a very strong
    1999, with the best holiday season in a decade, we believe that spending
    must slow along with the rest of the economy. For this reason, we expect to
    further reduce the Fund's exposure to consumer cyclicals. At the same time,
    we will look for opportunities to increase the Fund's exposure to health
    care. We think health care stocks, in general, should rebound due to
    improved valuations and new PRODUCTS. Generic drug companies, in particular,
    should benefit from patent expirations and a possible Medicare drug benefit.

Q:  WHAT IS YOUR OUTLOOK?

A:  We feel that Seligman Capital Fund is well positioned as we head into the
    new year. We believe that technology will continue to be a key driver of
    economic and market strength, and will thus continue to be a high-growth
    area and a strong market performer. In such a scenario, the Fund's
    increasing exposure to the industry would be a benefit. We believe that our
    analysis of the business plans of these companies will allow us to choose
    the best companies within this industry.

    In addition, it appears that a favorable climate for continued global growth
    lies ahead, based on several factors, including the advent of the euro,
    reduced barriers to trade, and Japan's economic progress and financial
    reforms. Such an environment should benefit mid-cap companies with
    export-driven revenues. We will seek to gain additional exposure to stocks
    that are positioned to benefit from the recoveries abroad, particularly in
    Japan.


                                       3
<PAGE>


PERFORMANCE OVERVIEW

   This chart compares a $10,000 hypothetical investment made in Seligman
Capital Fund Class A shares, with and without the initial 4.75% maximum sales
charge, and assumes that all distributions within the period are invested in
additional shares, for the 10-year period ended December 31, 1999, to a $10,000
investment made in the Lipper Mid Cap Funds Average (Lipper Mid Cap Average) and
the Russell Midcap Growth Index for the same period. The performances of
Seligman Capital Fund Class B, Class C, and Class D shares are not shown in this
chart but are included in the table on page 5. It is important to keep in mind
that the Lipper Mid Cap Average and the Russell Midcap Growth Index exclude the
effect of fees and/or sales charges.

[LINE CHART OMITTED]

                  With           Without       Lipper Mid Cap    Russell Midcap
Date           Sales Charge    Sales Charge        Average        Growth Index
12/31/89          9523            10000             10000             10000
12/31/90          9655            10138              9502              9487
12/31/91         14933            15681             13761             13949
12/31/92         16660            17494             15306             15163
12/31/93         17460            18334             17537             16860
12/31/94         16227            17040             17344             16495
12/31/95         22283            23399             22708             22099
12/31/96         26013            27316             26884             25963
12/31/97         31808            33401             32464             31813
12/31/98         37890            39788             36338             37499
12/31/99         57106            59966             49525             56732

   The performances of Class B, Class C, and Class D shares will be greater than
or less than the performance shown for Class A shares, based on the differences
in sales charges and fees paid by shareholders.


                                       4
<PAGE>


PERFORMANCE OVERVIEW


INVESTMENT RESULTS PER SHARE

TOTAL RETURNS
FOR PERIODS ENDED DECEMBER 31, 1999

<TABLE>
<CAPTION>
                                                                                            AVERAGE ANNUAL
                                                                        -----------------------------------------------------
                                                           CLASS C                                        CLASS B    CLASS D
                                                            SINCE                                          SINCE      SINCE
                                                  SIX     INCEPTION      ONE       FIVE         10       INCEPTION  INCEPTION
                                                MONTHS*    5/27/99*     YEAR       YEARS       YEARS      4/22/96    5/3/93
                                                -----       -----       -----      -----       -----     ---------  ---------
<S>                                             <C>         <C>         <C>        <C>         <C>         <C>        <C>
CLASS A**
With Sales Charge                               32.78%        n/a       43.56%     27.36%      19.03%        n/a        n/a
Without Sales Charge                            39.39         n/a       50.71      28.61       19.62         n/a        n/a

CLASS B**
With CDSC                                       33.81         n/a       44.51        n/a         n/a       24.22%       n/a
Without CDSC                                    38.81         n/a       49.51        n/a         n/a       24.68        n/a

CLASS C**
With Sales Charge and CDSC                      36.54       49.84%        n/a        n/a         n/a         n/a        n/a
Without Sales Charge and CDSC                   38.91       52.33         n/a        n/a         n/a         n/a        n/a

CLASS D**
With 1% CDSC                                    37.91         n/a       48.60        n/a         n/a         n/a        n/a
Without CDSC                                    38.91         n/a       49.60      27.58         n/a         n/a      19.81%

LIPPER MID CAP FUNDS AVERAGE***                 21.47       31.46       36.29      23.35       17.35       19.99      19.51?

RUSSELL MIDCAP GROWTH INDEX***                  32.49       41.74       51.29      28.02       18.95       25.51      22.49?

<CAPTION>

NET ASSET VALUE                                                              CAPITAL GAIN INFORMATION

                DECEMBER 31, 1999   JUNE 30, 1999   DECEMBER 31, 1998        FOR THE YEAR ENDED DECEMBER 31, 1999
                ------------------ --------------- ------------------
<S>                  <C>              <C>               <C>                  <C>                              <C>
CLASS A              $27.01           $21.69            $20.06               PAID                             $2.772
CLASS B               24.35            19.86             18.44               UNDISTRIBUTED REALIZED            1.727(00)
CLASS C               24.38            19.87               N/A               UNREALIZED                        8.740(000)
CLASS D               24.38            19.87             18.45
</TABLE>

  The rates of return will vary and the principal value of an investment will
fluctuate. Shares, if redeemed, may be worth more or less than their original
cost. Past performance is not indicative of future investment results.


- ----------
   * Returns for periods of less than one year are not annualized.
  ** Return  figures  reflect  any  change in price per  share  and  assume  the
     investment of capital gain distributions. Returns for Class A shares are
     calculated with and without the effect of the initial 4.75% maximum sales
     charge. Returns for Class A shares reflect the effect of the service fee of
     up to 0.25% under the Administration, Shareholder Services and Distribution
     Plan after January 1, 1993, only. Returns for Class B shares are calculated
     with and without the effect of the maximum 5% contingent deferred sales
     charge ("CDSC"), charged on redemptions made within one year of the date of
     purchase, declining to 1% in the sixth year and 0% thereafter. Returns for
     Class C shares are calculated with and without the effect of the initial 1%
     maximum sales charge and the 1% CDSC that is charged on redemptions made
     within 18 months of the date of purchase. Returns for Class D shares are
     calculated with and without the effect of the 1% CDSC, charged on
     redemptions made within one year of the date of purchase.
 *** The Lipper Mid Cap Funds Average and the Russell Midcap Growth Index are
     unmanaged benchmarks that assume investment of dividends. The Lipper Mid
     Cap Funds Average and the Russell Midcap Growth Index exclude the effect of
     fees and/or sales charges. Investors cannot invest directly in an average
     or an index. The monthly performances are used in the Performance Overview
     for the Lipper Mid Cap Funds Average.
   + The CDSC is 5% for periods of one year or less, and 3% since inception.
  ++ From May 31, 1999.
 +++ From April 30, 1996.
   0 From April 30, 1993.
  00 Represents net gain realized in November and December 1999, payable in
     2000.
 000 Represents the per share amount of net unrealized appreciation of portfolio
securities as of December 31, 1999.


                                       5
<PAGE>


PORTFOLIO OVERVIEW

DIVERSIFICATION OF NET ASSETS
DECEMBER 31, 1999

                                                                    PERCENT
                                                                 OF NET ASSETS
                                                                  DECEMBER 31,
                                                                 -------------
                           ISSUES      COST           VALUE       1999    1998
                            ----   ------------   ------------   -----   -----
COMMON STOCKS:
  Basic Materials .........    3   $ 14,013,781   $ 15,845,812     3.4     2.5
  Capital Goods ...........    6     38,192,432     52,192,863    11.3    11.2
  Communications
    Services ..............    1      1,939,983      3,614,712     0.8     6.1
  Consumer Cyclicals ......   12     46,957,797     70,010,045    15.2    24.3
  Consumer Staples ........    2      9,570,855      9,468,012     2.1    16.2
  Electronic Technology ...   13     40,790,914     75,244,131    16.3     7.2
  Energy ..................    2     10,176,307     11,126,200     2.4     1.4
  Financial Services ......    6     25,752,627     29,408,968     6.4    10.4
  Health Care .............   10     38,244,673     47,892,832    10.4     6.8
  Technology Services .....   15     48,613,255    104,258,977    22.6     8.9
  Transportation ..........    1      6,660,036      7,091,138     1.5     1.7
  Utilities ...............    1      9,145,652     15,921,750     3.4     0.9
                            ----   ------------   ------------   -----   -----
                              72    290,058,312    442,075,440    95.8    97.6
SHORT-TERM HOLDINGS
  AND OTHER ASSETS
  LESS LIABILITIES ........    1     19,382,813     19,382,813     4.2     2.4
                            ----   ------------   ------------   -----   -----
NET ASSETS ................   73   $309,441,125   $461,458,253   100.0   100.0
                            ====   ============   ============   =====   =====


LARGEST INDUSTRIES
DECEMBER 31, 1999

[BAR CHART OMITTED]

                                             Percent of
                                             Net Assets
                                             ----------
TECHNOLOGY SERVICES      $104,258,977          22.6
ELECTRONIC TECHNOLOGY    $ 75,244,131          16.3
CONSUMER CYCLICALS       $ 70,010,045          15.2
CAPITAL GOODS            $ 52,192,863          11.3
HEALTH CARE              $ 47,892,832          10.4






                                       6
<PAGE>


PORTFOLIO OVERVIEW

LARGEST PORTFOLIO CHANGES
DURING PAST SIX MONTHS

                                                                 SHARES
                                                        ------------------------
                                                                        HOLDINGS
ADDITIONS                                               INCREASE        12/31/99
- ---------                                               --------        --------
Avery Dennison ....................................     122,200          122,200
BMC Software ......................................      92,200           92,200
Cadence Design Systems ............................     527,700          527,700
Ciena .............................................     155,300          155,300
Concord ...........................................     274,400          274,400
Limited ...........................................     220,200          220,200
Quintiles Transnational ...........................     180,300          180,300
Reader's Digest Association .......................     182,300          182,300
Royal Caribbean Cruises ...........................     143,800          143,800
Symbol Technologies ...............................     183,400          209,650


                                                                 SHARES
                                                        ------------------------
                                                                        HOLDINGS
REDUCTIONS                                              INCREASE        12/31/99
- ---------                                               --------        --------
Apollo Group (Class A) ............................     281,200               --
Applied Power (Class A) ...........................     241,400               --
AT&T--Liberty Media
  Group (Class A) .................................     239,000               --
Comdisco ..........................................     323,900               --
General Instrument ................................     157,000               --
Infinity Broadcasting
  (Class A) .......................................     225,200               --
Molex .............................................     203,900           97,900
Sealed Air ........................................     134,000               --
Snyder Communications .............................     296,000               --
Williams-Sonoma ...................................     160,000           75,000

Largest portfolio changes from the previous period to the current period are
based on cost of purchases and proceeds from sales of securities.


LARGEST PORTFOLIO HOLDINGS
DECEMBER 31, 1999


SECURITY                                                                VALUE
- --------                                                             -----------
AES ..............................................................   $15,921,750
ISS Group ........................................................    15,107,888
Symbol Technologies ..............................................    13,325,878
Cadence Design Systems ...........................................    12,664,800
Siebel Systems ...................................................    10,170,713
JDS Uniphase .....................................................    10,065,900
Circuit City Stores--Circuit
  City Group .....................................................     9,787,575
Limited ..........................................................     9,537,412
Corning ..........................................................     9,296,394
Broadcom (Class A) ...............................................     8,987,344


                                       7
<PAGE>


PORTFOLIO OF INVESTMENTS
DECEMBER 31, 1999

                                                        SHARES          VALUE
                                                        -------       ---------

COMMON STOCKS  95.8%
BASIC MATERIALS  3.4%
MINERALS TECHNOLOGIES
   Marketer of specialty minerals
   and products                                          83,800    $  3,357,237
NUCOR
   Manufacturer of steel joints,
   angles, and rounds                                   141,100       7,734,044
PRAXAIR
   Distributor of atmospheric gases                      94,500       4,754,531
                                                                   ------------
                                                                     15,845,812
                                                                   ------------
CAPITAL GOODS  11.3%
AMERICAN POWER CONVERSION*
   Provider of back-up power supply
   equipment for computers                              273,600       7,207,650
AVERY DENNISON
   International provider of
   office supplies                                      122,200       8,905,325
CINTAS
   Designer and manufacturer
   of corporate uniforms                                149,000       7,910,969
CORNING
   Producer of diversified components
   for the telecommunications and
   television industries                                 72,100       9,296,394
MOLEX
   Worldwide manufacturer of
   electrical products and systems                       97,900       5,546,647
SYMBOL TECHNOLOGIES
   Retailer of bar code scanner
   products                                             209,650      13,325,878
                                                                   ------------
                                                                     52,192,863
                                                                   ------------
COMMUNICATIONS SERVICES  0.8%
CENTURY TEL
   Provider of regional
   telephone services                                    76,300       3,614,712
                                                                   ------------
CONSUMER CYCLICALS  15.2%
BJ'S WHOLESALE CLUB*
   Discount retailer                                    114,000       4,161,000
CIRCUIT CITY STORES--CIRCUIT CITY GROUP
   Retailer of consumer electronics
   and major appliances                                 217,200       9,787,575
DOUBLECLICK*
   Provider of Internet
   advertising solutions for
   marketers and Web publishers                          25,100       6,357,359
FASTENAL
   Industrial and construction
   supplies retailer                                    116,800       5,252,350
FLUOR
   Provider of engineering services
   for diversified industries                           121,800       5,587,575
GENTEX*
   Developer of products that use
   electro-optic technology,
   including automatic-dimming
   rearview mirrors                                     278,500    $  7,763,187
HARLEY-DAVIDSON
   Manufacturer of motorcycles                           98,600       6,316,562
INTERPUBLIC GROUP OF COMPANIES
   Worldwide advertising agency                          60,800       3,507,400
LIMITED
   Clothing retailer                                    220,200       9,537,412
READER'S DIGEST ASSOCIATION
   Publisher of magazines, books,
   music, and home video                                182,300       5,332,275
WILLIAMS-SONOMA*
   Retailer of cooking equipment,
   home furnishings, and garden
   accessories                                           75,000       3,450,000
YOUNG & RUBICAM
   Advertising agency                                    41,800       2,957,350
                                                                   ------------
                                                                     70,010,045
                                                                   ------------
CONSUMER STAPLES  2.1%
CLOROX
   Manufacturer and marketer of
   household consumer products                           88,300       4,448,112
NEWELL RUBBERMAID
   Manufacturer and marketer of
   diversified consumer products                        173,100       5,019,900
                                                                   ------------
                                                                      9,468,012
                                                                   ------------
ELECTRONIC TECHNOLOGY  16.3%
APPLIED MICRO CIRCUITS*
   Designer of silicon products
   for the communications industry                       18,800       2,394,650
BROADCOM (CLASS A)*
   Circuit supplier for the cable
   and telecommunications
   industries                                            33,000       8,987,344
CIENA*
   Provider of multiplexing
   systems for fiber optic
   communication networks                               155,300       8,934,603
FINISAR*
   Provider of fiber optic and
   network performance test
   systems for the data
   communications industry                               57,600       5,155,200
FOUNDRY NETWORKS*
   Developer of networking
   products for Internet service
   providers                                             20,200       6,092,825


- ----------
See footnotes on page 10.


                                       8
<PAGE>


PORTFOLIO OF INVESTMENTS
DECEMBER 31, 1999

                                                        SHARES          VALUE
                                                        -------       ---------
ELECTRONIC TECHNOLOGY (CONTINUED)
GATEWAY*
   Manufacturer and direct
   marketer of personal computers                      58,100 $       4,186,831
JDS UNIPHASE*
   Worldwide provider of fiber optic
   components and modules for
   the cable television and tele-
   communications industries                             62,400      10,065,900
MAXIM INTEGRATED PRODUCTS*
   Manufacturer of analog and
   mixed-signal integrated circuits                      49,300       2,324,803
NETWORK APPLIANCES*
   Designer, manufacturer, and
   marketer of network data
   storage devices                                       23,600       1,959,538
PMC-SIERRA*
   Provider of high-speed
   networking circuits                                   21,100       3,381,934
VERITAS SOFTWARE*
   Developer and marketer of
   back-up storage software for
   computer systems                                      49,900       7,140,378
VITESSE SEMICONDUCTOR*
   Provider of equipment for
   the data communications and
   telecommunications industries                        142,500       7,467,891
XILINX*
   Supplier of field-programmable
   gate arrays                                          157,300       7,152,234
                                                                   ------------
                                                                     75,244,131
                                                                   ------------
ENERGY  2.4%
EOG RESOURCES
   Explorer and producer of oil
   and gas                                              198,500       3,486,156
WEATHERFORD INTERNATIONAL*
   Provider of oil field machinery
   and equipment                                        191,300       7,640,044
                                                                   ------------
                                                                     11,126,200
                                                                   ------------
FINANCIAL SERVICES  6.4%
ACE
   Provider of liability insurance                      256,800       4,285,350
AFLAC
   Provider of supplemental
   insurance at the work site                           130,000       6,134,375
ALLIED CAPITAL
   Provider of financial services                       223,800       4,091,344
CAPITAL ONE FINANCIAL
   Provider of financial services                        79,900       3,850,181
CONCORD*
   Provider of financial services                       274,400       7,057,225
SOUTHTRUST
   Operator of SouthTrust
   Bank N.A                                             105,621    $  3,990,493
                                                                   ------------
                                                                     29,408,968
                                                                   ------------
HEALTH CARE  10.4%
ALZA*
   Developer of pharmaceutical
   products                                             136,700       4,733,238
BIOGEN*
   Developer of genetically
   engineered drugs                                      71,200       6,014,175
BIOMET
   Designer and manufacturer of
   medical supplies and equipment                        64,300       2,569,991
ELAN*
   Developer, manufacturer, and
   marketer of pharmaceutical
   delivery systems                                     254,200       7,498,900
FOREST LABORATORIES*
   Manufacturer of pharma-
   ceutical products                                    114,200       7,016,163
GUIDANT
   Provider of medical
   instruments used for
   cardiovascular treatment                              89,300       4,197,100
IMSHEALTH
   Provider of medical information
   to the pharmaceutical and
   healthcare industries                                 66,700       1,813,406
   PE CORP.-PE BIOSYSTEMS GROUP
   Provides instrument
   systems support, reagents, and
   software for pharmaceutical,
   biotechnology and other
   industries                                            50,600       6,087,812
QUINTILES TRANSNATIONAL*
   Provider of services to the
   biotechology, medical device,
   and pharmaceutical industries                        180,300       3,363,722
WATSON PHARMACEUTICALS*
   Manufacturer of off-patent
   medications                                          128,400       4,598,325
                                                                   ------------
                                                                     47,892,832
                                                                   ------------
TECHNOLOGY SERVICES  22.6%
ARIBA*
   Provider of Internet software                         28,500       5,049,844
BMC SOFTWARE*
   Developer of mainframe
   utility software                                      92,200       7,367,356
CADENCE DESIGN SYSTEMS*
   Manufacturer of electronic
   design automation software                           527,700      12,664,800
COMMERCE ONE*
   Provider of Internet software                         16,800       3,305,925


- ----------
See footnotes on page 10.


                                       9
<PAGE>


PORTFOLIO OF INVESTMENTS
DECEMBER 31, 1999

                                                        SHARES          VALUE
                                                        -------       ---------
TECHNOLOGY SERVICES (CONTINUED)
COMPUWARE*
   Provider of mainframe software
   and consulting services                              223,900    $  8,333,278
CSG SYSTEMS INTERNATIONAL*
   Provider of customer service
   for the media and tele-
   communications industries                             97,500       3,857,344
FISERV*
   Provider of data
   processing services                                   77,300       2,956,725
I2 TECHNOLOGIES*
   Provider of products used to
   assist in the manufacturing and
   scheduling plans of companies                         21,400       4,168,988
ISS GROUP*
   Provider of computer network
   security monitoring, detection,
   and response software                                212,600      15,107,888
NBC INTERNET (CLASS A)*
   Global media company that
   integrates the Internet, broadcast
   and cable television, and radio                       86,000       6,643,500
RATIONAL SOFTWARE*
   Provider of applications
   development and test software                        130,900       6,442,734
SIEBEL SYSTEMS*
   Provider of applications
   software                                             120,900      10,170,713
SOFTWARE.COM*
   Developer of software for
   Internet providers                                    53,600       5,122,150
VERISIGN*
   Provider of computer data
   security                                              26,600       5,082,263
VIGNETTE*
   Provider of Internet software                         49,000       7,985,469
                                                                   ------------
                                                                    104,258,977
                                                                   ------------
TRANSPORTATION  1.5%
ROYAL CARIBBEAN CRUISES
   International cruise operator                        143,800    $  7,091,138
                                                                   ------------
UTILITIES  3.4%
AES*
   Supplier of electricity                              213,000      15,921,750
                                                                   ------------
TOTAL COMMON STOCKS
   (Cost $290,058,312)                                              442,075,440
SHORT-TERM HOLDINGS  4.3%
   (Cost $19,700,000)                                                19,700,000
                                                                   ------------
TOTAL INVESTMENTS  100.1%
   (COST $309,758,312)                                              461,775,440
OTHER ASSETS
  LESS LIABILITIES  (0.1)%                                             (317,187)
                                                                   ------------
NET ASSETS  100.0%
                                                                   $461,458,253
                                                                   ============

- ----------
* Non-income producing security.
Descriptions of companies have not been audited by Deloitte & Touche LLP.
See Notes to Financial Statements.


                                       10
<PAGE>


STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 1999

ASSETS:
Investments, at value:
  Common stocks (cost $290,058,312) ........    $442,075,440
  Short-term holdings (cost $19,700,000) ...      19,700,000       $461,775,440
                                                ------------
Cash ........................................................           493,155
Receivable for securities sold ..............................         6,521,975
Receivable for Capital Stock sold ...........................           934,856
Receivable for interest and dividends .......................           124,612
Investment in, and expenses prepaid to,
  shareholder service agent .................................            71,589
Other .......................................................             4,741
                                                                   ------------
TOTAL ASSETS ................................................       469,926,368
                                                                   ------------
LIABILITIES:
Payable for securities purchased ............................         6,464,266
Payable for Capital Stock repurchased .......................         1,252,426
Accrued expenses and other ..................................           751,423
                                                                   ------------
TOTAL LIABILITIES ...........................................         8,468,115
                                                                   ------------
NET ASSETS ..................................................      $461,458,253
                                                                   ============
COMPOSITION OF NET ASSETS:
Capital Stock, at par ($1 par value;
  500,000,000 shares authorized;
  17,392,989 shares outstanding):
Class A .....................................................       $14,270,632
Class B .....................................................         1,194,855
Class C .....................................................           295,455
Class D .....................................................         1,632,047
Additional paid-in capital ..................................       262,112,221
Accumulated net investment loss .............................          (106,241)
Undistributed net realized gain .............................        30,042,156
Net unrealized appreciation of investments ..................       152,017,128
                                                                   ------------
NET ASSETS ..................................................      $461,458,253
                                                                   ============
NET ASSET VALUE PER SHARE:
CLASS A ($385,378,545 O 14,270,632 shares) ..................            $27.01
                                                                         ======
CLASS B ($29,096,609 O 1,194,855 shares) ....................            $24.35
                                                                         ======
CLASS C ($7,201,730 O 295,455 shares) .......................            $24.38
                                                                         ======
CLASS D ($39,781,369 O 1,632,047 shares) ....................            $24.38
                                                                         ======

- ----------
See Notes to Financial Statements.


                                       11
<PAGE>


STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 1999

INVESTMENT INCOME:
   Dividends ................................     $1,138,775
   Interest .................................      1,019,439
                                                  ----------
TOTAL INVESTMENT INCOME .......................................      $2,158,214

EXPENSES:
Management fee ..............................      1,623,132
Distribution and service fees ...............      1,204,747
Shareholder account services ................        712,777
Registration ................................        113,754
Shareholder reports and communications ......        108,820
Custody and related services ................         88,806
Auditing and legal fees .....................         68,438
Directors' fees and expenses ................         22,836
Miscellaneous ...............................         14,662
                                                                   ------------
TOTAL EXPENSES ................................................       3,957,972
                                                                   ------------
NET INVESTMENT LOSS ...........................................      (1,799,758)

NET REALIZED AND UNREALIZED GAIN ON INVESTMENTS:
Net realized gain on investments ............     121,498,199
Net change in unrealized appreciation
  of investments ............................     37,487,124
                                                  ----------
NET GAIN ON INVESTMENTS .......................................     158,985,323
                                                                   ------------
INCREASE IN NET ASSETS FROM OPERATIONS ........................    $157,185,565
                                                                   ============

- ----------
See Notes to Financial Statements.


                                       12
<PAGE>


STATEMENTS OF CHANGES IN NET ASSETS


                                                     YEAR ENDED DECEMBER 31,
                                                 ------------------------------
                                                      1999             1998
                                                 -------------    -------------
OPERATIONS:
Net investment loss ..........................   $  (1,799,758)   $  (1,018,947)
Net realized gain on investments .............     121,498,199       33,498,209
Net change in unrealized
  appreciation of investments ................      37,487,124       26,383,287
                                                 -------------    -------------
INCREASE IN NET ASSETS FROM OPERATIONS .......     157,185,565       58,862,549
                                                 -------------    -------------
DISTRIBUTIONS TO SHAREHOLDERS:
Net realized gain on investments:
  Class A ....................................     (36,375,675)     (10,025,257)
  Class B ....................................      (2,808,369)        (488,970)
  Class C ....................................        (517,034)              --
  Class D ....................................      (3,925,756)        (936,470)
                                                 -------------    -------------
DECREASE IN NET ASSETS FROM DISTRIBUTIONS ....     (43,626,834)     (11,450,697)
                                                 -------------    -------------
CAPITAL SHARE TRANSACTIONS:
Net proceeds from sales of shares ............      28,920,645       17,045,492
Exchanged from associated Funds ..............     424,053,053      337,796,588
Value of shares issued in payment
  of gain distributions ......................      39,215,129       10,441,951
                                                 -------------    -------------
Total ........................................     492,188,827      365,284,031
                                                 -------------    -------------
Cost of shares repurchased ...................     (66,378,922)     (44,259,467)
Exchanged into associated Funds ..............    (418,486,746)    (346,599,115)
                                                 -------------    -------------
Total ........................................    (484,865,668)    (390,858,582)
                                                 -------------    -------------
INCREASE (DECREASE) IN NET ASSETS
  FROM CAPITAL SHARE TRANSACTIONS ............       7,323,159      (25,574,551)
                                                 -------------    -------------


INCREASE IN NET ASSETS .......................     120,881,890       21,837,301

NET ASSETS:
Beginning of year ............................     340,576,363      318,739,062
                                                 -------------    -------------
END OF YEAR (including accumulated
  net investment loss of $106,241
  and $101,130, respectively) ................   $ 461,458,253    $ 340,576,363
                                                 =============    =============

- ----------
See Notes to Financial Statements.


                                       13
<PAGE>


NOTES TO FINANCIAL STATEMENTS


1. MULTIPLE CLASSES OF SHARES -- Seligman Capital Fund, Inc. (the "Fund") offers
four classes of shares. Class A shares are sold with an initial sales charge of
up to 4.75% and a continuing service fee of up to 0.25% on an annual basis.
Class A shares purchased in an amount of $1,000,000 or more are sold without an
initial sales charge but are subject to a contingent deferred sales charge
("CDSC") of 1% on redemptions within 18 months of purchase. Class B shares are
sold without an initial sales charge but are subject to a distribution fee of
0.75% and a service fee of up to 0.25% on an annual basis, and a CDSC, if
applicable, of 5% on redemptions in the first year of purchase, declining to 1%
in the sixth year and 0% thereafter. Class B shares will automatically convert
to Class A shares on the last day of the month that precedes the eighth
anniversary of their date of purchase. The Fund began offering Class C shares on
May 27, 1999. Class C shares are sold with an initial sales charge of up to 1%
and are subject to a distribution fee of up to 0.75% and a service fee of up to
0.25% on an annual basis, and a CDSC, if applicable, of 1% imposed on
redemptions made within 18 months of purchase. Class D shares are sold without
an initial sales charge but are subject to a distribution fee of up to 0.75% and
a service fee of up to 0.25% on an annual basis, and a CDSC, if applicable, of
1% imposed on redemptions made within one year of purchase. The four classes of
shares represent interests in the same portfolio of investments, have the same
rights and are generally identical in all respects except that each class bears
its separate distribution and certain other class-specific expenses, and has
exclusive voting rights with respect to any matter on which a separate vote of
any class is required.

2. SIGNIFICANT ACCOUNTING POLICIES -- The financial statements have been
prepared in conformity with generally accepted accounting principles which
require management to make certain estimates and assumptions at the date of the
financial statements. The following summarizes the significant accounting
policies of the Fund:

A. SECURITY VALUATION -- Investments in stocks are valued at current market
   values or, in their absence, at fair values determined in accordance with
   procedures approved by the Board of Directors. Securities traded on national
   exchanges are valued at last sales prices or, in their absence and in the
   case of over-the-counter securities, at the mean of bid and asked prices.
   Short-term holdings maturing in 60 days or less are valued at amortized cost.

B. FEDERAL TAXES -- There is no provision for federal income tax. The Fund has
   elected to be taxed as a regulated investment company and intends to
   distribute substantially all taxable net income and net gain realized.

C. SECURITY TRANSACTIONS AND RELATED INVESTMENT
   INCOME -- Investment transactions are recorded on trade dates. Identified
   cost of investments sold is used for both financial statement and federal
   income tax purposes. Dividends receivable and payable are recorded on
   ex-dividend dates. Interest income is recorded on an accrual basis.

D. MULTIPLE CLASS ALLOCATIONS -- All income, expenses (other than class-specific
   expenses), and realized and unrealized gains or losses are allocated daily to
   each class of shares based upon the relative value of shares of each class.
   Class-specific expenses, which include distribution and service fees and any
   other items that are specifically attributable to a particular class, are
   charged directly to such class. For the year ended December 31, 1999,
   distribution and service fees were the only class-specific expenses.

E. DISTRIBUTIONS TO SHAREHOLDERS -- The treatment for financial statement
   purposes of distributions made to shareholders during the year from net
   investment income or net realized gains may differ from their ultimate
   treatment for federal income tax purposes. These differences are caused
   primarily by differences in the timing of the recognition of certain
   components of income, expense, or realized capital gain for federal income
   tax purposes. Where such differences are permanent in nature, they are
   reclassified in the components of net assets based on their ultimate
   characterization for federal income tax purposes. Any such reclassification
   will have no effect on net assets, results of operations, or net asset value
   per share of the Fund.

3. PURCHASES AND SALES OF SECURITIES -- Purchases and sales of portfolio
securities, excluding US Government obligations and short-term investments, for
the year ended December 31, 1999, amounted to $573,103,867 and $622,461,899,
respectively.

   At December 31, 1999, the cost of investments for federal income tax purposes
was $310,460,407, and the tax basis gross unrealized appreciation and
depreciation of portfolio securities amounted to $155,069,762 and $3,754,729,
respectively.


                                       14
<PAGE>


NOTES TO FINANCIAL STATEMENTS


4. SHORT-TERM INVESTMENTS -- At December 31, 1999, the Fund owned short-term
investments which matured in less than seven days.

5. CAPITAL SHARE TRANSACTIONS -- The Fund has authorized 500,000,000 shares of
$1 par value Capital Stock. Transactions in shares of Capital Stock were as
follows:

                                              CLASS A
                     ----------------------------------------------------------
                                      YEAR ENDED DECEMBER 31,
                     ----------------------------------------------------------
                                1999                           1998
                     ---------------------------    ---------------------------
                        SHARES         AMOUNT          SHARES         AMOUNT
                     -----------    ------------    -----------    ------------
Sale of shares           648,005    $ 13,780,619        509,217    $  9,432,693
Exchanged from
  associated Funds    18,244,569     377,466,453     17,652,456     318,464,290
Shares issued in
  payment of gain
  distributions        1,404,287      32,621,486        513,222       9,125,187
                     -----------    ------------    -----------    ------------
Total                 20,296,861     423,868,558     18,674,895     337,022,170
                     -----------    ------------    -----------    ------------
Cost of shares
  repurchased         (2,709,116)    (57,492,741)    (2,097,094)    (38,074,268)
Exchanged into
  associated Funds   (18,191,912)   (376,121,834)   (17,964,860)   (327,416,067)
                     -----------    ------------    -----------    ------------
Total                (20,901,028)   (433,614,575)   (20,061,954)   (365,490,335)
                     -----------    ------------    -----------    ------------
Decrease                (604,167)   $ (9,746,017)    (1,387,059)   $(28,468,165)
                     ===========    ============    ===========    ============


                                              CLASS B
                     ----------------------------------------------------------
                                      YEAR ENDED DECEMBER 31,
                     ----------------------------------------------------------
                                1999                           1998
                     ---------------------------    ---------------------------
                        SHARES         AMOUNT          SHARES         AMOUNT
                     -----------    ------------    -----------    ------------
Sale of shares           273,780    $  5,404,724        253,196    $  4,232,400
Exchanged from
  associated Funds     1,682,235      33,058,593        830,239      13,846,907
Shares issued in
  payment of gain
  distributions          120,691       2,530,887         26,925         440,484
                     -----------    ------------    -----------    ------------
Total                  2,076,706      40,994,204      1,110,360      18,519,791
                     -----------    ------------    -----------    ------------
Cost of shares
  repurchased           (143,649)     (2,781,912)       (66,337)     (1,101,885)
Exchanged into
  associated Funds    (1,542,309)    (30,464,814)      (759,346)    (12,687,007)
                     -----------    ------------    -----------    ------------
Total                 (1,685,958)    (33,246,726)      (825,683)    (13,788,892)
                     -----------    ------------    -----------    ------------
Increase                 390,748    $  7,747,478        284,677    $  4,730,899
                     ===========    ============    ===========    ============

                             CLASS C
                     -----------------------
                         MAY 27, 1999* TO
                        DECEMBER 31, 1999
                     -----------------------
                      SHARES        AMOUNT
                     --------    -----------
Sale of shares        280,002    $ 5,703,121
Exchanged from
  associated Funds      1,938         42,021
Shares issued in
  payment of gain
  distributions        23,962        502,721
                     --------    -----------
Total                 305,902      6,247,863
                     --------    -----------
Cost of shares
  repurchased          (6,589)      (133,481)
Exchanged into
  associated Funds     (3,858)       (79,244)
                     --------    -----------
Total                 (10,447)      (212,725)
                     --------    -----------
Increase              295,455    $ 6,035,138
                     ========    ===========

* Commencement of offering of shares.

                                              CLASS C
                     ----------------------------------------------------------
                                      YEAR ENDED DECEMBER 31,
                     ----------------------------------------------------------
                                1999                           1998
                     ---------------------------    ---------------------------
                        SHARES         AMOUNT          SHARES         AMOUNT
                     -----------    ------------    -----------    ------------
Sale of shares           207,659    $  4,032,181        198,721    $  3,380,399
Exchanged from
  associated Funds       682,324      13,485,986        321,693       5,485,391
Shares issued in
  payment of gain
  distributions          169,688       3,560,035         53,532         876,280
                     -----------    ------------    -----------    ------------
Total                  1,059,671      21,078,202        573,946       9,742,070
                     -----------    ------------    -----------    ------------
Cost of shares
  repurchased           (314,527)     (5,970,788)      (303,184)     (5,083,314)
Exchanged into
  associated Funds      (600,383)    (11,820,854)      (389,223)     (6,496,041)
                     -----------    ------------    -----------    ------------
Total                   (914,910)    (17,791,642)      (692,407)    (11,579,355)
                     -----------    ------------    -----------    ------------
Increase (Decrease)      144,761    $  3,286,560       (118,461)   $ (1,837,285)
                     ===========    ============    ===========    ============

6. MANAGEMENT FEE, DISTRIBUTION SERVICES, AND OTHER TRANSACTIONS -- J. & W.
Seligman & Co. Incorporated (the "Manager") manages the affairs of the Fund and
provides the necessary personnel and facilities. Compensation of all officers of
the Fund, all directors of the Fund who are employees or consultants of the
Manager, and all personnel of the Fund and the Manager is paid by the Manager.
The Manager receives a fee, calculated daily and payable monthly, equal to a per
annum percentage of the Fund's daily net assets. The management fee rate is
calculated on a sliding scale of 0.55% to 0.45%, based on average daily net
assets of all the investment companies managed by the Manager. The management
fee reflected in the Statement of Operations represents 0.47% per annum of the
Fund's average daily net assets.

   Seligman Advisors, Inc. (the "Distributor"), agent for the distribution of
the Fund's shares and an affiliate of the Manager, received concessions of
$20,410 from sales of Class A shares. Commissions of $153,479 and $50,444 were
paid to dealers for sales of Class A and Class C shares, respectively.

   The Fund has an Administration, Shareholder Services and Distribution Plan
(the "Plan") with respect to distribution of its shares. Under the Plan, with
respect to Class A shares, service organizations can enter into agreements with
the Distributor and receive a continuing fee of up to 0.25% on an annual basis,
payable quarterly, of the average daily net assets of the Class A shares
attributable to the particular service organizations for providing personal
services and/or the maintenance of shareholder accounts. The Distributor charges
such fees to the Fund pursuant to the Plan. For the year ended December 31,
1999, fees incurred under the Plan aggregated $734,721 or 0.25% per annum of the
average daily net assets of Class A shares.


                                       15
<PAGE>


NOTES TO FINANCIAL STATEMENTS


   Under the Plan, with respect to Class B shares, Class C shares, and Class D
shares, service organizations can enter into agreements with the Distributor and
receive a continuing fee for providing personal services and/or the maintenance
of shareholder accounts of up to 0.25% on an annual basis of the average daily
net assets of the Class B, Class C, and Class D shares for which the
organizations are responsible; and, for Class C and Class D shares, fees for
providing other distribution assistance of up to 0.75% on an annual basis of
such average daily net assets. Such fees are paid monthly by the Fund to the
Distributor pursuant to the Plan.

   With respect to Class B shares, a distribution fee of 0.75% on an annual
basis of average daily net assets is payable monthly by the Fund to the
Distributor; however, the Distributor has sold its rights to this fee to a third
party (the "Purchaser"), which provides funding to the Distributor to enable it
to pay commissions to dealers at the time of the sale of the related Class B
shares.

   For the year ended December 31, 1999, fees incurred under the Plan,
equivalent to 1% per annum of the average daily net assets of Class B, Class C,
and Class D shares, amounted to $179,166, $15,316 and $275,544, respectively.

   The Distributor is entitled to retain any CDSC imposed on certain redemptions
of Class A and Class C shares occurring within 18 months of purchase and on
redemptions of Class D shares occurring within one year of purchase. For the
year ended December 31, 1999, such charges amounted to $10,551.

   The Distributor has sold its rights to collect any CDSC imposed on
redemptions of Class B shares to the Purchaser. In connection with the sale of
its rights to collect any CDSC and the distribution fees with respect to Class B
shares described above, the Distributor receives payments from the Purchaser
based on the value of Class B shares sold. The aggregate of such payments
retained by the Distributor, for the year ended December 31, 1999, amounted to
$7,646.

   Seligman Services, Inc., an affiliate of the Manager, is eligible to receive
commissions from certain sales of shares of the Fund, as well as distribution
and service fees pursuant to the Plan. For the year ended December 31, 1999,
Seligman Services, Inc. received commissions of $5,149 from the sale of shares
of the Fund. Seligman Services, Inc. also received distribution and service fees
of $90,047, pursuant to the Plan.

   Seligman Data Corp., which is owned by the Fund and certain associated
investment companies, charged the Fund at cost $698,620 for shareholder account
services. The Fund's investment in Seligman Data Corp. is recorded at a cost of
$2,199.

   Certain officers and directors of the Fund are officers or directors of the
Manager, the Distributor, Seligman Services, Inc., and/or Seligman Data Corp.

   The Fund has a compensation arrangement under which directors who receive
fees may elect to defer receiving such fees. Directors may elect to have their
deferred fees accrue interest or earn a return based on the performance of the
Fund or other funds in the Seligman Group of Investment Companies. The cost of
such fees and earnings accrued thereon is included in directors' fees and
expenses, and the accumulated balance thereof at December 31, 1999, of $106,241
is included in other liabilities. Deferred fees and related accrued earnings are
not deductible for federal income tax purposes until such amounts are paid.

7. COMMITTED LINE OF CREDIT -- The Fund is a participant in a joint $750 million
committed line of credit that is shared by substantially all funds in the
Seligman Group of Investment Companies. The Fund's borrowings are limited to 10%
of its net assets. Borrowings pursuant to the credit facility are subject to
interest at a rate equal to the overnight federal funds rate plus 0.50%. The
Fund incurs a commitment fee of 0.08% per annum on its share of the unused
portion of the credit facility. The credit facility may be drawn upon only for
temporary purposes and is subject to certain other customary restrictions. The
credit facility commitment expires in June 2000, but is renewable annually with
the consent of the participating banks. For the year ended December 31, 1999,
the Fund did not borrow from the credit facility.


                                       16
<PAGE>


FINANCIAL HIGHLIGHTS


         The tables below are intended to help you understand each Class's
financial performance for the past five years or from its inception if less than
five years. Certain information reflects financial results for a single share of
a Class that was held throughout the periods shown. Per share amounts are
calculated using average shares outstanding. "Total return" shows the rate that
you would have earned (or lost) on an investment in each Class, assuming you
reinvested all your capital gain distributions. Total returns do not reflect any
sales charges and are not annualized for periods of less than one year.

<TABLE>
<CAPTION>
                                                                                          CLASS A
                                                          ------------------------------------------------------------------------
                                                                                  YEAR ENDED DECEMBER 31,
                                                          ------------------------------------------------------------------------
                                                            1999            1998            1997            1996            1995
                                                          --------        --------        --------        --------        --------
<S>                                                       <C>             <C>             <C>             <C>             <C>
PER SHARE DATA:
NET ASSET VALUE, BEGINNING OF YEAR .....................  $  20.06        $  17.48        $  16.36        $  15.59        $  13.17
                                                          --------        --------        --------        --------        --------
INCOME FROM INVESTMENT OPERATIONS:
Net investment loss ....................................     (0.08)          (0.04)          (0.06)          (0.04)          (0.02)
Net realized and unrealized gain
  on investments .......................................      9.80            3.30            3.61            2.68            4.74
                                                          --------        --------        --------        --------        --------
TOTAL FROM INVESTMENT OPERATIONS .......................      9.72            3.26            3.55            2.64            4.72
                                                          --------        --------        --------        --------        --------
LESS DISTRIBUTIONS:
Distributions from net realized capital gain ...........     (2.77)          (0.68)          (2.43)          (1.87)          (2.30)
                                                          --------        --------        --------        --------        --------
TOTAL DISTRIBUTIONS ....................................     (2.77)          (0.68)          (2.43)          (1.87)          (2.30)
                                                          --------        --------        --------        --------        --------
NET ASSET VALUE, END OF YEAR ...........................  $  27.01        $  20.06        $  17.48        $  16.36        $  15.59
                                                          ========        ========        ========        ========        ========
TOTAL RETURN: ..........................................     50.71%          19.12%          22.28%          16.74%          37.32%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000s omitted) .................   $385,379        $298,319        $284,214        $259,514        $215,688
Ratio of expenses to average net assets ................      1.02%           0.99%           1.05%           1.07%           1.09%
Ratio of net income (loss) to average net assets .......    (0.39)%         (0.24)%         (0.29)%         (0.25)%         (0.11)%
Portfolio turnover rate ................................    174.68%         132.18%         104.33%          94.97%         103.60%
</TABLE>

- --------
See footnotes on page 18.


                                       17
<PAGE>


FINANCIAL HIGHLIGHTS

<TABLE>
<CAPTION>
                                                                                   CLASS B                              CLASS C
                                                           -----------------------------------------------------       ---------
                                                                    YEAR ENDED DECEMBER 31,              4/22/96*       5/27/99*
                                                           --------------------------------------           TO             TO
                                                             1999            1998            1997        12/31/96       12/31/99
                                                           -------         -------         -------       --------       --------
<S>                                                        <C>             <C>             <C>            <C>            <C>
PER SHARE DATA:
NET ASSET VALUE, BEGINNING OF PERIOD .................     $ 18.44         $ 16.24         $ 15.47        $ 16.43        $ 18.12
                                                           -------         -------         -------        -------        -------
INCOME FROM INVESTMENT OPERATIONS:
Net investment loss ..................................       (0.22)          (0.17)          (0.18)         (0.10)         (0.11)
Net realized and unrealized gain
  on investments .....................................        8.90            3.05            3.38           1.01           9.14
                                                           -------         -------         -------        -------        -------
TOTAL FROM INVESTMENT OPERATIONS .....................        8.68            2.88            3.20           0.91           9.03
                                                           -------         -------         -------        -------        -------
LESS DISTRIBUTIONS:
Distributions from net realized capital gain .........       (2.77)          (0.68)          (2.43)         (1.87)         (2.77)
                                                           -------         -------         -------        -------        -------
TOTAL DISTRIBUTIONS ..................................       (2.77)          (0.68)          (2.43)         (1.87)         (2.77)
                                                           -------         -------         -------        -------        -------
NET ASSET VALUE, END OF PERIOD .......................     $ 24.35         $ 18.44         $ 16.24        $ 15.47        $ 24.38
                                                           =======         =======         =======        =======        =======

TOTAL RETURN: ........................................       49.51%          18.24%          21.26%          5.33%         52.33%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of period (000s omitted) .............      $29,097         $14,824         $ 8,437        $ 4,337        $ 7,202
Ratio of expenses to average net assets ..............        1.77%           1.75%           1.81%          1.89%          1.75%
Ratio of net income (loss) to average net assets .....      (1.14)%         (1.00)%         (1.05)%        (0.99)%        (1.02)%
Portfolio turnover rate ..............................      174.68%         132.18%         104.33%         94.97%        174.68%

<CAPTION>
                                                                                        CLASS D
                                                         -----------------------------------------------------------------------
                                                                                 YEAR ENDED DECEMBER 31,
                                                         -----------------------------------------------------------------------
                                                           1999            1998            1997            1996            1995
                                                         -------         -------         -------         -------         -------
<S>                                                      <C>             <C>             <C>             <C>             <C>
PER SHARE DATA:
NET ASSET VALUE, BEGINNING OF YEAR ...................   $ 18.45         $ 16.25         $ 15.47         $ 14.94         $ 12.82
                                                         -------         -------         -------         -------         -------
INCOME FROM INVESTMENT OPERATIONS:
Net investment loss ..................................     (0.22)          (0.17)          (0.18)          (0.16)          (0.14)
Net realized and unrealized gain
  on investments .....................................      8.92            3.05            3.39            2.56            4.56
                                                         -------         -------         -------         -------         -------
TOTAL FROM INVESTMENT OPERATIONS .....................      8.70            2.88            3.21            2.40            4.42
                                                         -------         -------         -------         -------         -------
LESS DISTRIBUTIONS:
DISTRIBUTIONS FROM NET REALIZED CAPITAL GAIN .........     (2.77)          (0.68)          (2.43)          (1.87)          (2.30)
                                                         -------         -------         -------         -------         -------
TOTAL DISTRIBUTIONS ..................................     (2.77)          (0.68)          (2.43)          (1.87)          (2.30)
                                                         -------         -------         -------         -------         -------
NET ASSET VALUE, END OF YEAR .........................   $ 24.38         $ 18.45         $ 16.25         $ 15.47         $ 14.94
                                                         =======         =======         =======         =======         =======

TOTAL RETURN: ........................................     49.60%          18.23%          21.34%          15.84%          35.98%
RATIOS/SUPPLEMENTAL DATA:
Net assets, end of year (000s omitted) ...............    $39,781         $27,433         $26,088         $19,974         $ 9,137
Ratio of expenses to average net assets ..............      1.77%           1.75%           1.81%           1.83%           2.02%
Ratio of net loss to average net assets ..............    (1.14)%         (1.00)%         (1.05)%         (1.00)%         (1.06)%
Portfolio turnover rate ..............................    174.68%         132.18%         104.33%          94.97%         103.60%
</TABLE>


- ----------
  * Commencement of offering of shares.
  + Annualized.
 ++ For the year ended December 31, 1996.
+++ For the year ended December 31, 1999.

See Notes to Financial Statements.


                                       18
<PAGE>


REPORT OF INDEPENDENT AUDITORS



THE BOARD OF DIRECTORS AND SHAREHOLDERS,
SELIGMAN CAPITAL FUND, INC.:


We have audited the accompanying statement of assets and liabilities, including
the portfolio of investments, of Seligman Capital Fund, Inc. as of December 31,
1999, the related statements of operations for the year then ended and of
changes in net assets for each of the years in the two-year period then ended,
and the financial highlights for each of the periods presented. These financial
statements and financial highlights are the responsibility of the Fund's
management. Our responsibility is to express an opinion on these financial
statements and financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements and financial
highlights are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. Our procedures included confirmation of securities owned as of
December 31, 1999, by correspondence with the Fund's custodian and brokers;
where replies were not received from brokers, we performed other auditing
procedures. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.

In our opinion, such financial statements and financial highlights referred to
above present fairly, in all material respects, the financial position of
Seligman Capital Fund, Inc. as of December 31, 1999, the results of its
operations, the changes in its net assets, and the financial highlights for all
the respective stated periods in conformity with generally accepted accounting
principles.


DELOITTE & TOUCHE LLP
New York, New York
February 11, 2000


                                       19
<PAGE>


FEDERAL TAX STATUS OF 1999
GAIN DISTRIBUTION FOR TAXABLE ACCOUNTS



On November 23, 1999, a distribution of $2.772 per share, from net long-term
gain realized on investments through October 31, 1999, was paid to Class A, B,
C, and D shareholders.

The long-term gain distribution is designated a "capital gain dividend" for
federal income tax purposes and is taxable to shareholders in 1999 as a
long-term gain from the sale of capital assets, no matter how long shares have
been owned, or whether the distribution was received in shares or in cash.
However, if shares on which a capital gain distribution was received are
subsequently sold, and such shares have been held for six months or less, any
loss on the sale would be treated as long-term to the extent that it offsets the
long-term gain distribution.

If the distribution was received in shares, the per share cost basis for federal
income tax purposes is $23.23 for Class A shares, $20.97 for Class B shares, and
$20.98 for Class C and for Class D shares.

A 1999 year-end statement of account activity and a 1999 tax package, which may
include a Form 1099-DIV, a Form 1099-B, and/or a Cost Basis Statement, have been
mailed to each shareholder. Form 1099-DIV shows the distributions paid to the
shareholder during the year. Form 1099-B shows the proceeds of any redemptions
paid to the shareholder during the year. Cost Basis Statements report all sales
or exchanges from a shareholder's account which may have resulted in a capital
gain or loss in 1999. The information shown on Forms 1099-DIV and 1099-B is
reported to the Internal Revenue Service as required by federal regulations.


                                       20
<PAGE>


BOARD OF DIRECTORS


JOHN R. GALVIN 2, 4
DEAN, Fletcher School of Law and Diplomacy
   at Tufts University
DIRECTOR, Raytheon Company

ALICE S. ILCHMAN 3, 4
TRUSTEE, Committee for Economic Development
CHAIRMAN, The Rockefeller Foundation

FRANK A. MCPHERSON 2, 4
DIRECTOR, Kimberly-Clark Corporation
DIRECTOR, Baptist Medical Center
DIRECTOR, Conoco Inc.

JOHN E. MEROW 2, 4
RETIRED CHAIRMAN AND SENIOR PARTNER,
   Sullivan & Cromwell, Law Firm
DIRECTOR, Commonwealth Industries, Inc.
DIRECTOR, New York Presbyterian Hospital

BETSY S. MICHEL 2, 4
TRUSTEE, The Geraldine R. Dodge Foundation

WILLIAM C. MORRIS 1
CHAIRMAN
CHAIRMAN OF THE BOARD,
   J. & W. Seligman & Co. Incorporated
CHAIRMAN, Carbo Ceramics Inc.
DIRECTOR, Kerr-McGee Corporation

JAMES C. PITNEY 3, 4
RETIRED PARTNER, Pitney, Hardin, Kipp & Szuch, Law Firm

JAMES Q. RIORDAN 3, 4
DIRECTOR, KeySpan Energy Corporation
TRUSTEE, Committee for Economic Development
DIRECTOR, Public Broadcasting Service

RICHARD R. SCHMALTZ 1
MANAGING DIRECTOR, DIRECTOR OF INVESTMENTS,
   J. & W. Seligman & Co. Incorporated
TRUSTEE EMERITUS, Colby College

ROBERT L. SHAFER 3, 4
RETIRED VICE PRESIDENT, Pfizer Inc.

JAMES N. WHITSON 2, 4
DIRECTOR AND CONSULTANT, Sammons Enterprises, Inc.
DIRECTOR, C-SPAN
DIRECTOR, CommScope, Inc.

BRIAN T. ZINO 1
PRESIDENT
PRESIDENT, J. & W. Seligman & Co. Incorporated
CHAIRMAN, Seligman Data Corp.
DIRECTOR, ICI Mutual Insurance Company
MEMBER OF THE BOARD OF GOVERNORS,
   Investment Company Institute

DIRECTOR EMERITUS
FRED E. BROWN
DIRECTOR AND CONSULTANT,
   J. & W. Seligman & Co. Incorporated

- ----------
Member:    1 Executive Committee
           2 Audit Committee
           3 Director Nominating Committee
           4 Board Operations Committee


                                       21
<PAGE>


EXECUTIVE OFFICERS



WILLIAM C. MORRIS             MARION S. SCHULTHEIS               THOMAS G. ROSE
CHAIRMAN                      VICE PRESIDENT                     TREASURER

BRIAN T. ZINO                 LAWRENCE P. VOGEL                  FRANK J. NASTA
PRESIDENT                     VICE PRESIDENT                     SECRETARY



FOR MORE INFORMATION


MANAGER
J. & W. Seligman & Co. Incorporated
100 Park Avenue
New York, NY  10017

GENERAL COUNSEL
Sullivan & Cromwell

INDEPENDENT AUDITORS
Deloitte & Touche LLP

GENERAL DISTRIBUTOR
Seligman Advisors, Inc.
100 Park Avenue
New York, NY  10017

SHAREHOLDER SERVICE AGENT
Seligman Data Corp.
100 Park Avenue
New York, NY  10017

IMPORTANT TELEPHONE NUMBERS
(800) 221-2450 Shareholder Services
(800) 445-1777 Retirement Plan Services
(212) 682-7600 Outside the United States
(800) 622-4597 24-Hour Automated Telephone Access Service


                                       22
<PAGE>


GLOSSARY OF FINANCIAL TERMS


CAPITAL GAIN DISTRIBUTION -- A payment to mutual fund shareholders of profits
realized on the sale of securities in a fund's portfolio.

CAPITAL APPRECIATION/DEPRECIATION -- An increase or decrease in the market value
of a mutual fund's portfolio securities, which is reflected in the net asset
value of the fund's shares. Capital appreciation/depreciation of an individual
security is in relation to the original purchase price.

COMPOUNDING -- The change in the value of an investment as shareholders receive
earnings on their investment's earnings. For example, if $1,000 is invested at a
fixed rate of 7% a year, the initial investment is worth $1,070 after one year.
If the return is compounded, second year earnings will not be based on the
original $1,000, but on the $1,070, which includes the first year's earnings.

CONTINGENT DEFERRED SALES CHARGE (CDSC) -- Depending on the class of shares
owned, a fee charged by a mutual fund when shares are sold back to the fund. The
CDSC expires after a fixed time period.

DIVIDEND -- A payment by a mutual fund, usually derived from the fund's net
investment income (dividends and interest less expenses).

DIVIDEND YIELD -- A measurement of a fund's dividend as a percentage of the
maximum offering price or net asset value.

EXPENSE RATIO -- The cost of doing business for a mutual fund, expressed as a
percent of the fund's net assets.

INVESTMENT OBJECTIVE -- The shared investment goal of a fund and its
shareholders.

MANAGEMENT FEE -- The amount paid by a mutual fund to its investment advisor(s).

MULTIPLE CLASSES OF SHARES -- Although an individual mutual fund invests in only
one portfolio of securities, it may offer investors several purchase options
which are "classes" of shares. Multiple classes permit shareholders to choose
the fee structure that best meets their needs and goals. Generally, each class
will differ in terms of how and when sales charges and certain fees are
assessed.

NATIONAL ASSOCIATION OF SECURITIES DEALERS, INC. (NASD) -- A self-regulatory
body with authority over firms that distribute mutual funds.

NET ASSET VALUE (NAV) PER SHARE -- The market worth of one fund share, obtained
by adding a mutual fund's total assets (securities, cash, and any accrued
earnings), subtracting liabilities, and dividing the resulting net assets by the
number of shares outstanding.

OFFERING PRICE -- The price at which a mutual fund's share can be purchased. The
offering price per share is the current net asset value plus any sales charge.

PORTFOLIO TURNOVER -- A measure of the trading activity in a mutual fund's
investment portfolio that reflects how often securities are bought and sold.

PROSPECTUS -- The legal document describing a mutual fund to all prospective
shareholders. It contains information required by the Securities and Exchange
Commission (SEC), such as a fund's investment objective and policies, services,
investment restrictions, how shares are bought and sold, fund fees and other
charges, and the fund's financial highlights.

SEC YIELD -- SEC Yield refers to the net income earned by a fund during a recent
30-day period. This income is annualized and then divided by the maximum
offering price per share on the last day of the 30-day period. The SEC Yield
formula reflects semiannual compounding.

SECURITIES AND EXCHANGE COMMISSION -- The primary US federal agency that
regulates the registration and distribution of mutual fund shares.

STATEMENT OF ADDITIONAL INFORMATION -- A document that contains more detailed
information about an investment company and that supplements the prospectus. It
is available at no charge upon request.

TOTAL RETURN -- A measure of a fund's performance encompassing all elements of
return. Reflects the change in share price over a given period and assumes all
distributions are taken in additional fund shares. THE AVERAGE ANNUAL TOTAL
RETURN represents the average annual compounded rate of return for the periods
presented.

YIELD ON SECURITIES -- For bonds, the current yield is the coupon rate of
interest, divided by the purchase price. For stocks, the yield is measured by
dividing dividends paid by the market price of the stock.


- ----------
Adapted from the Investment Company Institute's 1999 MUTUAL FUND FACT BOOK.


                                       23
<PAGE>


       THIS REPORT IS INTENDED ONLY FOR THE INFORMATION OF SHAREHOLDERS OR
       THOSE WHO HAVE RECEIVED THE OFFERING PROSPECTUS COVERING SHARES OF
          CAPITAL STOCK OF SELIGMAN CAPITAL FUND, INC., WHICH CONTAINS
      INFORMATION ABOUT THE SALES CHARGES, MANAGEMENT FEE, AND OTHER COSTS.
     PLEASE READ THE PROSPECTUS CAREFULLY BEFORE INVESTING OR SENDING MONEY.


                             SELIGMAN ADVISORS, INC.
                                 AN AFFILIATE OF

                                 [SELIGMAN LOGO]

                             J. & W. SELIGMAN & CO.
                                  INCORPORATED
                                ESTABLISHED 1864
                       100 PARK AVENUE, NEW YORK, NY 10017


EQCA2 12/99                            [RECYCLE LOGO] Printed on Recycled Paper




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