LEXINGTON GOLDFUND INC
N-30D, 1997-08-25
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Dear Shareholders:
- --------------------------------------------------------------------------------

    Gold  bullion,  after  a brief  rally  in late  February,  succumbed  to the
pervading  fears of central bank selling.  The  important  $340 an ounce support
level was broken in late June  resulting in an 11.5% price decline for the first
half of 1997. In July, the  announcement  that the  Australian  Central Bank had
sold 167 tons of the metal  sent  prices  down to levels  not seen  since  1985.
However, the low prices that existed in the first quarter stimulated fabrication
demand,  mostly for jewelry in the Far East, so that physical  demand was up 17%
with every sign that this  stimulation  in demand has  remained in force so that
the gap  between  production  and  fabrication  demand  should  widen even more.
Furthermore,  despite the Australian Central Bank sale it is unlikely that total
Central Bank sales will exceed sales in 1993, a year when the price of gold rose
significantly.  A lower gold price came about because the Australian  sales were
accompanied by producer forward sales and then by massive short selling by trend
following commodity and hedge funds. As gold retreated the dealers sold short as
well in order to hedge put  positions  created  earlier  by the  producers.  The
result of all of this is an  extremely  high short  position in the gold market,
which, if covered, should produce a significant rally.

      Given  the  decline  in the  gold  price  it is not  surprising  that  the
unmanaged  Financial  Times All Gold Index was down by 23.6%.  Even this decline
masks the carnage  experienced by the more speculative  exploration  stocks, the
darlings of yesteryear, after the Bre-X debacle. These stocks are largely absent
from the unmanaged  Financial Times Index.  Strangely enough, the North American
sector of the Index was down a more modest 18.9%. The highly  leveraged  African
sector was down a full 33.2% because productivity  enhancement efforts have been
too slow to counter the effects of the lower local gold price.  Ironically,  the
well hedged members of the Australian sector were down on average by 27.2%. This
appears to be due largely to the perception of high costs resulting in part from
a strong Australia  currency in 1996 as well as to heavy rainfall in the Spring.
Major tax loss selling towards the end of the period exacerbated the sell off.

      During the first six months of 1997 Lexington Goldfund showed a decline of
19.60%* very close to the average 19.20% decline  recorded by the average of the
gold oriented funds monitored by Lipper  Analytical  Services,  Inc. Hurting the
Fund was a higher than average  weighting in the  Australian  and South  African
gold shares.  It is our feeling  that a heavier than average  weighting in these
markets not only adds  diversification  to the Fund but also that better  values
are to be found here. On the other hand, the significant  gold bullion  holding,
another source of  diversification,  added stability by declining  substantially
less than the average share price.

      As we look forward it is important not to exaggerate the impact of Central
Bank sales. The hue and cry raised within Germany when their Treasury  suggested
revaluing the country's gold bullion reserves  clearly  demonstrated the popular
attachment to gold as a secure backing for a traditionally strong currency.  The
Central  Bank  mirrored  that  view  and the  government  promptly  backed  off.
Certainly  other  Central  Banks  took  notice of this,  and even the new French
government  has retreated from some of its policies which would be inimical to a
strong European  currency.  There has even 

                                       1
<PAGE>

been  talk  that  the  European  Monetary  Union  may be  delayed.  The  largely
unanticipated  sale of gold by Australia raised fears that Central Banks outside
of Europe might join the  bandwagon  but closer  inspection  of these  potential
suspects  allays these fears.  Meanwhile,  it is important to remember that last
year 17 countries actually added to their gold reserves.  In fact, some evidence
exists that the Chinese  central  bank has been buying gold  bullion in order to
diversify its preponderantly dollar denominated  reserves.  With an increasingly
large  gap  between   production  and  fabrication   demand  together  with  the
possibility  of mine  closures at current  prices any  improvement  in sentiment
regarding  Central  Bank sales  could  well  produce a squeeze on the huge short
positions held by the Funds and the producers with the dealers then obligated to
reduce  their own  hedges.  The stage would then by set for a sharp rally in the
gold price.

                                   Sincerely,

        /s/  Robert W. Radsch                        /s/ Robert M. DeMichele
        -----------------------------                --------------------------
        Robert W. Radsch                             Robert M. DeMichele
        Portfolio Manager                            President
        August, 1997                                 August, 1997

* -25.27%,  3.77%  and  -0.82%  are the one,  five and ten year  average  annual
  standard  total  returns,  respectively,  for the period  ended June 30, 1997.
  Investment  return and principal value of an investment will fluctuate so that
  an investor's shares,  when redeemed,  may be worth more or less than at their
  original cost. Total return  represents past performance and is not predictive
  of future results.


                                       2
<PAGE>

LEXINGTON GOLDFUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30,1997 (unaudited)

         Number
           of                                                           Value
         Shares                    Security                           (Note 1)
- --------------------------------------------------------------------------------

                      GOLD BULLION: 15.7%
                      39,592 fine ounces (cost $15,262,309) ......  $13,221,718
                                                                     ---------- 
                      GOLD MINING COMMON STOCKS: 73.7%           
                      AUSTRALIA: 15.7%                           
           505,000    Acacia Resources, Ltd.2 ....................      658,273
           750,000    Centaur Mining and Exploration, Ltd.2 ......      955,159
           910,000    Climax Mining, Ltd.2 .......................      722,624
           400,000    Delta Gold NL ..............................      662,243
           407,600    Eagle Mining Corporation NL2 ...............      772,538
           457,900    Emperor Mines, Ltd.2 .......................      634,611
           260,000    Gold Fields, Ltd.2 .........................      383,712
           490,000    Great Central Mines, Ltd. ..................      925,777
           400,000    Gwalia Resources, Ltd.2 ....................      485,445
            15,000    Lihir Gold, Ltd. (ADR)2 ....................      495,938
         1,470,000    Menzies Gold NL2 ...........................      440,497
           171,200    Newcrest Mining, Ltd.2 .....................      469,279
           293,750    Niugini Mining, Ltd.2 ......................      605,168
         1,752,539    Normandy Mining, Ltd. ......................    1,956,227
           350,000    Otter Gold Mines, Ltd.2 ....................      298,908
            70,000    Otter Gold Mines, Ltd. (Options)2 ..........        9,439
           250,000    Plutonic Resources, Ltd. ...................      775,364
           191,000    Ranger Minerals NL2 ........................      579,500
           492,857    Resolute, Ltd. .............................      871,361
           146,107    Sons of Gwalia, Ltd. .......................      539,614
                                                                     ----------
                                                                     13,241,677
                                                                     ----------
                      GHANA: 3.2%
           228,771    Ashanti Goldfields Company, Ltd.2 ..........    2,674,768
            80,000    Ashanti Goldfields Company, Ltd. 
                         (Preferred shares)2 .....................        8,000
                                                                     ----------
                                                                      2,682,768
                                                                     ----------
                      NEW ZEALAND: 0.3%
           200,000    Macraes Mining Company, Ltd. ...............      277,183
                                                                     ----------


                                       3
<PAGE>

LEXINGTON GOLDFUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30,1997 (unaudited) (continued)

         Number
           of                                                           Value
         Shares                    Security                           (Note 1)
- --------------------------------------------------------------------------------

                      NORTH AMERICA: 40.9%
            50,000    Agnico-Eagle Mines, Ltd. ...................  $   481,250
            75,000    Arizona Star Resource Corporation2 .........      481,132
            54,407    Barrick Gold Corporation ...................    1,196,954
           100,344    Battle Mountain Gold Company2 ..............      574,617
           245,400    Cambior, Inc. ..............................    2,776,088
           165,000    Campbell Resources, Inc.2 ..................      101,663
           226,586    Canyon Resources Corporation2 ..............      552,303
            50,000    Colony Pacific Explorations, Ltd. 
                         (Warrants)1,2 ...........................           36
           100,000    Dayton Mining Corporation1,2 ...............      347,938
           160,000    Dayton Mining Corporation2 .................      556,700
            50,000    Dayton Mining Corporation (Warrants)1,2 ....           36
            30,000    Francisco Gold Corporation2 ................      470,803
            30,000    Franco Nevada Mining Corporation, Ltd. .....    1,505,917
            93,600    Freeport McMoran Copper & Gold "A" .........    2,737,800
           450,000    Geomaque Explorations, Ltd.2 ...............    1,043,813
            62,169    Getchell Gold Corporation2 .................    2,191,457
           100,000    Gold Reserve Corporation2 ..................      797,357
            50,000    Goldcorp, Inc. "A"2 ........................      360,623
           626,500    Golden Bear Minerals, Inc.1,2 ..............      149,863
           700,000    Golden Bear Minerals, Inc. (Warrants)1,2 ...          507
           175,000    Golden Knight Resources, Inc.2 .............      357,723
           400,000    Golden Queen Mining Company, Ltd.1,2 .......      724,870
           200,000    Golden Queen Mining Company, Ltd. 
                         (Warrants)1,2 ...........................          145
           200,000    Gran Colombia Resources, Inc.1,2 ...........       65,238
           100,000    Gran Colombia Resources, Inc.
                         (Warrants)1,2 ...........................           72
           150,000    Granges, Inc. (Warrants)1,2 ................          109
            25,000    Greenstone Resources, Ltd.2 ................      219,273
           155,000    Homestake Mining Company ...................    2,024,688
           112,000    International Pursuit Corporation1,2 .......      185,103
           125,000    International Pursuit Corporation 
                         (Warrants)1,2 ...........................           91
           200,000    Laminco Resources, Inc.2 ...................       50,741
           200,000    Meridian Gold, Inc.1,2 .....................      543,652
            50,000    Nevsun Resources, Ltd.2 ....................      150,410
            50,000    Nevsun Resources, Ltd1,2 ...................      150,410
            25,000    Nevsun Resources, Ltd. (Warrants)1,2 .......           18
            20,000    Newmont Gold Company .......................      798,750


                                       4
<PAGE>

LEXINGTON GOLDFUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30,1997 (unaudited) (continued)

         Number
           of                                                           Value
         Shares                    Security                           (Note 1)
- --------------------------------------------------------------------------------

                      NORTH AMERICA (continued):
            40,420    Newmont Mining Corporation .................  $ 1,576,380
            62,000    North American Palladium, Ltd. .............      240,250
           177,400    Pangea Goldfields, Inc.2 ...................      514,368
            50,000    Pangea Goldfields, Inc.1,2 .................      144,974
            50,000    Pioneer Group, Inc. ........................    1,153,125
            97,000    Placer Dome, Inc. ..........................    1,588,375
           150,000    Prime Resource Group, Inc. .................    1,087,305
           107,000    Rea Gold Corporation2 ......................       61,273
           120,000    Samax Gold, Inc.1,2 ........................      500,160
           500,000    Steppe Gold Resources, Ltd.1,2 .............      141,350
           250,000    Steppe Gold Resources, Ltd. (Warrants)1,2 ..          181
           125,000    Stillwater Mining Company2 .................    2,679,688
           625,000    Tombstone Explorations Company, Ltd.1,2 ....      747,526
           100,000    Triton Mining Corporation2 .................      155,847
           200,000    TVX Gold, Inc.2 ............................    1,062,500
           182,000    Venoro Gold Corporation2 ...................        9,894
           223,650    Viceroy Resource Corporation2 ..............      729,527
           500,000    Vista Gold Corporation2 ....................      449,419
                                                                    -----------
                                                                     34,440,292
                                                                    -----------
                      SOUTH AFRICA: 13.6%
            63,675    Anglo American Platinum Corporation, 
                         Ltd. (ADR) ..............................      526,465
            15,000        Anglovaal, Ltd. "N" ....................      400,173
           235,000    Beatrix Mines, Ltd. ........................    1,064,757
           304,000    Driefontein Consolidated, Ltd. .............    2,044,299
            19,680    Durban Roodepoort Deep, Ltd. (Options)2 ....       21,695
            19,680    Durban Roodepoort Deep, Ltd. 
                         (Preferred shares) ......................       86,347
         1,099,000    East Rand Gold & Uranium Company, Ltd. .....    1,538,659
           370,000    Elandsrand Gold Mining Company, Ltd. .......    1,333,799
            41,443    Evander Gold Mines, Ltd. ...................      178,179
           150,000    Free State Development &Investment, Ltd.2 ..      117,406
            59,499    JCI, Ltd. (ADR) ............................      457,829
            73,646    Rustenburg Platinum Holdings Ltd.2 .........    1,347,864
           177,000    St. Helena Gold Mines, Ltd. ................      878,065
           125,849    Western Areas Gold Mining Company, Ltd.2 ...      846,293
            25,000    WesternDeepLevels, Ltd. ....................      602,188
                                                                    -----------
                                                                     11,444,018
                                                                    -----------
                      TOTAL GOLD MINING COMMON STOCKS 
                         (Cost $75,623,965) ......................  $62,085,938
                                                                    -----------

                                       5
<PAGE>

LEXINGTON GOLDFUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30,1997 (unaudited) (continued)


         Number
           of                                                           Value
         Shares                    Security                           (Note 1)
- --------------------------------------------------------------------------------

                      CONVERTIBLE NOTES: 0.5%
        $  500,000    Trizec Hahn Corporation 3.0%, due 1/29/21 
                         (cost $500,000) .........................      401,250
                                                                                

                      SHORT-TERM INVESTMENTS: 4.7%
         4,000,000    Federal Home Loan Mortgage Corporation 5.42%,
                        due 7/14/97 (Cost $3,992,171) ............    3,992,171
                                                                    -----------

                      TOTAL INVESTMENTS: 94.6%
                        (Cost $95,378,445+)(Note 1) ..............  $79,701,077
                      Other assets in excess of liabilities: 5.4%     4,581,469
                                                                    -----------

                      TOTAL NET ASSETS: 100.0%
                        (Equivalent to $4.80 per share on
                        17,555,767 shares outstanding) ...........  $84,282,546
                                                                    ===========


 1 Restricted Securities (Note 7)
 2 Non-income producing securities.
   ADR--American Depository Receipt
 + Aggregate cost for Federal income tax purposes is $97,193,369.

    The Notes to Financial Statements are an integral part of this statement.


                                       6
<PAGE>
     

LEXINGTON GOLDFUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
June 30,1997 (unaudited)

ASSETS
Investments, at value (cost $95,378,445)
  (Note1) .................................................       $  79,701,077
Cash ......................................................           4,233,610
Receivable for investment securities sold .................             574,654
Receivable for shares sold ................................              53,461
Dividends and interest receivable .........................              81,348
                                                                  -------------
        Total Assets ......................................          84,644,150
                                                                  -------------
LIABILITIES
Due to Lexington Management
  Corporation (Note 2) ....................................              65,550
Payable for shares redeemed ...............................             116,301
Accrued expenses ..........................................             179,753
                                                                  -------------
         Total Liabilities ................................             361,604
                                                                  -------------
NET ASSETS (equivalent to $4.80 per
  share on17,555,767 shares
  outstanding) (Note 4) ...................................       $  84,282,546
                                                                  =============
NET ASSETS consist of:
Capital stock - authorized 500,000,000 shares,
$.001 par value per share .................................       $      17,556
Additional paid-in capital (Note 1) .......................         107,659,601
Undistributed net investment income (Note 1) ..............           1,995,328
Accumulated net realized loss on
  investments and foreign currency
  transactions (Note 1) ...................................          (9,711,610)
Net unrealized depreciation of
  investments and foreign currency
  transactions ............................................         (15,678,329)
                                                                  -------------
TOTAL NET ASSETS ..........................................       $  84,282,546
                                                                  =============

LEXINGTON GOLDFUND, INC.
STATEMENT OF OPERATIONS
Six months ended June 30, 1997 (unaudited)

INVESTMENT INCOME
Income
  Dividends ................................   $ 753,470
  Interest .................................     178,448
                                               ---------
 ...........................................     931,918
  Less: foreign tax expense ................      28,455
                                               ---------
    Total investment income ................                       $903,463
Expenses
  Investment advisory fee
    (Note 2) ...............................     430,736
  Transfer agent and shareholder
     servicing expense (Note 2) ............      89,295
  Printing and mailing expenses ............      55,859
  Distribution expense (Note 3) ............      46,770
  Accounting expenses (Note 2) .............      36,005
  Custodian expense ........................      28,633
  Registration fees ........................      23,462
  Professional fees ........................      19,321
  Computer processing fees .................       8,651
  Directors' fees and expenses .............       7,580
  Other expenses ...........................      32,373
                                               ---------
    Total expenses .........................                        778,685
                                                              -------------
        Net investment income ..............                        124,778

REALIZED AND UNREALIZED GAIN (LOSS)
  ON INVESTMENTS (NOTE 5)
  Net realized loss on:
       Investments .........................  (6,458,213)
      Foreign currency
        transactions .......................        (394)
                                               ---------
        Net realized loss ..................                     (6,458,607)
  Net change in unrealized
    depreciation on:
        Investments ........................ (14,914,947)
        Foreign currency
        translations of other
        assets and liabilities .............         (36)
                                               ---------
        Net change in unrealized
        depreciation .......................                    (14,914,983)
                                                              -------------
       Net realized and
         unrealized loss ...................                    (21,373,590)
                                                              -------------
DECREASE IN NET ASSETS
  RESULTING FROM OPERATIONS ................                  $ (21,248,812)
                                                              =============

   The Notes to Financial Statements are an integral part of these statements.


                                       7
<PAGE>

LEXINGTON GOLDFUND, INC.
STATEMENT OF CHANGES IN NET ASSETS

<TABLE>
<CAPTION>
                                                                                 SIX MONTHS              YEAR
                                                                                    ENDED                ENDED
                                                                                JUNE 30,1997          DECEMBER 31,
                                                                                 (UNAUDITED)              1996
                                                                                ------------          ------------
<S>                                                                             <C>                   <C>        
Net investment income (loss) ...............................................    $    124,778          $  (451,907)

Net realized gain (loss) on investments and foreign
  currency transactions ....................................................      (6,458,607)          23,503,613

Net change in unrealized appreciation (depreciation) of investments
  and foreign currency translations ........................................     (14,914,983)          (8,561,690)
                                                                                ------------        -------------

      Increase (decrease) in net assets resulting from operations ..........     (21,248,812)          14,490,016

Distributions to shareholders from net investment income ...................              --          (13,568,657)

Decrease in net assets from capital share transactions (Note 4) ............      (3,755,735)         (27,412,928)
                                                                                ------------        -------------

      Net decrease in net assets ...........................................     (25,004,547)         (26,491,569)

NET ASSETS:
  Beginning of period ......................................................     109,287,093          135,778,662
                                                                                ------------        -------------

  End of period (including undistributed net investment income
      of $1,995,328 and $1,870,550, respectively) ..........................    $ 84,282,546        $ 109,287,093
                                                                                ============        =============

</TABLE>

   The Notes to Financial Statements are an integral part of these statements.


                                       8
<PAGE>

LEXINGTON GOLDFUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996

1.  SIGNIFICANT ACCOUNTING POLICIES
Lexington Goldfund, Inc. (the "Fund") is an open-end non-diversified  management
investment  company  registered  under the  Investment  Company Act of 1940,  as
amended.  The Fund's investment  objective is to attain capital appreciation and
such hedge against loss of buying power as may be obtained through investment in
gold and equity  securities of companies  engaged in mining or  processing  gold
throughout  the world.  The  following  is a summary of  significant  accounting
policies followed by the Fund in the preparation of its financial statements:

    INVESTMENTS  Security  transactions are accounted for on a trade date basis.
Realized  gains and losses  from  investment  transactions  are  reported on the
identified  cost basis.  Securities  traded on a recognized  stock  exchange are
valued at the last sales price  reported by the exchange on which the securities
are traded.  If no sales price is  recorded,  the mean  between the last bid and
asked price is used.  Securities traded on the over-the-counter  market and gold
bullion  are valued at the mean  between the last  current bid and asked  price.
Short-term  securities  having  a  maturity  of 60 days or less  are  stated  at
amortized cost,  which  approximates  market value.  Securities for which market
quotations  are not  readily  available  and  other  assets  are  valued by Fund
management  in good faith under the  direction of the Fund's Board of Directors.
All investments  quoted in foreign  currencies are valued in U.S. dollars on the
basis  of the  foreign  currency  exchange  rates  prevailing  at the  close  of
business.  Dividend income and distributions to shareholders are recorded on the
ex-dividend  date.  Interest  income,  adjusted for amortization of premiums and
accretion of discounts, is accrued as earned.

    FOREIGN  CURRENCY  TRANSACTIONS  Foreign  currencies  (and  receivables  and
payables  denominated in foreign  currencies)  are translated  into U.S.  dollar
amounts at current  exchange rates.  Translation  gains or losses resulting from
changes in exchange  rates and realized  gains and losses on the  settlement  of
foreign currency  transactions  are reported in the statement of operations.  In
addition, the Fund may enter into forward foreign exchange contracts in order to
hedge  against  foreign  currency  risk in the  purchase  or sale of  securities
denominated in foreign currency.  The Fund may also enter into such contracts to
hedge against changes in foreign currency exchange rates on portfolio positions.
These  contracts  are marked to market  daily,  by  recognizing  the  difference
between the contract  exchange  rate and the current  market rate as  unrealized
gains or losses.  Realized  gains or losses are  recognized  when  contracts are
closed and are reported in the statement of operations.

    FEDERAL INCOME TAXES It is the Fund's policy to comply with the requirements
of the internal Revenue Code applicable to "regulated  investment companies" and
to  distribute  all of its taxable  income to its  shareholders.  Therefore,  no
provision for Federal income taxes is required.

    DISTRIBUTIONS  Dividends from net investment income and net realized capital
gains  are  normally  declared  and  paid  annually,   but  the  Fund  may  make
distributions  on  a  more  frequent  basis  to  comply  with  the  distribution
requirements of the Internal  Revenue Code. The character of income and gains to
be distributed are determined in accordance  with income tax  regulations  which
may differ from generally accepted accounting principles.  At December 31, 1996,
reclassifications  were made to the Fund's capital accounts to reflect permanent
book/tax  differences  and income and gains  available for  distributions  under
income tax regulations. Net investment income, net realized gains and net assets
were not affected by this change.

    USE OF ESTIMATES The preparation of financial  statements in conformity with
generally accepted  accounting  principles requires management to make estimates
and  assumptions  that affect the reported  amounts of assets and liabilities at
the date of the financial  statements and the reported  amounts of increases and
decreases in net assets from  operations  during the  reporting  period.  Actual
results could differ from those estimates.

2.  INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS
    WITH AFFILIATE

The Fund pays an  investment  advisory fee to Lexington  Management  Corporation
("LMC") at an annual rate of 1.00% of the Fund's  average daily net assets up to
$50 million and at an annual rate of 0.75% thereafter.  For 1997, the investment
advisor has  voluntarily  agreed to reimburse the Fund if total annual  expenses
(including management fees, but excluding interest, taxes, brokerage commission,
and extraordinary expenses) exceed 2.50% of the Fund's average daily net assets.
No reimbursement was required for the six months ended June 30, 1997.

The  Fund  reimbursed  LMC  for  certain  expenses,   including  accounting  and
shareholder servicing costs of $80,507, which are incurred by the Fund, but paid
by LMC.


                                       9
<PAGE>

LEXINGTON GOLDFUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996 (continued)

3.  DISTRIBUTION PLAN
The Fund has a distribution  Plan (the "Plan") which allows  payments to finance
activities  associated  with the  distribution  of the Fund's  shares.  The Plan
provides  that the  Fund may pay  distribution  fees on a  reimbursement  basis,
including  payments to Lexington Funds  Distributor,  Inc.  ("LFD"),  the Fund's
distributor,  in amounts  not  exceeding  0.25% per annum of the Fund's  average
daily net assets.  Total distribution  expenses for the six months June 30, 1997
were $46,770 and are set forth in the statement of operations.

4.  CAPITAL STOCK
Transactions in capital stock were as follows:

                           Six months ended
                             June 30, 1997               Year ended
                              (unaudited)             December 31, 1996
                       -------------------------- --------------------------
                          Shares       Amount        Shares        Amount
                       -------------------------- --------------------------
Shares sold .........    7,048,348   $39,389,786   16,342,313   $118,484,798
Shares issued on
  reinvestment
  of dividends ......         --            --      1,854,776     11,861,015
                         ---------    ----------    ---------   ------------
                         7,048,348    39,389,786   18,197,089    130,345,813
Shares redeemed .....   (7,796,835)  (43,145,521) (21,643,173)  (157,758,741)
                         ---------    ----------    ---------   ------------
  Net decrease ......     (748,487)  $(3,755,735)  (3,446,084)  $(27,412,928)
                         =========    ==========    =========   ============

5.  PURCHASES AND SALES OF INVESTMENT SECURITIES
The cost of purchases and proceeds  from sales of securities  for the six months
ended June 30, 1997,  excluding  short-term  securities,  were  $12,140,271  and
$19,168,955, respectively.

At June 30, 1997, the aggregate gross unrealized appreciation for all securities
in which there is an excess of value over tax cost  amounted to  $5,227,589  and
aggregate gross unrealized  depreciation for all securities in which there is an
excess of tax cost over value amounted to $20,905,918.

6.  INVESTMENT AND CONCENTRATION RISKS
The Fund makes significant investments in foreign securities and has a policy of
investing  in gold and in the  securities  of  companies  engaged  in  mining or
processing  of gold.  There are certain  risks  involved in investing in foreign
securities or concentrating  in specific  industries that are in addition to the
usual  risks  inherent  in  domestic  investments.  These  risks  include  those
resulting from potentially  adverse political and economic  developments as well
as the possible  imposition of foreign  exchange or other  foreign  governmental
restrictions or laws, all of which could affect the market and/or credit risk of
the investments.  In addition to the risks described above, risks may arise from
forward  foreign  currency  contracts as a result of the potential  inability of
counterparties  to meet the terms of their contracts.  

7. RESTRICTED SECURITIES 
The following securities were purchased under Rule 144A of the Securities Act of
1933 or issued in private  placements  and, unless  registered  under the Act or
exempted  from  registration,  may  be  sold  only  to  qualified  institutional
investors.

                                                   Average
                              Acquisition          Cost        Market   % of Net
       Security               Date       Shares    Per Share   Value    Assets
       ------                 ----       ------    --------    -----    ------
Colony Pacific
  Explorations, Ltd.
  (Warrants)                 4/28/97     50,000    $ 0.00          36     0.00%
Dayton Mining Corporation    1/15/96    100,000      4.77     347,938     0.41%
Dayton Mining Corporation                                               
  (Warrants)                 1/15/96     50,000      0.00          36     0.00%
Golden Bear Minerals, Inc.   9/10/96    626,500      1.17     149,863     0.18%
Golden Bear Minerals, Inc.                                              
  (Warrants)                 9/10/96    700,000      0.00         507     0.00%
Golden Queen Mining                                                     
  Company, Ltd.              5/02/96    400,000      1.84     724,870     0.86%
Golden Queen Mining                                                     
  Company,Ltd. (Warrants)    5/02/96    200,000      0.00         145     0.00%
Gran Columbia                                                           
  Resources, Inc.            5/29/96    200,000      2.62      65,238     0.08%
Gran Columbia Resources,                                                
  Inc. (Warrants)            5/29/96    100,000      0.00          72     0.00%
Granges, Inc. (Warrants)     4/11/96    150,000      0.00         109     0.00%
International Pursuit                                                   
  Corporation                4/24/96    112,000      3.30     185,103     0.22%
International Pursuit                                                   
  Corporation (Warrants)     4/24/96    125,000      0.00          91     0.00%
Meridian Gold, Inc.          7/25/96    200,000      1.82     543,652     0.64%
Nevsun Resources, Ltd.        9/5/96     50,000      7.29     150,410     0.18%
Nevsun Resources, Ltd.                                                  
  (Warrants)                  9/5/96     25,000      0.00          18     0.00%
Pangea Goldfields, Inc.      5/14/96     50 000      4.09     144,974     0.17%
Samax Gold, Inc.            12/06/96    120,000      3.31     500,160     0.59%
Steppe Gold Resources, Ltd.  5/21/96    500,000      1.65     141,350     0.17%
Steppe Gold Resources,                                                  
  Ltd. (Warrants)            5/21/96    250,000      0.00         181     0.00%
Tombstone Explorations                                                  
  Company, Ltd.              5/02/96    625,000      1.27     747,526     0.89%
                                                           ----------     -----
                                                           $3,702,279     4.39%
                                                           ==========     =====
                                                                      
Pursuant  to  guidelines  adopted  by  the  Fund's  Board  of  Directors,  these
unregistered  securities  have been deemed to be  illiquid.  The Fund  currently
limits  investment in illiquid  securities  to 15% of the Fund's net assets,  at
market value, at the time of purchase.


                                       10
<PAGE>

LEXINGTON GOLDFUND, INC.
FINANCIAL HIGHLIGHTS

Selected per share data for a share outstanding throughout the period:

<TABLE>
<CAPTION>
                                                                   
                                                          Six months
                                                             ended                     Year ended December 31,
                                                        June 30, 1997       -------------------------------------------------------
                                                         (unaudited)          1996            1995             1994            1993
                                                        ---------------------------------------------------------------------------
<S>                                                          <C>               <C>            <C>            <C>              <C>  
Net asset value, beginning of period .................       $5.97             $6.24          $6.37          $6.90            $3.70
                                                             -----             -----          -----          -----            -----
Income (loss) from investment operations:
  Net investment income ..............................        0.01              0.02             --           0.03             0.01
  Net realized and unrealized gain (loss)
    on investments and foreign currency
    transactions .....................................       (1.18)             0.50          (0.12)         (0.53)            3.21
                                                             -----             -----          -----          -----            -----
Total income (loss) from investment
  operations .........................................       (1.17)             0.52          (0.12)         (0.50)            3.22
                                                             -----             -----          -----          -----            -----
Less distributions:
  Distributions from net investment income ...........          --             (0.79)         (0.01)         (0.03)           (0.02)
                                                             -----             -----          -----          -----            -----
Net asset value, end of period .......................       $4.80             $5.97          $6.24          $6.37            $6.90
                                                             =====             =====          =====          =====            =====
Total return .........................................     (35.59%)*           7.84%         (1.89%)        (7.28%)          86.96%
Ratio to average net assets:
  Expenses ...........................................       1.58%*            1.60%          1.70%          1.54%            1.63%
  Net investment income (loss) .......................       0.25%*           (0.32%)         0.07%          0.50%            0.25%
Portfolio turnover rate ..............................      26.63%*           31.04%         40.41%         23.77%           28.41%
Average commissions paid on equity
  security transactions** ............................       $0.01             $0.02             --             --               --
Net assets, end of period (000's omitted) ............     $84,283          $109,287       $135,779       $159,435         $159,479
</TABLE>

*  Annualized
** In accordance  with SEC  disclosure  guidelines,  average  commissions  are
   calculated  beginning  with the year ended  December 31, 1996,  but not for
   prior periods.


                                       11
<PAGE>

Lexington
Goldfund, Inc.

Investment Adviser
- --------------------------------------------------------------------------------
LEXINGTON MANAGEMENT CORPORATION
P.O. Box 1515
Park 80 West Plaza Two
Saddle Brook, New Jersey 07663

Distributor
- --------------------------------------------------------------------------------
LEXINGTON FUNDS DISTRIBUTOR, INC.
P.O. Box 1515
Park 80 West Plaza Two
Saddle Brook, New Jersey 07663


- --------------------------------------------------------------------------------
          ALL SHAREHOLDER REQUESTS FOR SERVICES OF
          ANY KIND SHOULD BE SENT TO:

          TRANSFER AGENT
- --------------------------------------------------------------------------------

          STATE STREET BANK AND
          TRUST COMPANY
          c/o National Financial Data Services
          1004 Baltimore
          Kansas City, Missouri 64105

          OR CALL TOLL FREE:
          SERVICE AND SALES: 1-800-526-0056
          24 HOUR ACCOUNT INFORMATION:
          1-800-526-0052
- --------------------------------------------------------------------------------



- --------------------------------------------------------------------------------
(800) 526-0052
                                    "LEXLINE"
                   24 hour toll-free telephone access to your
                             Lexington Fund account
                  Price/Yield o Account Balances o Exchanges o
             Last Transactions o Total Return o Duplicate Statements
- --------------------------------------------------------------------------------

This  report  has been  prepared  for the  information  of the  shareholders  of
Lexington  Goldfund,  Inc. and is authorized for distribution to the public only
if it is accompanied or preceded by a currently effective  prospectus which sets
forth expenses and other material information.

                                    LEXINGTON


- --------------------------------------------------------------------------------
                                    LEXINGTON
                                    GOLDFUND,
                                      INC.
- --------------------------------------[ ]---------------------------------------
                                        
                       Seeks capital appreciation and such
                       hedge against loss of buying power
                           as may be obtained through
                          investment in gold and equity
                       securities of companies engaged in
                            mining or processing gold
                              throughout the world

- --------------------------------------[ ]---------------------------------------

                               SEMI-ANNUAL REPORT
                                  JUNE 30, 1997

                               The Lexington Group
                                   of No Load
                              Investment Companies
- --------------------------------------------------------------------------------




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