LEXINGTON WORLDWIDE EMERGING MARKETS FUND INC
N-30D, 1997-08-25
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DEAR SHAREHOLDERS:
- --------------------------------------------------------------------------------

     The Lexington  Worldwide Emerging Markets Fund appreciated 6.4%* during the
second  quarter and 14.2%* for the six month period  through June.  According to
Lipper  Analytical  Services,  Inc. the average  emerging  markets fund advanced
10.5% for the  quarter and 21.0% for the first half of the year.  The  unmanaged
Morgan Stanley Emerging Market Free Index** posted gains of 8.6% for the quarter
and 17.7% during the first half.

     Most  emerging  markets  have  been  strong  performers  in 1997  with  the
exception of Southeast  Asia.  Russia has been the best of the best with a first
half gain of  117.8%.  The Latin  American  region  provided  the best  regional
returns,  advancing 40.8% through June.  Brazil,  with a gain of 54.1%,  was the
strongest  performer in the Latin  region.  Thailand was the worst market with a
loss of 35.7%.  The Philippines and Malaysia each lost over 11% during the first
half.  Despite  relatively  large  positions  in  Russia  and  Greece,  the Fund
underperformed  its peers due to several  factors.  Asian  holdings in Malaysia,
Singapore,  and the  Philippines  hurt  performance  in the  second  quarter  as
concerns over the banking and property  sectors led to rising interest rates and
falling  stock  prices.  Positions in these  markets  were  greatly  reduced but
performance did suffer. Although only slightly underweight in Latin America, the
Fund's   holdings  were  too  defensive  for  the  region  which  was,  and  is,
experiencing an economic recovery.  There were positive results as well. Russian
stocks in the Fund  provided  big returns as did Greek  equities.  Greek  stocks
advanced  44% during the first half as  interest  rates  continued  to fall with
inflation.  Greek  equities had performed  poorly in 1996 and offered  excellent
value heading into 1997.

     The current  environment remains positive for emerging market equities with
Southeast Asia being the primary  exception.  Latin American  equities have been
among the star  performers in 1997. A combination of rising  economic  activity,
falling  inflation  and  interest  rates,  plus  economic  reform has  propelled
equities to sharp gains.  Brazilian  equities  rose 54.1% during the first half.
The largest  companies such as Telebras enjoyed the strongest gains as investors
bet on further  economic  reform in utilities.  Mexican stocks lagged Brazil but
still gained  30.0%.  A stronger  than expected  economic  recovery,  attractive
valuation  levels,  and falling interest rates were the main contributors to the
market.  The  outlook  for  the  region  remains  positive  although  the  sharp
outperformance  of Brazil dictates that better  opportunities  lie in Mexico and
perhaps Argentina. While Latin stocks have advanced sharply, many Asian equities
have continued to decline. Years of heavy capital inflows and currencies tied to
the U.S.  dollar have led to excesses in  property,  banks,  and the  industrial
sector.  Thailand  has the  greatest  problems  in the  region.  The Thai market
declined  35.7% during the first half of 1997. A recent  devaluation of the Thai
Baht has left the corporate  sector in a precarious  state as Thai companies had
borrowed $80 billion in foreign loans.  The cost of these loans has now risen as
a result of the devaluation. Economic pain and adjustment will take some time to
work  through the  economies  of these  countries.  The short term  outlook will
likely see continued high interest  rates and weak  currencies,  ultimately,  as
investors become even more negative.  Opportunities will increase in this region
if one takes a 2-3 year view.

     The  Lexington  Worldwide  Emerging  Markets  Fund is  overweight  in Latin
America.  Mexico,  with a 13% weighting is the largest holding. We expect strong
profit  momentum and  continued  falls in  inflation.  Brazilian  equities  have

                                       1
<PAGE>

performed exceptionally well and as a result we are taking some profits. Chilean
holdings  should  continue to benefit as that economy  slows and interest  rates
fall.  Holdings  in Asia,  outside of Hong Kong and China  remain  very low.  As
Southeast  Asia  continues to fall we have increased our focus on this region as
we expect good value to emerge.  Hong Kong stocks with a heavy  concentration of
Chinese business  continue to perform well and valuations are still  attractive.
Elsewhere,  the Fund has over 6% in Russian  equities which have risen well over
100%.  Russia is being further  integrated  into the investment  community.  The
Russian  market is  currently  being fueled by a flood of western cash and hopes
that President  Yeltsin's reformed minded government can succeed.  Volatility in
Russia is very high;  however,  the long term  outlook  does  offer  substantial
upside even from current levels. Finally, Greek equities have been reduced to 3%
of the Fund as a first half rise of 44.0% has made Greek stocks less attractive.

                                            Sincerely,


            /s/Richard T. Saler                           /s/Robert M. DeMichele
            --------------------                          ----------------------
            Richard T. Saler                              Robert M. DeMichele
            Portfolio Manager                             President
            August, 1997                                  August, 1997






  *8.16%, 9.98% and 7.16% are the one, five and ten year average annual standard
   total  returns,  respectively,  for the period ended June 30, 1997.  Prior to
   June 1991, the Fund operated under a different name and investment objective.
   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.

 **All country and regional  returns are from the  corresponding  Morgan Stanley
   Capital International  Indicies.  Returns are dollar based with net dividends
   reinvested.

                                       2
<PAGE>
LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30, 1997 (unaudited)

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

                  COMMON STOCKS: 98.4%
                  ARGENTINA: 5.2%
     110,800      Banco Frances del Rio de la Plata S.A.2 .......   $ 3,601,000
     687,310      Perez Companc S.A. ............................     5,519,764
     112,600      Telefonica de Argentina S. A. (ADR) ...........     3,898,775
                                                                    -----------
                                                                     13,019,539
                                                                    -----------

                  BRAZIL: 12.2%
     284,700      Aracruz Celulose S.A. (ADR) ...................     5,800,763
   6,340,000      Banco Itau S.A. (Preferred shares) ............     3,621,854
  46,610,000      CESP--Companhia Energetica de Sao Paulo 
                    (Preferred shares)2 .........................     3,117,297
   6,790,000      Cia Tecidos Norte De Mina (Preferred shares) ..     2,649,023
   3,690,000      Companhia Cervejaria Brahma (Preferred shares)      2,827,788
   6,270,000      Light--Servicos de Electricidade S.A. .........     3,028,569
   9,693,000      Petroleo Brasileiro S.A. (Preferred shares) ...     2,656,115
     298,500      Riograndense Telecom (Preferred shares)2 ......       451,958
      10,631      Riograndense Telecom (Rights)2 ................         2,434
  21,110,000      Telecomunicacoes Brasileiras S.A. .............     3,206,067
  10,480,000      Telecomunicacoes de Sa Paulo S.A. .............     3,407,187
                                                                     -----------
                                                                     30,769,055
                                                                     -----------

                  CHILE: 7.6%
     581,200      Antofagasta Holdings Plc ......................     4,435,030
     268,400      Banco Santander (ADR) .........................     3,958,900
     151,700      Empresa Nacional Electricidad S.A. (ADR) ......     3,422,731
     129,200      Enersis S.A. ..................................     4,594,675
     173,800      Maderas y Sinteticos Sociedad  Anonima S.A. (ADR)   2,889,425
                                                                     ----------
                                                                     19,300,761
                                                                     ----------
                  COLOMBIA: 1.0%
     95,600       Banco Ganadero S.A. (ADR) .....................     2,497,550
                                                                     ----------


                  CZECH REPUBLIC: 1.0%
     24,780       SPT Telekon AS2 ...............................     2,600,207
                                                                     ----------


                                       3
<PAGE>



LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30, 1997 (unaudited) (continued)

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

                  GREECE: 2.9%
     160,100      Delta Dairy S.A. (Preferred shares) ............  $ 1,394,101
     113,000      Hellenic Tellecommunication Organization S.A. ..    2,655,481
      12,126      Hellenic Tellecommunication Organization S.A. 
                    (Rights)2 ....................................       19,881
     277,200      Michaniki S.A. .................................    2,100,688
      23,400      Titan Cement Company ...........................    1,155,208
                                                                    -----------
                                                                      7,325,359
                                                                    -----------


                  HONG KONG: 7.2%
   4,492,800      Founder Hong Kong, Ltd. ........................    3,044,578
   5,432,000      Glorious Sun Enterprises .......................    2,576,723
   3,396,000      JCG Holdings, Ltd. .............................    2,739,671
     900,000      Jiangsu Expressway Company, Ltd.1,2 ............      319,467
   4,120,000      Moulin International Holding, ..................    3,004,667
      52,900      Nu Skin Asia Pacific, Inc.2 ....................    1,401,850
   5,150,000      Qingling Motors Company ........................    2,658,997
  10,385,000      Tingyi (Cayman Islands) Holding Company ........    2,587,108
                                                                     ----------
                                                                     18,333,061
                                                                     ----------

                  HUNGARY: 1.0%
     62,500       Zalakeramia Rt. ................................    2,421,121
                                                                     ----------

                  INDIA: 6.9%
    175,400       Hindalco Industries, Ltd. ......................    4,791,649
    452,200       Hindustan Petroleum Corporation, Ltd.2 .........    5,734,598
    342,400       Videsh Sanchar Nigam, Ltd.1,2 ..................    7,104,800
                                                                     ----------
                                                                     17,631,047
                                                                     ----------


                  INDONESIA: 5.3%
  1,745,000       PT Fiskar Agung Perkasa2 .......................    2,816,831
  2,412,000       PT Ramayana Lestari Sentosa2 ...................    6,943,861
  2,375,000       PT Tambang Timah ...............................    3,687,281
                                                                     ----------
                                                                     13,447,973
                                                                     ----------

                  ISRAEL: 1.4%
     54,300       Teva Pharmaceutical Industries, Ltd. (ADR) .....    3,519,319
                                                                     ----------


                                       4
<PAGE>



LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30, 1997 (unaudited) (continued)

     Number of                                                        Value
      Shares            Security                                     (Note 1)
- -------------------------------------------------------------------------------
              MALAYSIA: 3.8%
   445,200    Hong Leong Credit Bhd ..............................    $1,658,032
    37,100    Hong Leong Credit Bhd (Rights)2 ....................        36,747
 1,628,000    Magnum Corporation Bhd .............................     2,451,026
   300,000    Sungei Way Holdings Bhd ............................       565,768
 1,451,000    Tanjong Plc2 .......................................     5,001,458
                                                                      ----------
                                                                       9,713,031
                                                                      ----------

              MEXICO: 10.7%
   686,300    Cemex S.A. de C.V. "B"2 ............................     3,338,960
 1,805,000    Cifra S.A. de C.V ..................................     2,881,822
   142,600    Grupo Casa Autrey, S.A. de C.V. (ADR) ..............     2,896,563
 1,890,400    Grupo Financiero Banamex2 ..........................     4,848,084
   111,000    Grupo Imsa S.A. de C.V .............................     2,997,000
 2,908,900    Grupo Industrial Maseco S.A. de C.V ................     3,174,204
    71,500    Grupo Televisa S.A. (ADR)2 .........................     2,171,813
    64,500    Telefonos de Mexico S.A ............................     3,079,875
   168,900    Vitro Sociedad Anonima (ADR) .......................     1,900,125
                                                                      ----------
                                                                      27,288,446
                                                                      ----------

              PAKISTAN: 0.6%
   313,700    Pakistan Investment Fund2 ..........................     1,646,925
                                                                      ----------


              PERU: 1.0%
    99,700    Telefonica del Peru S.A. (ADR) .....................     2,610,894
                                                                      ----------


              PHILIPPINES: 4.2%
 7,819,000    C & P Homes, Inc. ..................................     2,934,792
 7,851,000    Fortune Cement Corporation .........................     1,905,004
 2,834,425    International Container Terminal Service, Inc.2 ....     1,450,740
   535,270    Manila Electric Company "B" ........................     2,638,196
 4,867,000    Universal Robina Corporation .......................     1,771,428
                                                                      ----------
                                                                      10,700,160
                                                                      ----------


                                       5
<PAGE>



LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30, 1997 (unaudited) (continued)

     Number of                                                        Value
      Shares            Security                                     (Note 1)
- -------------------------------------------------------------------------------
               POLAND: 3.4%
    89,164     Debica S.A .......................................     $1,831,442
   385,480     Elektrim Towarzystwo Handlowe S.A ................      3,354,809
   359,100     Polifarb Cieszyn Wroclaw S.A.2 ...................      1,824,869
   170,200     Stomil Olsztyn S.A.2 .............................      1,631,436
                                                                      ----------
                                                                       8,642,556
                                                                      ----------

               PORTUGAL: 1.1%
    72,100     Portugal Telecom S.A .............................      2,912,054
                                                                      ----------

               RUSSIA: 6.8%
   262,100     LUKoil Holdings of Russia2 .......................      5,145,023
 1,292,800     Rostelekom2 ......................................      5,016,064
19,869,000     Unified Energy System2 ...........................      7,152,840
                                                                      ----------
                                                                      17,313,927
                                                                      ----------

               SINGAPORE: 3.3%
   821,000     Jardine Strategic Holdings, Ltd. .................      3,103,380
    41,050     Jardine Strategic Holdings, Ltd. (Warrants)2 .....          1,847
 1,623,600     Want Want Holdings2 ..............................      5,390,352
                                                                      ----------
                                                                       8,495,579
                                                                      ----------

               SOUTH AFRICA: 1.4%
   128,700     Liberty Life Association of Africa, Ltd. .........      3,490,997
                                                                      ----------

               SOUTH KOREA: 1.1%
    30,700     Samsung Electronics Company.......................      2,437,329
       448     Samsung Electronics Company (Rights)2 ............         12,108
     4,920     Suheung Capsule2 .................................        318,027
                                                                      ----------
                                                                       2,767,464
                                                                      ----------

               TAIWAN: 3.0%
   306,125     Taiwan Fund, Inc. ................................      7,729,656
                                                                      ----------

               THAILAND: 1.2%
   268,000     BEC World Public Company .........................      2,296,699
   310,000     Matichon Public Company, Ltd. ....................        718,008
                                                                      ----------
                                                                       3,014,707
                                                                      ----------

                                       6
<PAGE>


LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30, 1997 (unaudited) (continued)

     Number of
     Shares or                                                        Value
 Principal Amount                    Security                       (Note 1)
- --------------------------------------------------------------------------------

               TURKEY: 3.4%
  32,376,871   Akbank T.A.S .....................................   $  2,784,411
  23,196,000   Arcelik A.S ......................................      3,131,460
   5,533,000   Eregli Demir Ve Celik Fabrikalari T.A.S ..........        924,011
   1,969,000   Petkim Petrokimya Holding ........................        677,336
   6,519,442   Petrol Ofisi A.S .................................      1,232,175
                                                                    ------------
                                                                       8,749,393
                                                                    ------------
               VENEZUELA: 1.7% 
     102,300   Compania Anonima Nacional
                  Telefonos de Venezuela (ADR)2 .................      4,411,688
                                                                    ------------

               TOTAL COMMON STOCKS (cost $224,156,096) ..........    250,352,469
                                                                    ------------


               SHORT-TERM INVESTMENTS: 0.3%
  $ 900,000  U.S. Treasury Bills 5.16%, Due 12/11/97
                (cost $878,888) .................................        878,922
                                                                     -----------

               TOTAL INVESTMENTS: 98.7% 
                 (cost $225,034,984+) (Note 1) ..................    251,231,391
               Other assets in excess of liabilities: 1.3% ......      3,366,391
                                                                     -----------

               TOTAL NET ASSETS: 100.0% (equivalent to $13.12
                 per share on 19,409,472 shares outstanding) ....   $254,597,782
                                                                    ============


1Restricted Securities (Note 6).
2Non-income producing securities.
ADR--American Depository Receipt.
+Aggregate cost for Federal income tax purposes is $225,036,258.
                        --------------------------------
At June  30,  1997,  the  composition  of the  Fund's  net  assets  by  industry
concentration was as follows:

Banking ....................................................     9.4%
Capital Equipment ..........................................     1.2
Construction and Housing ...................................     2.0
Consumer (Durables) ........................................     4.8
Consumer (Non-Durables) ....................................     7.8
Electrical and Electronics .................................     1.0
Energy Sources .............................................     8.7
Financial Services .........................................     3.1
Health & Personal Care .....................................     3.2
Materials ..................................................    14.8
Merchandising ..............................................     4.9
Multi-Industry .............................................     8.8
Services ...................................................     5.1
Telecommunications .........................................    15.2
Trade ......................................................     1.3
Transportation .............................................     0.1
U.S. Government Obligations ................................     0.3
Utilities ..................................................     7.0
Other Assets ...............................................     1.3
                                                               -----
Total Net Assets ...........................................   100.0%
                                                               =====

                                       7
<PAGE>

LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
June 30, 1997 (unaudited)

ASSETS
Investments at value (cost $225,034,984) (Note 1) ..............   $251,231,391
Cash ...........................................................        242,280
Receivable for investment securities sold ......................      5,307,112
Receivable for shares sold .....................................        645,259
Dividends and interest receivable ..............................        689,445
Foreign taxes recoverable ......................................         24,038
                                                                   ------------
     Total Assets ..............................................    258,139,525
                                                                   ------------
LIABILITIES
Due to Lexington Management Corporation (Note 2) ...............        223,255
Payable for shares redeemed ....................................      2,858,055
Accrued expenses ................................. .............        460,433
                                                                   ------------
     Total Liabilities .........................................      3,541,743
                                                                   ------------

NET ASSETS (equivalent to $13.12 per share
  on 19,409,472 shares outstanding) (Note 3) ...................   $254,597,782
                                                                   ============

NET ASSETS consist of:
Capital stock--authorized 100,000,000 shares,
    $1.00 par value per share ..................................   $ 19,409,472
Additional paid-in capital (Note 1) ............................    217,682,431
Undistributed net investment income (Note 1) ...................        903,673
Accumulated net realized loss on investments
and foreign currency transactions (Note 1) .....................     (9,604,890)
Net unrealized appreciation of investments
and foreign currency transactions ..............................     26,207,096
                                                                   ------------
                                                                   $254,597,782
                                                                   ============



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

                                       8
<PAGE>

LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
STATEMENT OF OPERATIONS
Six months ended June 30, 1997 (unaudited)

<TABLE>
<CAPTION>

INVESTMENT INCOME

<S>                                                           <C>                  <C>
Dividends .................................................   $  3,181,900
Interest ..................................................        537,634
                                                              ------------
                                                                 3,719,534
Less: Foreign tax expense .................................        306,175
                                                              ------------
      Total investment income .............................                        $  3,413,359

Expenses
      Investment advisory fee (Note 2) ....................      1,378,197
      Transfer agent and shareholder
           services expense (Note 2) ......................        419,749
      Custodian fees ......................................        332,256
      Accounting expenses (Note 2) ........................        112,053
      Printing and mailing expenses .......................         83,058
      Registration fees ...................................         29,684
      Professional fees ...................................         27,459
      Computer processing fees ............................          8,516
      Directors' fees and expenses ........................          7,774
      Other expenses ......................................         54,198
                                                              ------------
           Total expenses .................................                           2,452,944
                                                                                   ------------
                Net investment income .....................                             960,415

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTE 4)
      Net realized gain (loss) on:
           Investments ....................................     17,868,337
           Foreign currency transactions ..................       (147,761)
                                                              ------------

Net realized gain .........................................                          17,720,576
Net change in unrealized appreciation (depreciation) on:
           Investments ....................................     16,625,432
           Foreign currency translation of
               other assets and liabilities ...............         14,833
                                                              ------------
                Net change in unrealized appreciation .....                           16,640,265
                                                                                    ------------
                Net realized and unrealized gain ..........                           34,360,841
                                                                                    ------------

INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ..........                         $ 35,321,256
                                                                                    ============
</TABLE>



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

                                       9

<PAGE>

LEXINGTON WORLDWIDE EMERGING MARKET FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
<TABLE>
<CAPTION>

                                                                                  Six months
                                                                                     ended            Year ended
                                                                                 June 30, 1997       December 31,
                                                                                  (unaudited)            1996
                                                                                  -----------         -----------

<S>                                                                               <C>                <C>         
Net investment income (loss) .............................................          $  960,415          $ (18,395)
Net realized gain on investments and
  foreign currency transactions ..........................................          17,720,576          7,337,532
Net change in unrealized appreciation on
     investments and foreign currency transactions .......................          16,640,265         12,557,378
                                                                                   -----------        -----------

       Increase in net assets resulting from operations ..................          35,321,256         19,876,515
Decrease in net assets from capital share transactions (Note 3) ..........         (35,396,280)       (30,748,162)
                                                                                   -----------        -----------

               Net decrease in net assets ................................             (75,024)       (10,871,647)
NET ASSETS
Beginning of period ......................................................         254,672,806        265,544,453
                                                                                   -----------        -----------
End of period (including undistributed net investment income of
     $903,673 and distributions in excess of net investment
     income of $56,742, respectively) ....................................        $254,597,782       $254,672,806
                                                                                  ============       ============
</TABLE>



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

                                       10
<PAGE>

LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996

1.  SIGNIFICANT ACCOUNTING POLICIES

Lexington  Worldwide  Emerging  Markets  Fund,  Inc. (the "Fund") is an open-end
diversified  management  investment  company  registered  under  the  Investment
Company Act of 1940,  as amended.  The Fund's  investment  objective  is to seek
long-term growth of capital  primarily  through  investment in equity securities
domiciled in, or doing business in, emerging countries and emerging markets. 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  prices is used.  Securities  traded on the  over-the-counter  market  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.  


                                       11
<PAGE>

LEXINGTON  WORLDWIDE  EMERGING  MARKETS FUND, INC.
NOTES TO FINANCIAL  STATEMENTS  June 30, 1997  (unaudited)
and December 31, 1996 (continued)

     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. For 1997, LMC has agreeed to voluntarily limit the total expenses of the
fund  (including  management  fees,  but excluding  interest,  taxes,  brokerage
commission and extraordinary  expenses) to an annual rate of 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 $238,965 which are incurred by the Fund, but paid
by LMC. 

3. CAPITAL STOCK

Transactions in capital stock were as follows:
<TABLE>
<CAPTION>

                                               Six months ended
                                                 June 30, 1997                    Year ended
                                                  (unaudited)                  December 31, 1996
                                           -------------------------       -------------------------
                                            Shares          Amount          Shares         Amount
                                         ------------     ----------       ---------    ------------
<S>                                       <C>            <C>              <C>           <C>          
Shares sold ........................        8,666,819    $108,327,707      22,719,087   $266,562,359
Shares redeemed ....................      (11,418,582)   (143,723,987)    (25,383,903)  (297,310,521)
                                            ---------     -----------       ---------    -----------
  Net decrease .....................       (2,751,763)   $(35,396,280)    (2,664,816)   $(30,748,162)
                                            =========     ===========       =========    ===========
</TABLE>
                      

4.  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  $176,564,761 and
$215,195,135, respectively.

     At June 30, 1997 aggregate gross unrealized appreciation for all securities
and foreign  currency  holdings  (including  foreign  currency  receivables  and
payables)  in  which  there is an  excess  of value  over tax cost  amounted  to
$39,421,716 and aggregate gross  unrealized  depreciation  for all securities in
which there is an excess of tax cost over value amounted to $13,214,620.

                                       12
<PAGE>


LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996 (continued)

5.  INVESTMENT AND CONCENTRATION RISKS

The Fund's  investments  in foreign  securities may involve risks not present in
domestic  investments.  Since foreign securities may be denominated in a foreign
currency  and  involve  settlement  and pay  interest  or  dividends  in foreign
currencies,  changes in the relationship of these foreign currencies to the U.S.
dollar can significantly affect the value of the investments and earnings of the
Fund.  Foreign  investments  may also  subject  the Fund to  foreign  government
exchange  restrictions,  expropriation,  taxation or other political,  social or
economic  developments,  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.

 6. RESTRICTED SECURITIES

The following securities were purchased under Rule 144A of the Securities Act of
1933 and, unless registered under the Act or exempted from registration,  may be
sold only to qualified institutional investors.
<TABLE>
<CAPTION>


                                          Acquisition                   Average Cost       Market        % of Net
Security                                     Date          Shares         Per Share         Value         Assets
- -------                                    ---------      --------       ----------        ------         -------
<S>                                         <C>            <C>             <C>           <C>                <C>  
Jiangsu Expressway
  Company, Ltd. ......................      6/24/97        900,000         $ 0.41        $  319,467         0.13%
VideshSanchar Nigam, Ltd. ............      3/24/97        342,400         $17.09         7,104,800         2.79%
                                                                                          ---------         -----
                                                                                         $7,424,267         2.92%
                                                                                          =========         =====
</TABLE>



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.


                                       13
<PAGE>


LEXINGTON WORLDWIDE EMERGING MARKETS FUND, INC.
FINANCIAL HIGHLIGHTS

Selected per share data for a share outstanding throughout the period:
<TABLE>
<CAPTION>


                                                          Six months
                                                            ended
                                                         June 30, 1997           Year ended December 31,
                                                                         ------------------------------------------
                                                          (unaudited)   1996          1995         1994        1993
                                                          ----------    ----          -----        -----     -----
                                                   
<S>                                                         <C>         <C>           <C>          <C>       <C>     
Net asset value, beginning of period ..................     $11.49      $10.70        $11.47       $13.96    $ 8.66
                                                            ------      ------        ------       ------    ------
Income (loss) from investment operations:
  Net investment income (loss) ........................       0.05         --          0.08        (0.01)      0.05

  Net realized and unrealized gain
    (loss) on investments and foreign currency
    transactions ......................................       1.58        0.79         (0.76)       (1.92)     5.43
                                                            ------      ------        ------       ------    ------
Total income (loss) from investment operations ........       1.63        0.79         (0.68)       (1.93)     5.48
                                                            ------      ------        ------       ------    ------
Less distributions:                                       
  Dividends from net investment income ................        --          --          (0.08)         --      (0.01)
  Distributions in excess of net investment income        
    (temporary book-tax difference) ...................        --          --          (0.01)         --         --  
  Distributions from net realized gains ...............        --          --            --         (0.47)    (0.17)
  Distributions in excess of net realized gains           
    (temporary book-tax difference) ...................        --          --            --         (0.09)       --  
                                                            ------      ------        ------       ------    ------
Total distributions ...................................        --          --          (0.09)       (0.56)    (0.18)
                                                            ------      ------        ------       ------    ------
                                                          
Net asset value, end of period ........................     $13.12      $11.49        $10.70       $11.47    $13.96
                                                          
                                                            ======      ======        ======       ======    ======
Total return ..........................................     30.67%*       7.38%       (5.93%)     (13.81%)   63.37%
                                                          
Ratio to average net assets:                              
  Expenses ............................................      1.78%*       1.76%         1.88%        1.65%     1.64%
  Net investment income (loss) ........................      0.70%*      (0.01%)         .70%       (0.06%)    0.21%
Portfolio turnover rate ...............................    139.44%*      86.26%        92.85%       79.56%    38.35%
Average commission paid on equity                         
   security transactions** ............................        --           --            --           --        --  
Net assets at end of period                               
   (000's omitted) ....................................  $254,598     $254,673      $265,544      $288,581  $230,473
                                                      
</TABLE>

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

 * Annualized

** The  average  commission  paid on equity  security  transactions  for the six
   months ended June 30, 1997 and the year ended  December 31, 1996 is less than
   $0.005 per share of securities  purchased  and sold.  In accordance  with SEC
   disclosure guidelines,  average commissions are calculated beginning with the
   year ended December 31, 1996, but not for prior periods.

                                       14


<PAGE>


LEXINGTON INVESTOR SERVICES
- --------------------------------------------------------------------------------

AS A LEXINGTON  SHAREHOLDER,  YOU SHOULD BE AWARE OF THE MANY SERVICES AVAILABLE
TO YOU.

NO  LOAD--The  Lexington  Funds  are no load  funds.  That is,  investments  and
redemptions are made without any sales charges, commissions or redemption fees.
                                ----------------

FREE TELEPHONE EXCHANGE--Investments in the Lexington Funds may be exchanged for
shares of a different Lexington Fund at any time.
                                ----------------

CHECK  WRITING   PRIVILEGES--Lexington  Money  Market  Trust  permits  investors
immediate  access to their funds with check writing for  withdrawals  from their
account.
                                ----------------

TAX SHELTERED PLANS--IRA, Keogh, Pension, and Profit Sharing Prototype Plans are
available to qualified  individuals.  These plans offer  investment  flexibility
through the Share Exchange Service,  simplified record keeping,  convenience and
investment supervision.
                                ----------------

CUSTODIAL ACCOUNTS FOR MINORS--Investments may be made on behalf of minors under
the Uniform Gifts to Minors Act currently in effect in all states.

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

SYSTEMATIC WITHDRAWAL PLAN--An investor may elect to receive a fixed amount from
his or her account each month or quarter, subject to certain minimums.
                                ----------------

COMPLETE  RECORD  KEEPING--A  statement  is provided  for every  transaction  in
addition to a year-end statement with tax information.


THE LEXINGTON GROUP OF
NO LOAD INVESTMENT COMPANIES


LEXINGTON  WORLDWIDE  EMERGING  MARKETS FUND,  INC.--Seeks  long-term  growth of
capital primarily through investment in equity securities of companies domiciled
in, or doing business in, emerging countries and emerging markets.

LEXINGTON GLOBAL FUND, INC.--Seeks long-term growth of capital primarily through
investment in common stocks of companies  domiciled in foreign countries and the
United States.

LEXINGTON  INTERNATIONAL FUND,  INC.--Seeks  long-term growth of capital through
investment in companies domiciled in foreign countries.


LEXINGTON TROIKA DIALOG RUSSIA FUND,  INC.--Seeks long-term capital appreciation
through investments primarily in the equity securities of Russian companies.

LEXINGTON  CROSBY SMALL CAP ASIA GROWTH FUND,  INC.  --Seeks  long-term  capital
appreciation through investment in companies domiciled in the Asia Region with a
market capitalization of less than $1 billion.

LEXINGTON  RAMIREZ  GLOBAL  INCOME  FUND--Seeks  high  current  income.  Capital
appreciation  is a secondary  objective.  The Fund invests in a  combination  of
foreign and domestic high-yield, lower rated debt securities.

LEXINGTON GOLDFUND,  INC.--Seeks capital appreciation through investment in gold
bullion and shares of gold mining companies.

LEXINGTON  GROWTH AND INCOME FUND,  INC.--Seeks  capital  appreciation  over the
long-term  through  investments  in the stocks of large,  ably  managed and well
financed companies.

LEXINGTON  CORPORATE  LEADERS TRUST  FUND--Seeks  capital  growth and reasonable
income through investment in an equal number of shares of an established list of
American blue chip corporations.

LEXINGTON  SMALLCAP  VALUE  FUND,  INC.--Seeks  long-term  capital  appreciation
through investment in common stocks of companies  domiciled in the United States
with a market capitalization of less than $1 billion.

LEXINGTON CONVERTIBLE  SECURITIES  FUND--Seeks total return by providing capital
appreciation,  current income and conservation of capital through investments in
a diversified portfolio of securities convertible into shares of common stock.

LEXINGTON  GNMA  INCOME  FUND,  INC.--Seeks  to  achieve a high level of current
income,  consistent with liquidity and safety of principal,  through  investment
primarily  in   mortgage-backed   GNMA  ("Ginnie  Mae")  certificates  that  are
guaranteed  as to the timely  payment of  principal  and  interest by the United
States Government.

LEXINGTON  MONEY MARKET  TRUST--Seeks a high level of current income  consistent
with  preservation  of capital and  liquidity  through  investments  in interest
bearing short-term money market instruments.


For more complete  information about any of the Lexington Funds and a prospectus
which  includes  management fee and expenses call the  distributor  toll-free at
1-800-526-0057. Read the prospectus carefully before you invest or send money.


<PAGE>


LEXINGTON
WORLDWIDE EMERGING MARKETS FUND,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   Worldwide   Emerging  Markets  Fund,  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
                                    WORLDWIDE
                                    EMERGING
                                     MARKETS
                                    FUND, INC.

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

                        Seeks long-term growth of capital
                         primarily through investment in
                              equity securities of
                        companies domiciled in, or doing
                         business in, emerging countries
                              and emerging markets.

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

                               SEMI-ANNUAL REPORT
                                  JUNE 30, 1997
                               The Lexington Group
                                   of NO LOAD
                              Investment Companies

================================================================================




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