CONVERTIBLE HOLDINGS INC
N-30D, 1994-03-01
INVESTORS, NEC
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Convertible Holdings, Inc.

FUND LOGO

Annual Report
December 31, 1993

Convertible Holdings, Inc.

Officers and Directors
Arthur Zeikel--President and Director
Terry K. Glenn--Executive Vice President
    and Director
Kenneth S. Axelson--Director
Herbert I. London--Director
Joseph L. May--Director
Andre F. Perold--Director
N. John Hewitt--Senior Vice President
Vincent T. Lathbury III--Vice President and
    Portfolio Manager
Donald C. Burke--Vice President
Barton A. Vogel--Vice President
Gerald M. Richard--Treasurer
Mark B. Goldfus--Secretary

Custodian

National Westminster Bank NJ
10 Exchange Place
Jersey City, New Jersey 07302

Transfer Agent

State Street Bank and Trust Company
225 Franklin Street
Boston, Massachusetts 02110
(617) 328-5000

This report, including the financial information herein, is transmitted
to the shareholders of Convertible Holdings, Inc. for their information.
It is not a prospectus, circular or representation intended for use in
the purchase of shares of the Company or any securities mentioned in the
report. Past performance results shown in this report should not be con-
sidered a representation of future performance.

<PAGE>
Convertible Holdings, Inc.
Box 9011
Princeton, NJ  08543-9011

Dear Shareholders:

For the six-month period ended December 31, 1993, Convertible Holdings, Inc. 
Capital Shares had a total investment return of +6.41%, based on a change 
in per share net asset value from $13.78 to $13.21, and assuming reinvestment
of $1.168 per share short-term capital gains. During the same period, total
investment return on Income Shares was +6.77%, based on a change in per share 
net asset value from $9.56 to $9.30, and assuming reinvestment of $0.886 per 
share income dividends.

For the year ended December 31, 1993, per share net asset value for 
Convertible Holdings, Inc. Capital Shares increased from $12.87 to $13.21. 
Total investment return was +13.93%, assuming reinvestment of $1.168 per 
share short-term capital gains. During the same period, total return for 
Income Shares was +13.50%, based on an unchanged per share net asset value 
of $9.30, and assuming reinvestment of $1.206 per share income dividends.

The Environment
The investment environment in 1993 was very favorable. In the first quarter 
of the year, there was a brief run of bad inflation numbers as measured by 
the consumer price index. But as the year progressed, it became apparent 
that the economy was growing slowly, inflation was subdued, and interest 
rates were heading downward. This presented the best of all worlds for 
financial assets.

Although sales growth remains below average compared to recoveries from 
previous recessions, corporate profits have improved primarily as a result 
of downsizing and restructuring.

Diminished concern over credit quality (the result of an improving economy) 
has caused low-quality stocks to significantly outperform high-quality 
stocks. Small stocks appreciated faster than large-capitalization stocks 
almost across the board as big companies saw their pricing power disappear, 
causing them to become wholly dependent on unit volume gains for earnings 
growth. For 1993 the Dow Jones Industrial Average and the NASDAQ Composite 
Index increased 13.7% and 14.8%, respectively, while the Standard & Poor's 
500 Index showed a more modest gain of 7.1%.

Despite the generally strong performance of most stocks, groups with severe 
competition and no pricing power, such as pharmaceuticals, biotechnology, 
tobacco, and pollution control, had significant declines for the year. The 
strongest-performing sectors were communications, lodging, heavy machinery, 
auto manufacturers, precious metals, entertainment, casinos, coal, and semi-
conductors. In addition, healthcare providers, such as hospitals and nursing 
homes, also performed well.
<PAGE>
In addition to the favorable interest rate environment characterizing most 
of the year and the strong performance of underlying stocks, the convertible 
market has been helped by a significant supply/demand imbalance, as a 
growing number of untraditional convertible buyers have increasingly turned 
to the convertible market. Within the convertible universe, convertible
preferreds were very strong performers, 144 A convertible issues (which 
can only be purchased by qualified institutional buyers) substantially 
outperformed publicly registered securities, and speculative-grade 
convertibles outperformed investment-grade convertible securities by 
a wide margin.

In response to the steep yield curve and the relative lack of supply in 
the last two years, convertible premiums expanded even as stocks moved 
higher. The flip side of excellent performance, however, is an expensive 
secondary market. Late in 1993, the average convertible security was 
trading at a current yield of 5.51% with a 30.94% premium and a break-
even of 5.5 years, while call protection was only 2.4 years. (See 
glossary on page 15 of this report to shareholders.)

Investment Activities
We remain concerned about a market that is liquidity driven with investors 
scrambling to find alternatives to low-yielding investments. Investors are 
overlooking earning revisions that are continually revised downward in an 
economy that is growing very slowly. In this environment, we have taken 
profits in convertible securities that have reached our price targets. We 
have redeployed cash reserves by engaging in short sales of common stocks 
of issuers whose convertible bonds we own and have made new purchases, 
particularly in the new-issue market.

In the December quarter, we purchased several new issues. We purchased 
Allied Waste, a non-hazardous solid waste management company; Cross Timbers 
Oil, whose strategy is to actively acquire, exploit and develop oil-producing 
and gas properties; and Genesis Health Ventures, a provider of a broad 
range of basic and specialty healthcare services to meet the medical and 
physical needs of the elderly. We also purchased shares of Intelcom, whose 
goal is to be the leading provider of competitive access in smaller cities, 
and Kumagai Gumi, a general contractor, property developer and investor in 
Hong Kong and the People's Republic of China. We also added positions in 
Media Vision, a multimedia computing products company that integrates 
audio, text, graphics, and animation on still or full motion video with
digital technology to make computers more informative, interactive and 
entertaining, and Network Imaging, whose document imaging systems enable 
users to access documents which have been scanned and digitally stored on 
an optical storage disc storage system within seconds rather than days or 
weeks as may be required with large paper storage or microfiche systems. 
Finally, we purchased shares of Olympic Financial, Ltd., an independent
alternate source of retail financing to automobile dealers; Philips 
Environmental, a fully integrated waste management company whose growth 
plan involves strategic acquisitions; Property Trust of America, whose 
objective is to be the preeminent real estate operating company focusing 
on multifamily properties in its southwestern target market; and U.S. 
Home Corp., one of the largest single-family homebuilders in the United 
States. Other new purchases included Federated Department Stores, LTX
Corp., Park Communications, and Snyder Oil.
<PAGE>
The net result of our transactions was that we reduced the portfolio's 
cash position from 17.2% at the end of the June period to 3.5% at the end 
of the year. We thank you for your support of Convertible Holdings, Inc., 
and we look forward to serving your investment needs in the months and 
years ahead.

Sincerely,

(Arthur Zeikel)
Arthur Zeikel
President

(Vincent T. Lathbury)
Vincent T. Lathbury III
Vice President and Portfolio Manager

February 3, 1994

Convertible Holdings, Inc.

Ten Largest Holdings

The Western Co. of North America
Systems and Computers
Mediplex Group
Medaphis Corp.
Bristol-Myers Squibb Co.
Savoy Pictures Entertainment
USA Waste Services
Environmental Systems Co.
Trinity Industries Leasing Co.
Orbital Sciences Corp.

<TABLE>
Convertible Holdings, Inc.
Schedule of Investments as of December 31, 1993
<CAPTION>
                         S&P   Moody's        Face                                                                       Value
Industry                Rating  Rating       Amount                   Convertible Debentures                  Cost     (Note 1a)
<S>                     <S>     <S>         <C>          <S>                                             <C>          <C> 
Advertising--           BBB+    Baa3        $  500,000   Omnicom Group, Inc., 4.50% due 9/01/2000        $    500,000 $    520,000
0.2%

Aerospace--1.9%         CCC+    Caa          3,450,000   Orbital Sciences Corp., 6.75% due 3/01/2003**      4,364,500    5,192,250

Automobile              BB+     Ba3          4,600,000   Arvin Industries, Inc., 7.50% due 9/30/2014**      4,891,500    5,336,000
Parts--1.9%
<PAGE>
Banking &               BBB+    Ba1          3,000,000   Alleghany Corp., 6.50% due 6/15/2014               3,154,687    3,063,750
Finance--4.6%           NR      NR           1,744,000   First Republic Bancorp, 7.25%
                                                         due 12/01/2002**                                   2,131,395    2,136,400
                        BB-     NR           1,000,000   Mark Twain Bancshares, 7.00% due 6/01/1999         1,129,755    1,536,250
                        A+      A1           1,500,000   NBD Bancorp, 7.25% due 3/15/2006                   1,721,662    1,623,750
                        NR      NR           3,500,000   Pioneer Financial, 8.00% due 7/15/2000             3,516,250    4,200,000
                                                                                                          ----------- ------------
                                                                                                           11,653,749   12,560,150

Biotechnology--1.4%     B+      NR           4,000,000   Genzyme Corp., 6.75% due 10/01/2001                3,960,000    3,800,000

Building--3.2%          NR      NR           2,000,000   Kumagai Gumi, 4.875% due 12/08/1998                2,000,000    2,010,000
                        B       B2           3,520,000   PlyGem Industries, Inc., Delaware,
                                                         10.00% due 10/01/2008                              3,555,200    4,021,600
                        B-      B2           3,000,000   U.S. Home Corp., 4.875% due 11/01/2005             2,977,500    2,906,250
                                                                                                          ----------- ------------
                                                                                                            8,532,700    8,937,850

Cement--1.4%            B-      B3           3,209,000   Giant Group, 7.00% due 4/15/2006**                 2,798,208    3,012,449
                        B+      B1             750,000   Medusa Corp., 6.00% due 11/15/2003                   750,000      871,875
                                                                                                          ----------- ------------
                                                                                                            3,548,208    3,884,324
Communica-              BBB-    Ba2          3,000,000   IDB Communications Group, 5.00%
tions--2.1%                                              due 8/15/2003                                      3,000,000    3,465,000
                        A-      Baa3         2,188,000   Park Communications, 6.875% due 3/15/2011          2,683,100    2,406,800
                                                                                                          ----------- ------------
                                                                                                            5,683,100    5,871,800

Computers--3.6%         B       B2           2,751,000   Storage Technology Corp., 8.00%
                                                         due 5/31/2015                                      2,752,912    2,981,396
                        B-      B2           4,925,000   Systems and Computers, 6.25%
                                                         due 9/01/2003**                                    5,453,886    6,784,187
                                                                                                          ----------- ------------
                                                                                                            8,206,798    9,765,583

Conglomerates--         BB-     Ba3          3,631,000   GenCorp Inc., 8.00% due 8/01/2002**                4,438,897    4,103,030
1.7%                    NR      Caa            596,000   Lynch Corp., 8.00% due 7/15/2006                     527,950      602,705
                                                                                                          ----------- ------------
                                                                                                            4,966,847    4,705,735

Disk Drives--1.4%       B+      B1           3,845,000   Quantum Corp., 6.375% due 4/01/2002**              3,639,478    3,902,675

Electronics--2.1%       BB+     Ba3          1,500,000   Arrow Electronics, Inc., 5.75%
                                                         due 10/15/2002                                     1,500,000    1,974,375
                        NR      NR           1,260,000   Comptronix, 6.75% due 3/01/2002                      998,550      973,350
                        NR      B2           2,415,000   Park Electrochemical, 7.25% due 6/15/2006          2,356,042    2,780,269
                                                                                                          ----------- ------------
                                                                                                            4,854,592    5,727,994
<PAGE>
Energy--1.0%            B-      B3           1,828,000   Box Energy, 8.25% due 12/01/2002**                 2,217,792    2,399,250
                        B       B2             500,000   Cross Timbers Oil, 5.25% due 11/01/2003              500,000      456,875
                                                                                                          ----------- ------------
                                                                                                            2,717,792    2,856,125

Entertainment--         B       B2           4,600,000   Savoy Pictures Entertainment, 7.00%
3.0%                                                     due 7/01/2003**                                    4,980,345    5,773,000
                        BB+     Ba3          2,236,000   Time Warner, Inc., 8.75% due 1/10/2015             2,377,772    2,342,210
                                                                                                          ----------- ------------
                                                                                                            7,358,117    8,115,210
</TABLE>

<TABLE>
Convertible Holdings, Inc.
Schedule of Investments as of December 31, 1993(continued)
<CAPTION>
                         S&P   Moody's        Face                                                                       Value
Industry                Rating  Rating       Amount                   Convertible Debentures                  Cost     (Note 1a)
<S>                     <S>     <S>         <C>          <S>                                             <C>          <C> 
Forest                  BB+     Ba2         $3,625,000   Pope & Talbot, Inc., 6.00% due 3/01/2012        $  3,320,125 $  4,050,937
Products--1.5%

Funeral                 BBB+    Baa1         1,875,000   Service Corporation International, 6.50% due
Services--1.0%                                           9/01/2001                                          2,052,812    2,625,000

Health Care--           B       B2           1,100,000   Genesis Health Ventures, 6.00% due 11/30/2003      1,100,000    1,314,500
10.2%                   B-      B3           2,860,000   Hillhaven Corp., 7.75% due 11/01/2002**            3,447,057    3,753,750
                        B-      B2           3,550,000   Integrated Health Services, 6.00%
                                                         due 1/01/2003                                      3,608,230    3,745,250
                        NR      NR           3,500,000 ++IVAX Corporation, 6.50% due 11/15/2001             3,457,500    3,762,500
                        B-      NR           4,830,000   Medaphis Corp., 6.50% due 1/01/2000**              5,180,530    5,892,600
                        NR      NR           6,010,000   Mediplex Group, 6.50% due 8/01/2003**              6,319,015    6,310,500
                        NR      NR           1,816,000   Regency Health Services, 6.50% due 7/15/2003**     1,957,205    2,233,680
                        B-      B3             700,000   Summit Health Ltd., 7.50% due 4/01/2003**            841,750    1,044,750
                                                                                                          ----------- ------------
                                                                                                           25,911,287   28,057,530

Home Building--         NR      B3           2,730,000   Continental Homes Holding Corp, 6.875%
2.5%                                                     due 3/15/2002                                      2,668,842    3,016,650
                        NR      NR           3,350,000 ++Engle Homes, Inc., 7.00% due 3/01/2003             3,392,000    3,819,000
                                                                                                          ----------- ------------
                                                                                                            6,060,842    6,835,650

Industrial              B+      B2           2,321,000   Willcox & Gibbs, Inc., 7.00% due 8/01/2014**       2,079,725    2,262,975
Equipment--0.8%

Industrial              BB-     Ba3          3,000,000   Manpower, Inc., 6.25% due 10/01/2002**             3,100,813    3,401,250
Services--1.2%
<PAGE>
Instruments--           NR      NR           1,671,000   Quixote Corp., 8.00% due 4/15/2011                 1,621,475    1,737,840
1.0%                    B-      B3             918,000   Recognition Equipment, Inc., 7.25%
                                                         due 4/15/2011                                        823,700      991,440
                                                                                                          ----------- ------------
                                                                                                            2,445,175    2,729,280

Insurance--2.0%         BB-     Ba2          2,500,000   Leucadia National Corp., 5.25% due 2/01/2003       2,500,000    2,481,250
                        BBB     Baa3         2,825,000   Re Capital Corp., 5.50% due 8/01/2000**            2,944,097    2,909,750
                                                                                                          ----------- ------------
                                                                                                            5,444,097    5,391,000

Minerals--0.4%          B+      B1           1,000,000   Terra Industries, Inc., 8.50% due 6/01/2012        1,027,500    1,065,000

Oil & Gas               AA-     Aa3            500,000   Amoco Canada Petroleum Co., 7.375%
Diversified--4.0%                                        due 9/01/2013                                        494,797      591,250
                        B       NR           1,500,000 ++SEACOR Holdings, 6.00% due 7/15/2003               1,557,500    1,665,000
                        BB-     Ba2          2,000,000   USX-Corp., 7.00% due 6/15/2017                     1,955,000    1,850,000
                        B-      B3           6,800,000   The Western Co. of North America, 7.25%
                                                         due 1/15/2015**                                    7,005,069    6,800,000
                                                                                                          ----------- ------------
                                                                                                           11,012,366   10,906,250

Paper--2.1%             BB-     Ba3            500,000   Albany International Corp., 5.25% due 3/15/2002      467,443      475,000
                        BBB-    Baa2         1,500,000   Champion International Corp., 6.50%
                                                         due 4/15/2011                                      1,486,250    1,601,250
                        NR      NR           1,000,000   Riverwood International Corp., 6.75%
                                                         due 9/15/2003                                      1,000,000    1,145,000
                        B-      B3           2,250,000 ++Stone Container Corp., 8.875% due 7/15/2000**      2,663,438    2,587,500
                                                                                                          ----------- ------------
                                                                                                            5,617,131    5,808,750

Pharma-                 BB-     Ba3          1,200,000   Bindley Western Industries Inc., 6.50%
ceuticals--0.4%                                          due 10/01/2002**                                   1,109,700    1,146,000

Restaurants--           NR      B3           1,475,000   DAKA International, 7.00% due 3/15/2003**          1,581,548    1,626,187
1.1%                    B-      B2           1,500,000   Flagstar Corp., 10.00% due 11/01/2014              1,583,750    1,385,625
                                                                                                          ----------- ------------
                                                                                                            3,165,298    3,011,812
</TABLE>
<PAGE>
<TABLE>
Convertible Holdings, Inc.
Schedule of Investments as of December 31, 1993 (continued)
<CAPTION>
                         S&P   Moody's        Face                                                                       Value
Industry                Rating  Rating       Amount                   Convertible Debentures                  Cost     (Note 1a)
<S>                     <S>     <S>         <C>          <S>                                             <C>          <C> 
Retail Stores--         NR      NR          $1,844,000   Ben Franklin Retail Stores, 7.50%
6.8%                                                     due 6/01/2003**                                 $  1,844,020 $  1,710,310
                        B       B2           3,992,000   Big B Inc., 6.50% due 3/15/2003**                  4,325,790    4,670,640
                        B       Ba3          3,600,000   Casey's General Stores Inc., 6.25%
                                                         due 5/01/2012**                                    3,557,750    4,617,000
                        BB      Ba3          1,000,000   Federated Department Stores, 0.00%
                                                         due 2/15/2004                                        923,070      917,500
                        B+      Ba3          2,873,000   Ingles Markets, 10.00% due 10/15/2008              3,079,765    3,127,979
                                                         Kroger Company:
                        B       B3           1,000,000     6.375% due 12/01/1999**                          1,200,000    1,255,000
                        B       B3           1,000,000     8.25% due 4/15/2011                              1,043,750    1,055,000
                        BBB+    Baa1         1,250,000   Price Co., 6.75% due 3/01/2001                     1,303,125    1,300,000
                                                                                                          ----------- ------------
                                                                                                           17,277,270   18,653,429

Semiconductors--        NR      B3           1,875,000   LSI Logic Corp., 6.25% due 4/14/2002**             1,703,500    1,875,000
1.5%                    CCC     B3           1,630,000   LTX Corp., 13.50% due 4/15/2011                    1,659,450    1,611,663
                        CCC     Caa            750,000   Western Digital Corp., 9.00% due 6/01/2014           637,500      725,625
                                                                                                          ----------- ------------
                                                                                                            4,000,450    4,212,288

Software--1.4%          B-      B3           1,000,000   MediaVision, 4.875% due 10/01/2003                 1,000,000    1,403,750
                        B+      B1           2,000,000   Sterling Software, Inc., 5.75% due 2/01/2003**     2,629,500    2,400,000
                                                                                                          ----------- ------------
                                                                                                            3,629,500    3,803,750

Specialty               B       B1           3,000,000   Pier 1 Imports, 6.875% due 4/01/2002               3,143,375    3,236,250
Retailer--1.2%

Technology--            B       B1           2,000,000   Conner Peripherals, Inc., 6.50% due 3/01/2002**    1,791,360    1,800,000 
0.7%

Telecommuni-            NR      NR           1,500,000 ++Intelcom, 7.00% due 10/30/1998                     1,500,000    1,598,943
cations--0.6%

Textiles--0.2%          B+      Ba3            500,000   Interface Flooring Systems, Inc., 8.00%
                                                         due 9/15/2013                                        501,875      527,500

Transportation--        B+      B2           3,000,000   Varlen Corp., 6.50% due 6/01/2003                  3,046,250    3,427,500
1.2%

Waste Manage-           B       B2             207,000   Environmental Systems Co., 6.75%
ment--2.5%                                               due 5/01/2011                                        165,600      155,250
                        NR      NR           1,000,000 ++Philips Environmental, 6.00% due 10/15/2000        1,000,000    1,030,000
                        B       B3           5,300,000   USA Waste Services, 8.50% due 10/15/2002**         6,174,878    5,763,750
                                                                                                          ----------- ------------
                                                                                                            7,340,478    6,949,000
<PAGE>
                                                         Total Convertible Debentures--73.7%              189,454,810  202,675,790
<CAPTION>
                                               Shares
                                                Held               Convertible Preferred Stocks
<S>                     <S>     <S>             <C>    <S>                                                <C>         <C>
Airline--1.3%           BB-     Ba1             20,000 ++AMR Corp., $3.00 Series A                          1,000,000    1,052,500
                        B1      B1              25,000   Delta Air Lines, Inc., $3.50 Series C              1,250,000    1,337,500
                        B+      Ba2             10,000 ++UAL Corp., $6.25 Series A**                        1,008,750    1,097,500
                                                                                                          ----------- ------------
                                                                                                            3,258,750    3,487,500

Banking &               BBB     Baa3            40,000   Ahmanson Bank, $3.90                               2,000,000    2,040,000
Finance--5.1%           BBB+    A1              10,000   National City Corp., $4.00                           500,000      685,000
                        NR      NR              40,000   Olympic Financial, Ltd., $2.00                     1,000,000    1,180,000
                        NR      NR             138,200   ONBANCorp. Inc., $1.6875 Series B                  4,169,800    4,284,200
                        BB+     Baa3           135,900   Southern National Corp., $1.6875 Series A          3,780,234    4,297,837
                        BB      NR              44,400   Union Planters Corp., $2.00 Series E               1,237,975    1,565,100
                                                                                                         ------------ ------------
                                                                                                          12,688,009    14,052,137
</TABLE>
<TABLE>
Convertible Holdings, Inc.
Schedule of Investments as of December 31, 1993 (continued)
<CAPTION>
                         S&P   Moody's       Shares                                                                       Value
Industry                Rating  Rating        Held               Convertible Preferred Stocks                Cost     (Note 1a)
<S>                     <S>     <S>           <C>        <S>                                             <C>          <C> 

Cement--1.2%            B2      B               55,000   Southdown Inc., $3.75**                         $  3,118,390 $  3,437,500

Environmental--         NR      NR               1,500 ++Allied Waste, $3.75                                1,500,000    1,738,688
0.6%

Forest Products--       BB-     Ba2             50,000   Boise Cascade, $1.79 Series E                      1,134,250    1,212,500
0.4%

Machinery--1.4%         B+      B3              84,000   AGCO Corp., $1.625 Series                          2,119,000    3,864,000

Oil & Gas--2.4%         BB+     B2              50,000 ++Gerrity Oil & Gas, $1.50 Series**                  1,262,500    1,012,500
                        B+      B1              70,000   Snyder Oil, $3.75                                  1,876,695    1,890,000
                        BB+     Baa3            50,000   Tenneco Inc., Series A                             2,093,650    2,093,750
                        BB-     Ba3             23,000   Tosco Corp., $4.375                                1,369,880    1,489,250
                                                                                                          ----------- ------------
                                                                                                            6,602,725    6,485,500

Real Estate--           BBB-    Baa3            40,000   Merry Land & Investment Services                   1,000,000    1,125,000
2.2%                    BBB     Baa3            80,000   Property Trust of America                          2,000,000    2,240,000
                        NR      Ba1            100,000   Storage Equities Inc., $2.062                      2,518,600    2,687,500
                                                                                                          -----------  -----------
                                                                                                            5,518,600    6,052,500

Software--0.7%          NR      NR              80,000   Network Imaging                                    2,000,000    1,970,000
<PAGE>
Transportation--        BBB-    Baa2            15,000   Burlington Northern Inc., $3.125 Series A            750,000    1,023,750
0.4%

Waste                   BBB-    Ba2            278,944   Environmental Systems Co., $1.75 Series A          5,278,039    5,578,880
Management--
2.0%
                                                         Total Convertible Preferred Stocks--17.8%         43,967,763   48,902,955

<CAPTION>
                                                                           Common Stocks
<S>                                            <C>       <S>                                                <C>          <C>    
Automobile                                      30,745   Magna International, Inc.                            684,613    1,529,564
Parts--0.6%

Banking--5.1%                                  105,475   American Bankers, Inc.                             1,941,509    2,729,166
                                               155,211   BB&T Financial                                     3,245,163    5,121,963
                                                59,000   Deposit Guaranty                                     891,024    1,652,000
                                                96,848   First of America Bank Corp.                        2,969,412    3,801,284
                                                15,000   Mellon Bank Corp.                                    495,270      795,000
                                                                                                          ----------- ------------
                                                                                                            9,542,378   14,099,413

Drugs--2.1%                                    100,000   Bristol-Myers Squibb Co.                           4,985,776    5,812,500

Financial--0.5%                                 53,761   Washington Mutual Savings Bank                       592,119    1,283,544

Food Processing--1.3%                          322,855   Hudson Foods, Inc.--Class A                        4,880,771    3,591,762

Health Care--0.4%                               49,231   Manor Care                                         1,105,510    1,200,005

Machinery--2.0%                                128,479   Trinity Industries Leasing Co.                     2,974,237    5,540,657

Medical Supplies--1.2%                         140,584   Baxter International, Inc.                         2,230,959    3,426,735

Miscellaneous--0.6%                             14,500   Minnesota Mining and Manufacturing Co.             1,053,933    1,576,875

Oil & Gas--1.4%                                145,506   Noble Affiliates                                   3,181,682    3,855,909

Oil Services--0.5%                              25,000   Schlumberger, Ltd.                                   995,213    1,478,125

Pharmaceuticals--0.7%                          153,715   Bindley Western Industries, Inc.                   2,150,910    1,825,365

Software--0.8%                                  53,692   SunGard Data Systems, Inc.                         1,520,418    2,201,372

                                                         Total Common Stocks--17.2%                        35,898,519   47,421,826
</TABLE>
<PAGE>
<TABLE>
Convertible Holdings, Inc.
Schedule of Investments as of December 31, 1993
<CAPTION>
                                              Face                                                                       Value
                                             Amount                   Convertible Debentures                  Cost     (Note 1a)
                                            <C>          <S>                                             <C>          <C> 

Commercial                                  $9,635,000   General Electric Capital Corp., 3.22%
Paper*--3.5%                                             due 1/03/1994                                   $  9,632,415 $  9,632,415

                                                         Total Short-Term Securities--3.5%                  9,632,415    9,632,415

Total Investments--112.2%                                                                                $278,953,507  308,632,986
                                                                                                         ============       
Short Sales--(proceeds--$46,222,231) (18.9%)**                                                                         (52,120,752)
Other Assets Less Liabilities--6.7%                                                                                     18,487,065
                                                                                                                      ------------
Net Assets--100.0%                                                                                                    $274,999,299
                                                                                                                      ============
<FN>
*Commercial Paper is traded on a discount basis and amortized to maturity. The interest rates shown are the discount rates
paid at the time of purchase by the Company.
++Restricted securities as to resale. The value of the Company's
investment in restricted securities was approximately $19,364,000, representing 7.0% of net assets.

                            Acquisition                    Value
Issue                          Date         Cost         (Note 1a)

Allied Waste, $3.75         9/23/93    $ 1,500,000    $ 1,738,688
AMR Corp.,
$3.00 Series A              1/28/93      1,000,000      1,052,500
Engle Homes, Inc.,
7.00% due 3/01/2003         2/12/93      3,392,000      3,819,000
Gerrity Oil & Gas,
$1.50 Series                5/27/93      1,262,500      1,012,500
Intelcom,
7.00% due 10/30/1998       10/26/93      1,500,000      1,598,943
IVAX Corporation,
6.50% due 11/15/2001        6/23/92      3,457,500      3,762,500
Philips Environmental,
6.00% due 10/15/2000       10/13/93      1,000,000      1,030,000
SEACOR Holdings,
6.00% due 7/15/2003         6/24/93      1,557,500      1,665,000
Stone Container Corp.,
8.875% due 7/15/2000       12/28/93      2,663,438      2,587,500
UAL Corp., $6.25
Series A                    2/05/93      1,008,750      1,097,500

Total                                  $18,341,688    $19,364,131
                                       ===========    ===========
<PAGE>
<FN>
**Covered Short Sales entered into as of December 31, 1993 are
as follows:
                                                       Value
Shares                 Issue                         (Note 1a)

 36,800    Arvin Industries, Inc.               $ (1,177,600)
142,900    Ben Franklin Retail Stores               (732,362)
245,000    Big B Inc.                             (3,068,750)
 28,800    Bindley Western Industries Inc.          (352,800)
126,300    Box Energy                             (1,594,537)
 29,500    Casey's General Stores Inc.              (722,750)
 31,700    Conner Peripherals, Inc.                 (463,613)
 85,000    DAKA International                       (988,125)
 96,300    First Republic Bancorp                 (1,372,275)
148,200    GenCorp Inc.                           (2,111,850)
 45,000    Gerrity Oil & Gas                        (523,125)
 80,500    Giant Group                              (865,375)
124,720    Hillhaven Corp.                        (2,354,090)
 33,000    Kroger Company                           (664,125)
 37,500    LSI Logic Corp.                          (600,000)
102,800    Manpower, Inc.                         (1,811,850)
129,400    Medaphis Corp.                         (4,270,200)
 90,900    Mediplex Group                         (2,681,550)
208,800    Orbital Sciences Corp.                 (4,280,400)
116,600    Quantum Corp.                          (1,676,125)
 63,200    Re Capital Corp.                         (884,800)
102,500    Regency Health Services                (1,447,813)
194,000    Savoy Pictures Entertainment           (4,074,000)
 96,300    Southdown Inc.                         (2,359,350)
 52,800    Sterling Software, Inc.                (1,498,200)
164,500    Stone Container Corp.                  (1,583,312)
 40,000    Summit Health, Ltd.                      (880,000)
156,000    Systems and Computers                  (2,808,000)
  4,900    UAL Corp.                                (715,400)
135,200    USA Waste Services                     (1,537,900)
116,600    The Western Co. of North America       (1,501,225)
 67,000    Willcox & Gibbs, Inc.                    (519,250)

Total (proceeds--$46,222,231)                   $(52,120,752)
                                                ============

Ratings of issues shown have not been audited
by Deloitte & Touche.

See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
Convertible Holdings, Inc.
Statement of Assets, Liabilities and Capital as of December 31, 1993
<CAPTION>
<S>                                                                                                 <C>             <C> 
Assets:
Investments, at value (identified cost--$278,953,507) (Note 1a)                                                     $308,632,986
Cash                                                                                                                     746,163
Receivables:
      Short sales (Note 1f)                                                                         $ 45,972,518
      Interest                                                                                         3,546,025
      Dividends                                                                                          201,708      49,720,251
                                                                                                    ------------
Deposits for securities sold short (Note 1f)                                                                             983,551
Deferred organization expenses (Note 1d)                                                                                 136,735
Prepaid expenses and other assets                                                                                         32,459
                                                                                                                    ------------
Total assets                                                                                                         360,252,145
                                                                                                                    ------------
Liabilities:
Common stocks sold short, at market value (proceeds--$46,222,231) (Note 1f)                                           52,120,752
Payables:
      Dividends to shareholders                                                                       18,221,019
      Securities purchased                                                                            10,114,133
      Income taxes (Note 1b)                                                                           3,781,304
      Investment adviser (Note 2)                                                                        450,265
      Capital shares repurchased                                                                         375,700
      Dividends for short sales                                                                           40,233      32,982,654
                                                                                                    ------------
Accrued expenses and other liabilities                                                                                   149,440
                                                                                                                    ------------
Total liabilities                                                                                                     85,252,846
                                                                                                                    ------------
Net Assets                                                                                                          $274,999,299
                                                                                                                    ============

Capital (Note 5):
Income Shares:
Par value $.10 per share; 15,000,000 shares authorized; 12,216,000 shares issued                    $  1,221,600
Liquidation capital in excess of par                                                                 112,387,200
                                                                                                    ------------
                                                                                                     113,608,800
Undistributed investment income--net                                                                      51,554
                                                                                                    ------------
Net asset value, equivalent to $9.30 per share based on 12,216,000 shares outstanding
      (market value--$10.625)                                                                                       $113,660,354
Capital Shares:
Par value $.10 per share; 15,000,000 shares authorized; 12,216,000 shares issued                       1,221,600
Paid-in capital in excess of par                                                                     136,314,311
                                                                                                    ------------
                                                                                                     137,535,911
                                                                                                    ------------
Undistributed realized gain on investments--net*                                                          22,076
Unrealized appreciation on investments--net                                                           23,780,958
                                                                                                    ------------
                                                                                                      23,803,034
                                                                                                    ------------
Net asset value, equivalent to $13.21 per share based on 12,216,000 shares outstanding
      (market value--$10.875)                                                                                        161,338,945
                                                                                                                    ------------
Net Assets                                                                                                          $274,999,299
                                                                                                                    ============
<FN>
*Net of taxes on undistributed net realized long-term capital gains (Note 1b).

See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
Convertible Holdings Inc.
Statement of Operations for the Year Ended December 31, 1993
<CAPTION>
<S>                                                                                                 <C>             <C>

Investment Income (Note 1c):
Interest and discount earned                                                                        $ 13,634,858
Dividends (net of $4,808 foreign withholding tax)                                                      4,058,590
                                                                                                    ------------
Total income                                                                                                        $ 17,693,448

Expenses:
Investment advisory fees (Note 2)                                                                      1,789,470
Printing and shareholder reports                                                                         113,824
Transfer agent fees                                                                                      101,818
Interest on securities sold short                                                                         97,928
Professional fees                                                                                         65,186
Dividends on securities sold short                                                                        64,329
Custodian fees                                                                                            49,868
Accounting services (Note 2)                                                                              45,083
Directors' fees and expenses                                                                              38,418
Amortization of organization expenses (Note 1d)                                                           38,159
Pricing services                                                                                          28,411
Insurance                                                                                                  7,814
Registration fees                                                                                            270
Other                                                                                                     54,456
                                                                                                    ------------
Total expenses                                                                                                         2,495,034
                                                                                                                    ------------
Investment income--net                                                                                                15,198,414
Realized & Unrealized Gain on Investments--Net (Notes 1c & 3):
Realized gain on investments--net                                                                                     24,991,231
Income taxes on realized gain on investments                                                                          (3,781,304)
Change in unrealized appreciation on investments--net                                                                 (2,746,628)
                                                                                                                    ------------
Net Increase in Net Assets Resulting from Operations                                                                $ 33,661,713
                                                                                                                    ============
</TABLE>
<PAGE>
<TABLE>
Convertible Holdings, Inc.
Statements of Changes in Net Assets
<CAPTION> 
                                                                                                 For the Year Ended December 31,
                                                                                                         1993           1992
<S>                                                                                                 <C>             <C>
Increase (Decrease) in Net Assets:
Operations:
Investment income--net                                                                              $ 15,198,414    $ 18,159,403
Realized gain on investments--net                                                                     24,991,231       2,604,475
Income taxes on realized gain on investments                                                          (3,781,304)             --
Change in unrealized appreciation on investments--net                                                 (2,746,628)     24,506,352
                                                                                                    ------------    ------------
Net increase in net assets resulting from operations                                                  33,661,713      45,270,230
                                                                                                    ------------    ------------
Dividends & Distributions to Shareholders (Note 1e & 4):
Investment income--net                                                                               (15,200,892)    (18,183,982)
Realized gain on investments--net                                                                    (14,276,142)     (1,567,536)
                                                                                                    ------------    ------------
Net decrease in net assets resulting from dividends and distributions to shareholders                (29,477,034)    (19,751,518)
                                                                                                    ------------    ------------
Share Transactions (Note 5):
Income shares                                                                                        (7,765,500)      (5,155,920)
Capital shares                                                                                      (10,786,117)      (6,041,472)
                                                                                                    ------------    ------------
Net decrease in net assets resulting from treasury stock transactions                               (18,551,617)     (11,197,392)
                                                                                                    ------------    ------------
Net Assets:
Total increase (decrease) in net assets                                                             (14,366,938)      14,321,320
Beginning of year                                                                                    289,366,237     275,044,917
                                                                                                    ------------    ------------
End of year*                                                                                        $274,999,299    $289,366,237
<FN>                                                                                                ============    ============

*Undistributed investment income--net                                                               $     51,554    $     54,032
                                                                                                    ============    ============
See Notes to Financial Statements.
</TABLE>
<PAGE>
<TABLE>
Convertible Holdings, Inc.
Financial Highlights
<CAPTION>                      
                                                                                       For the Year Ended December 31,
                                                                           1993         1992         1991       1990     1989
The following per share data and ratios have been derived
from information provided in the financial statements.
<S>                                                                     <C>          <C>          <C>        <C>        <C>
Income Shares:
Per Share Operating Performance:
Net asset value, beginning of year                                      $  9.30      $  9.31      $   9.30   $   9.30   $  9.32
Investment income--net                                                     1.20         1.35          1.41       1.38      1.39
Dividends of investment income--net                                       (1.20)       (1.36)        (1.40)     (1.38)    (1.41)
                                                                        -------      -------      --------   --------   -------
Net asset value, end of year                                            $  9.30      $  9.30      $   9.31   $   9.30   $  9.30
                                                                        =======      =======      ========   ========   =======
Market price per share, end of year                                     $10.625      $ 11.25      $ 12.625   $ 10.875   $ 11.50
                                                                        =======      =======      ========   ========   =======
Total Investment Return:*
Based on market price per share                                           7.20%        2.74%        34.37%      9.23%    15.85%
                                                                        =======      =======      ========   ========   =======
Based on net asset value per share                                       13.50%       15.17%        15.87%     15.50%    15.60%
                                                                        =======      =======      ========   ========   =======
Capital Shares:
Per Share Operating Performance:
Net asset value, beginning of year                                      $ 12.87      $ 10.91       $  7.67   $  10.12   $  8.69
Realized and unrealized gain (loss) on investments--net                    1.43         2.03          3.24      (2.45)     1.43
Distributions of realized gain--net                                       (1.17)        (.12)           --         --        --
Effect of repurchase of Treasury Stock                                      .08          .05            --         --        --
                                                                        -------      -------      --------   --------   -------
Net asset value, end of year                                            $ 13.21      $ 12.87       $ 10.91   $   7.67   $ 10.12
                                                                        =======      =======      ========   ========   =======
Market price per share, end of year                                     $10.875      $ 9.375       $ 6.875   $   4.25   $  5.50
                                                                        =======      =======      ========   ========   =======
Total Investment Return:*
Based on market price per share                                          28.77%       38.11%        61.76%    (22.73%)   29.41%
                                                                        =======      =======      ========   ========   =======
Based on net asset value per share                                       13.93%       19.48%        42.24%    (24.21%)   16.46%
                                                                        =======      =======      ========   ========   =======
Total Fund:
Ratios to Average Net Assets:
Total expenses**                                                           .80%         .80%          .83%       .86%      .80%
                                                                        =======      =======      ========   ========   =======
Investment income--net                                                    5.10%        6.34%         7.24%      7.39%     7.15%
                                                                       ========     ========      ========   ========   =======
Supplemental Data:
Net assets, end of year (in thousands)                                 $274,999     $289,366      $275,045   $230,851  $264,339
                                                                       ========     ========      ========   ========   =======
Portfolio turnover                                                      116.03%       76.54%        54.90%     40.28%    50.47%
                                                                       ========     ========      ========   ========   =======

<FN>
*Total investment returns based on market value, which can be significantly greater or lesser than the net asset value,
result in substantially different returns. Total investment returns exclude the effects of sales loads.
**Excluding taxes on undistributed net realized long-term capital gains (Note 1b).
</TABLE>
<PAGE>

                       
Convertible Holdings, Inc.
Notes to Financial Statements 

1. Significant Accounting Policies:
Convertible Holdings, Inc. (the "Company") is a diversified, closed-
end, "dual purpose" investment company. The following is a summary of 
significant accounting policies followed by the Company.

(a) Valuation of investments--Portfolio securities which are traded only 
on stock exchanges are valued at the last sale price as of the close of 
business on the day the securities are being valued, or lacking any sales, 
at the mean between closing bid and asked prices. Securities traded in the 
over-the-counter market are valued at the most recent bid prices as obtained 
from one or more dealers that make markets in these securities. Portfolio
securities which are traded both in the over-the-counter markets and on a 
stock exchange are valued according to the broadest and most representative
market. Securities and assets for which market quotations are not readily 
available and securities subject to restrictions on resale are valued at 
fair value as determined in good faith by or under the direction of the 
Board of Directors of the Company. Short-term securities are valued at 
amortized cost, which approximates market.

(b) Income taxes--It is the Company's policy to comply with the requirements 
of the Internal Revenue Code applicable to regulated investment companies 
and to distribute all of its taxable net investment income and net realized 
short-term capital gains. The Company intends to retain net realized long-
term capital gains, if any, and pay taxes on such gains at the Federal tax 
rates applicable to corporations.

(c) Security transactions and investment income--Security transactions are 
recorded on the dates the transactions are entered into (the trade dates). 
Dividend income is recorded on the ex-dividend date. Interest income (including 
amortization of discount) is recognized on the accrual basis. Realized gains 
and losses on security transactions are determined on the identified cost 
basis.

(d) Deferred organization expenses--Deferred organization expenses are 
charged to expense on a straight-line basis over a twelve-year period 
ending on July 31, 1997, the redemption date
for the Income Shares.

(e) Dividends and distributions--Dividends and distributions paid by the 
Company are recorded on the ex-dividend dates.
<PAGE>
(f) Short sales--When the Company engages in a short sale, an amount 
equal to the proceeds received by the Company is reflected as an asset 
and equivalent liability. The amount of the liability is subsequently 
marked to market to reflect the market value of the short sale. The 
Company maintains a segregated account of securities and cash as 
collateral for the short sales. The Company owns convertible bonds or 
stock of the same issuer which covers the short sale. The Company is 
exposed to market risk based on the amount, if any, that the market 
value of the stock exceeds the market value of the securities in the 
segregated account. Securities have been borrowed from Merrill Lynch,
Pierce, Fenner & Smith Inc. ("MLPF&S"), an affiliate of MLIM, to
execute short sales.

(g) Reclassification--As a result of the taxes paid on capital gains 
realized by the Company, approximately $27,800,000 of undistributed long-
term capital gains was reclassified to paid-in capital.

2. Investment Advisory Agreement and Transactions with
Affiliates:
The Company has entered into an Investment Advisory Agreement with Merrill 
Lynch Asset Management ("MLAM"). MLAM is the name under which Merrill Lynch 
Investment Management, Inc. ("MLIM") does business. MLIM is an indirect wholly-
owned subsidiary of Merrill Lynch & Co., Inc.

MLAM is responsible for the management of the Company's portfolio and 
provides the necessary personnel, facilities, equipment and certain other 
services necessary to the operations of the Company. For such services, 
the Company pays MLAM a quarterly fee at the annual rate of 0.60% of the 
Company's average weekly net assets.

The investment advisory fee is reduced by 25% for any quarter in which the 
company fails to meet the Minimum Income Rate Objective ("Objective") at 
the close of any fiscal quarter. The Objective is to obtain a minimum 
annualized rate of income return equal to 85% of the yield of the Value 
Line Convertible Index.Effective January 1, 1994, the investment advisory 
business of MLAM reorganized from a corporation to a limited partnership. 
The general partner of MLAM is Princeton Services, Inc., an indirect
wholly-owned subsidiary of Merrill Lynch &Co.

Accounting services are provided to the Company by MLAM at cost.

Certain officers and/or directors of the Company are officers and/or 
directors of MLIM, MLPF&S and/or Merrill Lynch & Co., Inc.

3. Investments:
Purchases and sales of investments, excluding short-term securities, for 
the year ended December 31, 1993, were $320,309,872 and $322,435,505, 
respectively.
<PAGE>
Net realized and unrealized gains (losses) as of December 31,
1993 were as follows:
                               Realized          Unrealized 
                            Gains (Losses)     Gains (Losses)

Long-term investments        $27,548,654         $29,679,479
Short-term investments              (498)                 --
Short sales                   (2,556,925)         (5,898,521)
                             -----------          ----------
Total                        $24,991,231         $23,780,958
                             ===========         ===========

As of December 31, 1993, net unrealized appreciation for Federal
income tax purposes aggregated $29,673,229, of which $34,190,846
related to appreciated securities and $4,517,617 related to
depreciated securities. The aggregate cost of investments at
December 31, 1993 for Federal income tax purposes was $278,959,757.

4. Distributions:
The Company distributes its net investment income quarterly to
holders of Income Shares. Income Shares are entitled to cumulative 
dividends in an amount equivalent to net investment income, with a 
minimum annual rate of $1.00 per share. To the extent that any such 
cumulative dividend cannot be satisfied from net investment income, 
it will be paid from any net realized short-term or long-term capital 
gains. Capital Shares will not be entitled to receive distributions from 
net investment income until 1997.

To the extent not needed to pay the Income Shares' minimum
cumulative dividends, distributions from net realized short-term
capital gains, if any, may be paid to holders of the Capital
Shares in the succeeding year. The Company will not distribute
net realized long-term capital gains except to the limited extent
described above.

5. Share Transactions:
At December 31, 1993, there were 15,000,000 shares of $.10 par value 
authorized for each class. 

During the year ended December 31, 1993, the Company repurchased
835,000 Income Shares and 835,000 Capital Shares, all of which
have been retired.

As long as any Income Shares are outstanding, the Company will
not issue any additional Capital Shares or Income Shares.

The Company intends to redeem all Income Shares in 1997 for $9.30
per share plus accumulated and unpaid dividends ("liquidation value"). 
As a result of this liquidation preference, the per share capital of the 
Income Shares is maintained at the liquidation value. The capital of the 
Capital Shares reflects a deduction of $1,557,433 for the difference between
the cost of the Income Shares repurchased during the year ended December 31,
1993 and the $9.30 per share liquidation value for Income Shares. After 
July 31, 1997, Capital Shares will then be the sole remaining class of 
shares of the Company outstanding, and the Board of Directors will decide 
whether to  liquidate the Company or to submit to the holders of Capital 
Shares a proposal to change the Company to an open-end investment company.
<PAGE>
<TABLE>
Convertible Holdings, Inc.
Notes to Financial Statements (concluded)
Quarterly Data (unaudited)
<CAPTION>
                                              Income Shares                        Capital Shares               Total Fund
                                                                                  Net Realized and             Net Increase
                                                          Net Investment        Unrealized Gains (Losses)      in Net Assets
                                      Investment             Income                on Investments*       Resulting from Operations
For the Quarter                         Income         Amount      Per Share    Amount      Per Share      Amount    Per Share**
<S>                                  <C>           <C>               <C>     <C>             <C>        <C>           <C>   
Jan. 1, 1992 to March 31, 1992       $5,450,650    $ 4,867,541       $.36    $ 9,532,082     $.70       $14,399,623   $1.06
April 1, 1992 to June 30, 1992        5,510,870      4,927,228        .37     (4,834,060)    (.36)           93,168     .01
July 1, 1992 to Sept. 30, 1992        4,657,464      4,077,975        .30      7,828,627      .58        11,906,602     .88
Oct. 1, 1992 to Dec. 31, 1992         4,842,561      4,286,659        .32     14,584,178     1.11        18,870,837    1.43
Jan. 1, 1993 to March 31, 1993        4,735,144      4,147,554        .32     11,466,527      .89        15,614,081    1.21
April 1, 1993 to June 30, 1993        3,914,812      3,305,219        .26        296,973      .02         3,602,192     .28
July 1, 1993 to Sept. 30, 1993        4,251,430      3,657,430        .29      7,628,097      .60        11,285,525     .89
Oct. 1, 1993 to Dec. 31, 1993         4,694,134      4,088,211        .33       (928,296)    (.08)        3,159,915     .25

<FN>
*Net of tax on undistributed net realized long-term capital
gains (Note 1b).
**Represents combined net increase in net assets resulting from
operations for one Income and one Capital Share.
</TABLE>

<TABLE>

Convertible Holdings, Inc.
Stockholder Information (unaudited)

Consolidated Transaction Reporting System Prices
                                                                                    
<CAPTION>                                           Income Shares                                    Capital Shares
                                      Net Asset Value            Market Price*            Net Asset Value       Market Price*
For the Quarter                      High          Low          High       Low           High       Low        High       Low
<S>                                  <C>           <C>          <C>       <C>            <C>        <C>        <C>        <C> 
Jan. 1, 1992 to March 31, 1992       $9.66         $9.42        $13       $12 3/8        $11.83     $11.01     $7         $ 6 7/8
April 1, 1992 to June 30, 1992        9.70          9.38         12        12 3/8         11.79      11.14      7 1/2       7 5/8
July 1, 1992 to Sept. 30, 1992        9.67          9.32         12 1/2    12 5/8         11.96      11.42      7 1/2       7 7/8
Oct. 1, 1992 to Dec. 31, 1992         9.59          9.28         12 3/8    11 5/8         12.87      11.69      9 3/8       7 7/8
Jan. 1, 1993 to March 31, 1993        9.63          9.34         11 3/4    11 1/4         13.76      12.84     10 7/8       9 3/8
April 1, 1993 to June 30, 1993        9.64          9.34         11 7/8    11 1/2         13.94      13.52     10 5/8      10 1/4
July 1, 1993 to Sept. 30, 1993        9.59          9.33         11 3/4    10 1/2         14.42      13.70     11          10 3/8
Oct. 1, 1993 to Dec. 31, 1993         9.63          9.30         11 1/4    10 5/8         14.69      13.21     11 1/2      10 7/8
<FN>
*As reported in the consolidated transaction reporting system.
</TABLE>
<PAGE>
Convertible Holdings, Inc.
Independent Auditors' Report

The Board of Directors and Shareholders, Convertible Holdings,
Inc.:

We have audited the accompanying statement of assets, liabilities and 
capital, including the schedule of investments, of Convertible Holdings, 
Inc. as of December 31, 1993, the related statements of operations for 
the year then ended and changes in net assets for each of the years in 
the two-year period then ended, and the financial highlights for each of 
the years in the five-year period then ended. These financial statements 
and the financial highlights are the responsibility of the Company's manage-
ment. Our responsibility is to express an opinion on these financial state-
ments and the financial highlights based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards. Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements and the 
financial highlights are free of material misstatement. An audit includes 
examining, on a test basis, evidence supporting the amounts and disclosures 
in the financial statements. Our procedures included confirmation of 
securities owned at December 1, 1993 by correspondence with the custodian 
and brokers or other auditing procedures. An audit also includes assessing
the accounting principles used and significant estimates made by management, 
as well as evaluating the overall financial statement presentation. We 
believe that our audits provide a reasonable basis for our opinion. In our 
opinion, such financial statements and financial highlights present fairly, 
in all material respects, the financial position of Convertible Holdings, 
Inc. as of December 31, 1993, the results of its operations, the changes 
in its net assets, and the financial highlights for the respective stated
periods in conformity with generally accepted accounting principles.

Deloitte & Touche
Princeton, New Jersey
February 4, 1994

Important Tax Information

Of the ordinary income distributions paid quarterly by Convertible 
Holdings, Inc. during its taxable year ended December 31, 1993, 13.73%  
qualifies for the dividends-received deduction for corporations. 
Additionally, capital shareholders of record on December 31, 1993 were 
deemed to receive undistributed long-term capital gains of $0.88440 per 
share and were allocated Federal income taxes which were paid by the 
Company on the shareholders' behalf of $0.30954 per share. The un-
distributed capital gains allocated to you and the Federal income 
taxes paid by the Company on your behalf will be reported to you on 
Form 2439, Notice to Shareholders of Undistributed Long-Term Capital 
Gains, along with information on how to report these amounts on your 
Federal Form 1040. In addition, you should increase the cost basis of 
your shares by $0.57486 per share, which represents the excess of the
undistributed long-term captial gains over the taxes paid. You should 
consult your tax adviser for additional information regarding the 
appropriate treatment of undistributed long-term capital gains.

Please retain this information for your records.
<PAGE>
About Convertible Holdings, Inc.

A closed-end "dual purpose" investment company, Convertible Holdings, Inc. 
invests primarily in convertible bonds and convertible preferred stock. The 
Company has two classes of shares: Capital Shares (NYSE symbol CNV) for those 
seeking long-term growth of capital; and Income Shares (NYSE symbol CNV Pr) 
for those seeking current and long-term growth of income.

Both classes of shares represent "leveraged" investments. This is be-
cause Capital Share investors initially provided only 42.5% of the Company's 
capital at inception in 1985, yet will receive all of the portfolio's 
capital appreciation. Income Share investors, on the other hand, initially 
provided 57.5% of the Company's capital, but will receive all of the 
portfolio's income. In other words, investors in either class of shares have 
more assets working for their respective investment goals than they have 
contributed.

In 1997, Income Shares will be redeemed at $9.30 per share, plus accumulated 
and unpaid dividends. (Should assets be insufficient to redeem the Income 
Shares at such amount, total net assets of the Company would be distributed 
to Income Shareholders on a pro-rata basis.) After redemption of the Income 
Shares, Capital Shareholders will own all remaining assets. Thereafter, the
Company will either liquidate or submit to the Capital Shareholders a 
proposal to continue as an open-end investment company (i.e., a mutual fund).

Share Comparison
The following is a brief summary of certain rights of each class of shares 
of the Company. 

Capital Shares 

Entitled to all the portfolio's appreciation.

No distributions from net income received as long as 
Income Shares are outstanding.

Bear none of the Company's expenses.

Potential for capital appreciation with potential lower 
downside risk than a leveraged common stock portfolio.

NYSE symbol CNV 

Income Shares 

Entitled to all the portfolio's net income, paid 
quarterly.

Minimum cumulative dividend of $1.00 annually. 
<PAGE>
Pay all of the Company's expenses. 

Potential for growing income stream if portfolio 
appreciates over time.

NYSE symbol CNV  Pr

Convertible Holdings, Inc.

Glossary

Break-Even Time
This calculation, based on a dollar-for-dollar basis, shows the number 
of years over which the dollar conversion premium may be recovered by 
the increased dollar income of the convertible over that of the underlying 
common stock, assuming no change in the dividend on the underlying stock. 
(Also called the premium recovery period.)

Call Protection
Nearly all the convertibles have call provisions which give the issuers 
the right to buy back the issue at a premium over the price at which it 
was issued. A company may wish to reduce its bond interest expense or 
preferred dividend requirements, replacing them with a lower-yielding 
common stock. To protect the security-holder, some issues are not subject 
to redemption for a stated period of time, thus ensuring their income 
requirements during that period. There are no provisional terms under 
which a security with hard (absolute) call protection may be called.

Conversion Value
A convertible security is entitled to a fixed number of common shares 
upon conversion. For bonds, it is typically the number of shares per 
$1,000 principal amount. For preferreds, the number of shares multiplied 
by the market value per common share is the preferred's conversion value.

Net Income
Net income includes all dividends, interest and other income (but not 
realized or unrealized gains, stock dividends, and other capital items) 
earned by the Company on its portfolio holdings, net of the Company's 
expenses. For purposes of determining Net Income, expenses do not include 
taxes on undistributed net long-term capital gains paid by the Company.

Percent Premium
The percentage over conversion value at which the convertible security 
trades. If a convertible bond is selling at 120 and its conversion value 
is 105, then the conversion premium is 15 points
($150), or 14.3%.


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