LEGG MASON SPECIAL INVESTMENT TRUST INC
N-30D, 1997-02-20
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Investment Adviser
      Legg Mason Fund Adviser, Inc.
      Baltimore, MD

Board of Directors
      Raymond A. Mason, Chairman
      John F. Curley, Jr., President
      Richard G. Gilmore
      Charles F. Haugh
      Arnold L. Lehman
      Dr. Jill E. McGovern
      T. A. Rodgers
      Edward A. Taber, III

Transfer and Shareholder Servicing Agent
      Boston Financial Data Services
      Boston, MA

Custodian
      State Street Bank & Trust Company
      Boston, MA

Counsel
      Kirkpatrick & Lockhart LLP
      Washington, DC

Independent Accountants
      Coopers & Lybrand L.L.P.
      Baltimore, MD



      This report is not to be distributed  unless  preceded or accompanied by a
prospectus.
                      Legg Mason Wood Walker, Incorporated
                      ------------------------------------
                            111 South Calvert Street
                     P.O. Box 1476, Baltimore, MD 21203-1476
                         410 (bullet) 539 (bullet) 0000




(recycled logo) Printed on Recycled Paper
LMF-009
1/97



                             Report to Shareholders
                              For the Quarter Ended
                                December 31, 1996
                                       The
                                   Legg Mason
                                     Special
                                   Investment
                                   Trust, Inc.
                                  Primary Class

                           Putting Your Future First

                               (Legg Mason logo)

                                      FUNDS


<PAGE>
To Our Shareholders,


     The Special  Investment  Trust ended 1996 with a 28.7% total return  (share
appreciation plus reinvested distributions), well ahead of a 16.2% return on the
broad-based  Value Line index of 1700 stocks and 23% return on Standard & Poor's
index of 500 large-company stocks. In the quarter ended December 31, the Trust's
total return was 8.2%,  compared to returns of 6% and 8.3% on the Value Line and
Standard & Poor's  indices,  and net asset  value per share rose from  $26.17 to
$27.83.  The latter  figure is after  payment in  December  of a $.485 per share
long-term capital gain distribution.

     On a longer-term  basis,  an investment of $10,000 in the Trust when it was
established in December,  1985, would have grown to $41,793 by December 31, 1996
(assuming reinvestment of dividends and distributions), an average annual return
of 13.9%.

     The Trust  continues  to  invest  primarily  in common  stocks of small and
medium-sized  companies which, based on our research and analysis,  appear to be
undervalued in relation to their earnings,  book value and/or future  prospects.
We believe  that  buying  such  stocks  when they are  out-of-favor,  having the
patience to wait until their value is recognized by others, and being willing to
sell  when  others  become  enthusiastic  buyers,  should  continue  to  produce
favorable long-term investment results.

     Beginning on page 2, Bill Miller, the Trust's portfolio  manager,  comments
on the investment outlook.

                                                         Sincerely,
                                                         /s/ John F. Curley, Jr.
                                                         John F. Curley, Jr.
                                                         President

January 31, 1997


<PAGE>
Portfolio Manager's Comments


     Your fund had an excellent year in 1996,  rising 28.65%.  This exceeded the
results of most of the major market indices and the results of mutual funds that
invest in small and mid-size companies. Comparative data are as follows:

                                    3 months   1 year
- ------------------------------------------------------
Special Investment Trust              8.24%     28.65%
Small Company Funds+                  2.48      20.15
Mid-Cap Funds+                        2.36      17.92
S&P 500                               8.33      22.96
Dow Jones Industrial Average         10.22      28.91
Russell 2000                          5.20      16.49

     As you can see,  it was  another  year where the  largest  companies  again
dominated the market's  returns.  The  narrowness of the advance is evident when
one  realizes  that just five stocks  provided all of the return of the S&P 500:
Intel, Microsoft, GE, Coke, and IBM. The other 495 companies underperformed,  in
the aggregate.
     Our returns were driven by solid results from our financial stocks, such as
Washington  Mutual  Savings  (+80%),  Orion  Capital  (+40%)  and  United  Asset
Management (+50%), and exceptional  returns from our technology holdings such as
Gateway Computer,  Inacom, Storage Technology, and Western Digital, all of which
doubled  over the  past  twelve  months.  These  were  offset  somewhat  by poor
performances  from holdings such as Somatix Therapy,  Physicians  Corporation of
America, and Players International, all of which declined over 40% in an up year
for the market.
     We do not know when the period of outperformance for the big companies will
end. Over the past 70 years  smaller  companies  have  returned  about 200 basis
points (100 basis points = 1%) more per year than large companies, but they have
substantially  underperformed in the past three years. The  underperformance was
especially  severe from May through November of this year, when small stocks (as
measured by the Russell 2000)  declined  about 2% while large  companies went up
15%. That 17 percentage  point  difference  was the largest ever recorded in the
almost 20 years since the Russell index was created.

+As measured by Lipper Analytical Services, Inc.

     Small stocks appear to offer better value than their bigger  brethren,  but
have lacked earnings momentum.  This has been a momentum driven market and small
stocks have suffered on a relative  basis.  A veteran trader  recently  remarked
that the one thing  he's  learned  in the  markets  is that no  matter  what the
valuation,  you have to own  Intel,  Microsoft,  GE,  and Coke if you  expect to
outperform.  When  this  kind  of  conviction  becomes  widespread,  even  among
knowledgeable market players, you are usually not too far from a reversal.
     After  almost 15 years  during  which the S&P 500 has  averaged  17.39% per
year,  bargains in big  companies  are rare and the  benefits of low  inflation,
steady  growth,  and high  corporate  profitability  have been well reflected in
today's  level of stock  prices.  The index  sells at about  17x 1997  estimated
earnings,  a level we  regard  as fair in an  extended  expansion  that has seen
earnings grow almost 20% per year on average.
     We are often  asked  what we think of the  market,  the  question  recently
seeming  to take on  greater  urgency  with the  strong  returns of the past few
years. Many people appear to have firm opinions about what is in store for 1997,
a position we find surprising  since no one is vouchsafed  privileged  access to
what the future holds.  There appears to be general  agreement that stock prices
are  elevated,   with  even  Fed  Chairman  Alan  Greenspan   wondering  whether
"irrational exuberance" may be affecting asset prices.
     The price  level of any  freely  functioning  market or of any stock is the
price at which  buyers and  sellers are evenly  balanced.  At any level of stock
prices,  you will find bulls and  bears,  though  the  decibel  count may differ
according to the emotional state of the protagonists.
     The short-term direction of stock prices is unknowable,  a "random walk" as
the professors like to say, but the long-term direction is clear: higher. People
always  seem  surprised  when the  stock  market is at an all time high and they
often fear a  correction  or worse.  But GDP is at an all time  high,  corporate
profits are at an all time high,  inflation has never been lower in the 6th year
of an expansion, monetary policy is stable, the deficit continues to decline and
is the smallest relative to our economy of any industrial  nation.  The surprise
would be if the market was not at an all time high.

2

<PAGE>
     We will not rehash  the  arguments  of the bears,  except to note that this
year the most commonly  cited  reasons for  pessimism  are based on  numerology:
years  ending in 7 have  historically  been bad years,  and years that are prime
numbers have been really bad (such as 1907,  1929,  1937,  and 1987).  Moreover,
after two great  years in a row,  the  market  usually  suffers,  having  fallen
two-thirds of the time after cumulative gains of 60% or more.
     Those who are often  bearish seem to us to suffer from  simultanagnosia,  a
disorder  in which one can pick out parts and  features of some  situation,  but
where one is unable to organize  them into a coherent or meaningful  whole.  The
long-range picture does not provide much support to the pessimists.
     Since 1870, real (i.e.,  after inflation)  returns in the stock market have
averaged 6.6% per year.  Over the past 70 years,  real returns have been over 7%
per year, and since 1982 they have been over 12% per year. We are six years into
an  expansion  that shows no signs of  ending,  but in which  profits  growth is
decelerating.
     Corporate profits growth was 15% in 1995, over 10% last year, and should be
between 5-10% this year.  Over long periods of time,  stock prices track profits
growth adjusted for changes in the price earnings multiple.  The P/E multiple is
driven  by  interest  rates,  which in turn are a  function  of  inflation.  The
disinflationary  trend  of the  past 15  years  is  well  recognized.  Core  CPI
inflation  was 2.6% last year and  should  be about  the same this  year.  It is
unlikely we are due for much more multiple  expansion unless interest rates fall
from current levels.
     This  means  the  central  tendency  of  stock  prices  in 1997  should  be
moderately  (5-10%) higher,  with perhaps above average  volatility as the bulls
and bears square off over the next economic  number or the next news item on the
tape.  If the Fed bumps  interest  rates higher to constrain  inflation,  we are
likely to see a  moderately  strong  sell-off;  or if long rates rise much above
present levels the market is also likely to come under some pressure.
     The  overall  picture  seems to be that it makes  sense to have  diminished
expectations relative to the returns achieved over the past two years. We remain
confident,  though,  that we will continue to generate acceptable returns and we
are committed to working diligently on your behalf.
     As always, we appreciate your support and welcome your comments.



                                                                Bill Miller, CFA


January 31, 1997
DJIA 6813.09

                                                                               3

<PAGE>
Performance Information
Legg Mason Special Investment Trust, Inc.

Total Return for One, Five, Ten Years and Life of Fund,
as of December 31, 1996

     The returns shown are based on  historical  results and are not intended to
indicate  future  performance.  The investment  return and principal value of an
investment  in the  fund  will  fluctuate  so that an  investor's  shares,  when
redeemed,  may be worth more or less than their  original  cost.  Average annual
returns tend to smooth out variations in the fund's return,  so they differ from
actual  year-to-year  results.  No adjustment has been made for any income taxes
payable by shareholders.
     The fund has two classes of shares:  Primary Class and Navigator Class. The
Navigator  Class,  offered only to certain  institutional  investors,  pays fund
expenses similar to those paid by the Primary Class, except that transfer agency
fees and shareholder servicing expenses are determined separately for each class
and the Navigator Class does not incur Rule 12b-1 distribution fees.
     Total returns as of December 31, 1996 were as follows:

                                Cumulative   Average Annual
                               Total Return   Total Return
- -----------------------------------------------------------
Primary Class:
  One Year                        +28.65%        +28.65%
  Five Years                      +95.24         +14.32
  Ten Years                      +289.33         +14.56
  Life of Class+                 +317.93         +13.87

Navigator Class:
  One Year                        +30.04%        +30.04%
  Life of Class++                 +60.52         +25.44


- -------------
 +Primary Class inception--December 30, 1985
++Navigator Class inception--December 1, 1994

Selected Portfolio Performance

      Biggest gainers for the 4th quarter 1996*
      -----------------------------------------------------
       1.Boomtown Inc.                              +112.1%
       2.Hollywood Park, Inc.                        +93.5%
       3.Western Digital Corporation                 +41.7%
       4.Conseco, Inc.                               +29.4%
       5.Storage Technology Corporation              +25.7%
       6.Calpine Corporation                         +25.0%
       7.Standard Federal Bancorporation             +24.3%
       8.Resource Mortgage Capital Corporation       +23.7%
       9.The Bear Stearns Companies Inc.             +19.9%
      10.Peoples Heritage Financial Group, Inc.      +19.8%

      Biggest laggers for the 4th quarter 1996*
      ---------------------------------------------------
       1. Somatix Therapy Corporation Warrants    -100.0%
       2. Players International, Inc.              -26.2%
       3. Bell & Howell Company                    -25.2%
       4. Somatix Therapy Corporation              -23.2%
       5. Madge Networks N.V.                      -21.8%
       6. Physician Corporation of America         -17.5%
       7. Cidco, Inc.                              -15.7%
       8. Mirage Resorts, Incorporated             -15.6%
       9. Grupo Financiero Serfin S.A. de C.V. ADR -13.2%
      10. Argyle Television, Inc.                  -12.9%

      * Securities held for the entire quarter.

Portfolio Changes

      Securities Added
      --------------------------
      Anchor Gaming
      Colt Telecom Group PLC
      Shoney's Inc.
      Ultrafem, Inc.

      Securities Sold
      --------------------------
      Stewart Enterprises, Inc.

4

<PAGE>
      Portfolio of Investments
      Legg Mason Special Investment Trust, Inc.
      December 31, 1996  (Unaudited)

      (Amounts in Thousands)                  Shares     Value
- --------------------------------------------------------------
Common Stocks and Equity Interests -- 97.7%
      Advertising -- 4.8%
      WPP Group P.L.C.                        10,200  $ 44,211
      WPP Group P.L.C. ADR                        89     3,821
                                                      --------
                                                        48,032
                                                      --------
      Apparel -- 0.2%
      Salant Corporation                         450     1,463(A)
                                                      --------
      Banking -- 2.6%
      Grupo Financiero Serfin S.A.
        de C.V. ADR                            1,313     5,414(A)
      Peoples Heritage Financial Group, Inc.     750    21,000
                                                      --------
                                                        26,414
                                                      --------
      Biotechnology -- 0.7%
      Somatix Therapy Corporation              1,980     6,559(A,B)
      Somatix Therapy Corporation Warrants       152         0(A,B)
                                                      --------
                                                         6,559
                                                      --------
      Broadcast Media -- 0.7%
      Argyle Television, Inc.                    267     6,542(A)
                                                      --------
      Computer Services and Systems-- 22.3%
      America Online, Inc.                     1,425    47,381(A)
      Bell & Howell Company                      353     8,377(A)
      Gateway 2000, Inc.                         500    26,781(A)
      InaCom Corp.                               765    30,600(A,B)
      Intergraph Corporation                     922     9,451(A)
      Madge Networks N.V.                      1,925    19,009(A)
      Storage Technology Corporation             900    42,863(A)
      Western Digital Corporation                700    39,813(A)
                                                      --------
                                                       224,275
                                                      --------
      Energy -- 2.8 %
      Calenergy, Inc.                            750    25,219(A)
      Calpine Corporation                        165     3,300(A)
                                                      --------
                                                        28,519
                                                      --------
      Entertainment -- 9.5%
      Anchor Gaming                              185     7,446(A)
      Boomtown Inc.                              900     7,875(A,B)
      Circus Circus Enterprises, Inc.            825    28,359(A)
      Hollywood Park, Inc.                     1,775    26,625(A,B)
      Mirage Resorts, Incorporated               548    11,846(A)
      Players International, Inc.              2,400    13,500(A,B)
                                                      --------
                                                        95,651
                                                      --------


      (Amounts in Thousands)                  Shares     Value
- --------------------------------------------------------------

      Finance -- 6.5%
      Federal National Mortgage Association      350  $ 13,038
      Mego Financial Corporation                 343     3,004(A,C)
      Mego Financial Corporation Warrants        300     2,265(A,C)
      The Bear Stearns Companies Inc.            525    14,634
      United Asset Management Corporation      1,238    32,962
                                                      --------
                                                        65,903
                                                      --------
      Food, Beverage and Tobacco -- 2.9%
      Cott Corporation Quebec                  4,100    29,725(B)
                                                      --------
      Health Care --  7.4%
      Magellan Health Services, Inc.             950    21,256(A)
      Physician Corporation of America         1,694    16,936(A)
      Sunrise Medical, Inc.                      817    12,975(A)
      Ultrafem, Inc.                             167     2,917(A)
      Value Health, Inc.                       1,041    20,305(A)
                                                      --------
                                                        74,389
                                                      --------
      Insurance -- 14.7%
      CMAC Investment Corporation                750    27,562
      Conseco, Inc.                              517    32,987
      Enhance Financial Services Group Inc.      550    20,075
      John Alden Financial Corp.                 975    18,038
      Orion Capital Corporation                  590    36,064
      PennCorp Financial Group, Inc.             354    12,751
                                                      --------
                                                       147,477
                                                      --------
      Manufacturing -- 2.1%
      Briggs & Stratton Corporation              227     9,988
      Danaher Corporation                        236    11,004
                                                      --------
                                                        20,992
                                                      --------
      Miscellaneous -- 0.2%
      Olsen & Associates AG                      300     2,241(A,C)
                                                      --------

                                                                               5

<PAGE>

    Portfolio of Investments--Continued
    Legg Mason Special Investment Trust, Inc.

      (Amounts in Thousands)                  Shares     Value
- --------------------------------------------------------------

      Real Estate -- 2.0%
      Resource Mortgage Capital Corporation      696  $ 20,436
                                                      --------
      Restaurants -- 0.7%
      Shoney's Inc.                            1,016     7,113(A)
                                                      --------
      Savings and Loan -- 6.9%
      Standard Federal Bancorporation            635    36,121
      Washington Mutual, Inc.                    770    33,351
                                                      --------
                                                        69,472
                                                      --------
      Specialized Services -- 2.1%
      CUC International, Inc.                    897    21,313(A)
                                                      --------
      Specialty Retail -- 7.3%
      Home Shopping Network, Inc.              1,498    35,587(A)
      Mac Frugal's Bargains o Close-outs Inc.  1,439    37,586(A,B)
                                                      --------
                                                        73,173
                                                      --------
      Telecommunications -- 1.3%
      Cidco, Inc.                                663    11,603
      Colt Telecom Group PLC                     100     1,925(A)
                                                      --------
                                                        13,528
                                                      --------
      Total Common Stocks and Equity
         Interests
         (Identified Cost-- $647,058)                  983,217
- --------------------------------------------------------------


                                          Principal
      (Amounts in Thousands)                Amount       Value
- --------------------------------------------------------------
Repurchase Agreement -- 2.4%
      Prudential Securities, Inc.
        7.15% dated 12-31-96, to be
        repurchased at $24,394 on
        1-2-97 (Collateral: $6,985
        Federal National Mortgage
        Association Mortgage-backed
        securities, 10% due 10/1/20,
        value $3,097 and $21,780
        Federal Home Loan Mortgage
        Corporation Mortgage-backed
        securities, 7.5% due 9-1-26,
        value $21,868)
        (Identified Cost-- $24,384)        $24,384  $   24,384
- ---------------------------------------------------------------

      Total Investments -- 100.1%
        (Identified Cost -- $671,442)                1,007,601
      Other Assets Less Liabilities -- (0.1)%           (1,002)
                                                    ----------
      Net assets -- 100.0%                           1,006,599
      Net asset value per share:
        Primary Class                                   $27.83
                                                        ======
        Navigator Class                                 $28.27
                                                        ======
(A) Non-income producing
(B) Affiliated  Companies--As  defined in the  Investment  Company Act of 1940
    an "Affiliated  Company"  represents  Fund  ownership  of  at  least  5%  of
    the outstanding voting securities of the issuer.
(C) Private placement

6




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