LEXINGTON RAMIREZ GLOBAL INCOME FUND
N-30D, 1999-03-01
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DEAR SHAREHOLDERS:
- --------------------------------------------------------------------------------
     The   Lexington   Ramirez   Global  Income  Fund  ended  1998  with  strong
performance.  The Fund  returned  6.53%* in the final quarter and ended the year
with a respectable 8.21%* total return.  Emerging market debt, particularly that
of Latin American borrowers,  was under pressure for much of the year reflecting
fiscal problems in Brazil and fears that Russia's  default would spill over onto
other borrowers. High yielding,  emerging market debt accounts for about half of
total Fund assets.  Fortunately,  a sizeable  portion of this  investment  is in
Eastern Europe, a region that so far has proven immune to investor credit fears.
Also,  large  investments  in Denmark,  Greece and the U.K. - markets with solid
double-digit gains last year - helped to lift our total return.

     While the Fund's broad  investment  exposure hurt its relative  performance
last year the benefits  become  clear once you step back a little.  For example,
over the last three years, the Fund has returned 8.8%* compounded annually.  Our
investment  strategy  stresses  diversification  which helps minimize the Fund's
price  volatility.  The share price ranged  between  $9.86 and $10.90 last year.
Income is the prime driver behind total return.

     We  divide  all  global  fixed  income  securities  into four  groups.  The
categories  reflect  whether the bonds are U.S.  dollar  denominated  or not and
whether borrowers are in developed  markets or emerging markets.  We then try to
pick the best values in each of these four segments.  Importantly,  however,  we
keep a balance between the sectors and this is what limits our price volatility.
Last year, we saw value in Europe,  outside the  Euro-currency  block.  The best
bets for 1999 may be domestic high yield  mortgage debt - which now trades 1,000
basis points cheaper than U.S. Treasury bonds - and emerging Asian debt. We will
be bolstering these holdings in the months ahead.

     Last year, investors who purchased long-term,  liquid, high-grade debt were
the winners. These securities performed well during a period which was marked by
a decline in interest  rates and  heightened  fears about  creditworthiness  and
liquidity.  We anticipate a very different  environment in the year ahead. It is
likely that the Russian debt default, the Long Term Capital Management bail-out,
and finally the launch of the Euro currency were watershed events which marked a
cyclical low in global developed market interest rates. In 1999, we think income
- -rather  than price  appreciation  - will be the dominant  factor  behind a bond
investor's total return.  Moreover,  a modest but persistent rise in bond yields
is probable  given the prospect of higher  inflation in the months  ahead.  Your
Fund is positioned to perform well in such an investment world.

     We wish to thank you for your continued support.

Sincerely,


/s/ Denis P. Jamison    /s/ Maria Fiorini Ramirez     /s/ Robert M. DeMichele
- --------------------    --------------------------    --------------------------
Denis P. Jamison        Maria Fiorini Ramirez        Robert M. DeMichele
Portfolio Manager       Portfolio Manager            President
February, 1999          February, 1999               February, 1999


                                       1


<PAGE>


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

            COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
                    LEXINGTON RAMIREZ GLOBAL INCOME FUND AND
                THE UNMANAGED LEHMAN BROTHERS GLOBAL BOND INDEX


[The following table represents a line graph in the printed report.]


       Year            Ramirez             LBGBI
==========================================================
     12/31/94          $10,000            $10,000
     6/30/95           $11,054            $11,503
     12/31/95          $12,010            $12,018
     6/30/96           $12,471            $11,913
     12/31/96          $13,611            $12,664
     6/30/97           $13,903            $12,464
     12/31/97          $14,291            $12,795
     6/30/98           $14,724            $13,248
     12/31/98          $15,464            $14,757



                                           AVERAGE ANNUAL STANDARD TOTAL RETURNS
                                               FOR THE PERIOD ENDED 12/31/98
          ----------------------------------------------------------------------
          FUND/INDEX                                   1 YEAR    Since Inception
                                                                   12/31/94
          ----------------------------------------------------------------------
          LEXINGTON RAMIREZ                    
          GLOBAL INCOME FUND                            8.21%       11.51%
          ----------------------------------------------------------------------
          LEHMAN BROTHERS 
          GLOBAL BOND FUND                             15.33%       10.22%
          ----------------------------------------------------------------------



*Prior to December  31, 1994,  the Fund  operated  under a different  investment
objective.

This graph,  prepared in  accordance  with SEC  regulations,  compares a $10,000
investment in the Fund with a similar  investment in the Lehman  Brothers Global
Bond  Index.  Results  for the Fund and the Lehman  Brothers  Global  Bond Index
include  the  reinvestment  of all  dividend  and  capital  gain  distributions.
Investment return and principal value of an investment will fluctuate so that an
investor's shares when redeemed may be worth more or less than at their original
cost.  Total return   represents  past  performance  and it is not predictive of
future results.

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





* 8.21%, 7.65% and 7.96% are the one, five and ten year average annual standard
total returns, respectively, for the period ended December 31, 1998. Prior to
December 31, 1994, the Fund operated under a different name and investment
objective. Investment return and principal value of an investment will
fluctuate so that an investor's shares, when redeemed, may be worth more or
less than at their original cost. Total return represents past performance and
is not predictive of future results.


                                       2


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
December 31, 1998


     PRINCIPAL
      AMOUNT                                                         VALUE
     OR SHARES                        SECURITY                      (NOTE 1)
- ------------------------------------------------------------------------------
                     LONG-TERM DEBENTURES: 91.8%
                     GOVERNMENT OBLIGATIONS: 54.6%
                     ARGENTINA: 5.5%
$ 2,200,000          Republic of Argentina,
                     9.75%, due 09/19/27 .....................   $1,988,849
                                                                 ----------
                     BRAZIL: 3.9%
  2,355,240          Republic of Brazil, "C" Bond,
                     5.00%, due 04/15/14 .....................    1,413,144
                                                                 ----------
                     DOMINICAN REPUBLIC: 2.2%
  1,200,000          Central Bank of Dominican Republic,
                     Floating Rate Note,
                     6.625%, due 08/30/24 ....................      798,000
                                                                 ----------
                     ECUADOR: 1.6%
  1,100,000          Government of Ecuador,
                     Floating Rate Note,
                     6.625%, due 02/28/25 ....................      580,250
                                                                 ----------
                     GREECE: 10.2%
500,000,000 *        Hellenic Republic,
                     9.80%, due 03/21/00 .....................    1,780,952
310,000,000 *        Hellenic Republic,
                     Floating Rate Note,
                     13.10%, due 10/23/03 ....................    1,136,867
200,000,000 *        Hellenic Republic,
                     8.80%, due 06/19/07 .....................      796,667
                                                                 ----------
                                                                  3,714,486
                                                                 ----------
                     HUNGARY: 5.3%
200,000,000*         Government of Hungary,
                     21.00%, due 10/24/99 ....................      964,938
200,000,000*         Government of Hungary,
                     16.00%, due 11/24/00 ....................      950,352
                                                                 ----------
                                                                  1,915,290
                                                                 ----------
                     KOREA: 2.8%
  1,000,000          Republic of Korea,
                     8.75%, due 04/15/03 .....................    1,021,080
                                                                 ----------
                     MEXICO: 2.1%
  1,000,000          United Mexican States,
                     6.25%, due 12/31/19 .....................      775,000
  1,000,000          United Mexican States (Rights) ..........            -
                                                                 ----------
                                                                    775,000
                                                                 ----------
                     NORWAY: 3.7%
10,000,000 *         Government of Norway,
                     7.00%, due 05/31/01 .....................    1,345,363
                                                                 ----------
                     PHILIPPINES: 2.9%
40,000,000 *         Republic of the Philippines,
                     18.50%, due 05/07/00 ....................    1,055,929
                                                                 ----------

   PRINCIPAL                                               VALUE
     AMOUNT                    SECURITY                   (NOTE 1)
===============   ==================================   =============
                  POLAND: 6.8%
4,500,000*        Government of Poland,
                  12.00%, due 06/12/01 .............   $1,296,137
4,000,000*        Government of Poland,
                  12.00%, due 02/12/03 .............    1,175,745
                                                       ----------
                                                        2,471,882
                                                       ----------
                  SOUTH AFRICA: 2.5%
5,100,000*        Electricity Supply Commission
                  (ESKOM),
                  11.00%, due 06/01/08 .............      645,793
2,000,000*        Republic of South Africa,
                  12.00%, due 02/28/05 .............      288,546
                                                       ----------
                                                          934,339
                                                       ----------
                  UNITED KINGDOM: 4.6%
1,000,000 *       Government of United Kingdom
                  Treasury Bond,
                  6.00%, due 08/10/99 ..............    1,669,564
                                                       ----------
                  UNITED STATES: 0.5%
$ 300,000         U.S. Strip Bond,
                  0.00%, due 11/15/08 ..............      184,689
                                                       ----------
                  TOTAL GOVERNMENT OBLIGATIONS
                  (cost $20,905,790)................   19,867,865
                                                       ----------
                  CORPORATE BONDS: 37.2%
                  ARGENTINA: 2.5%
1,000,000         Compagnie De Radiocomunicaciones
                  Moviles SA,
                  9.25%, due 05/08/081,2 ...........      905,169
                                                       ----------
                  CANADA: 0.9%
  500,000*        Rogers Communications, Inc.,
                  10.50%, due 02/14/06 .............      344,251
                                                       ----------
                  CZECH REPUBLIC: 4.0%
12,500,000 *      CEZ, A.S.,
                  11.30%, due 06/06/05 .............      422,201
30,000,000 *      International Finance Corporation,
                  24.00%, due 10/12/99 .............    1,039,207
                                                       ----------
                                                        1,461,408
                                                       ----------
                  DENMARK: 9.8%
3,482,000 *       Danske Kredit,
                  6.00%, due 10/01/29 ..............      534,527
4,900,000 *       Nykredit A/S,
                  6.00%, due 10/01/29 ..............      755,671
4,700,000 *       Realkredit Danmark A/S,
                   6.00%, due 10/01/29 .............      724,088
9,995,000 *       Unikredit Realkredit,
                   6.00%, due 10/01/29 .............    1,532,462
                                                       ----------
                                                        3,546,748
                                                       ----------

                                       3


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
December 31, 1998 (continued)


  PRINCIPAL                                               VALUE
    AMOUNT                    SECURITY                   (NOTE 1)
============= ======================================= =============
              CORPORATE BONDS (CONTINUED):
              DOMINICAN REPUBLIC: 3.4%
 $1,500,000   Tricom, S.A.,
              11.375%, due 09/01/04 .................  $ 1,233,750
                                                       -----------
              MEXICO: 3.0%
  1,000,000   Cemex SA,
              12.75%, due 07/15/06 ..................    1,101,350
                                                       -----------
              UNITED STATES: 13.6%
    564,778   ABN-AMRO Mortgage Corporation,
              Series 1998-1, Class B4,
              6.7079%, due 04/25/281 ................      367,635
    561,608   BA Mortgage Securities, Inc.,
              Series 1997-2, Class B4,
              7.25%, due 10/25/271 ..................      333,630
  1,000,000   Chiquita Brands International Inc.,
              10.25%, due 11/01/06 ..................    1,042,500
    950,000   Clark Materials Handling Company,
              Senior Note, Series D,
              10.75%, due 11/15/06 ..................      983,250
    186,344   DLJ Mortgage Acceptance Corporation,
              Series 1996-I, Class B4,
              7.25%, due 09/25/111, 2 ...............      144,183
    925,926   Norwest Asset Securities Corporation,
                Series 1997-6, Class B4,
              7.50%, due 05/25/271,2 ................      605,613
    692,808   PNC Mortgage Securities Corporation,
              Series 1997-5, Class B5,
              7.25%, due 10/25/271,2 ................      452,274
    694,774   PNC Mortgage Securities Corporation,
              Series 1998-2, Class VB5,
              6.625%, due 03/25/281,2 ...............      424,464
  1,498,836   PNC Mortgage Securities Corporation,
              Series 1998-11, Class 1B6,
              6.50%, due 11/25/281,2 ................      326,465
    300,147   Residential Asset Securitization Trust,
              Series 1997-A6, Class B4,
              7.25%, due 09/25/121,2 ................      279,043
                                                       -----------
                                                         4,959,057
                                                       -----------
              TOTAL CORPORATE BONDS
              (cost $13,983,516).....................   13,551,733
                                                       -----------
              TOTAL LONG-TERM DEBENTURES
              (cost $34,889,306).....................   33,419,598
                                                       -----------

                    SHORT-TERM INVESTMENTS: 5.6%
                    TURKEY: 4.0%
 600,000,000,000*   Government of Turkey Treasury Bills,
                    0.00%, due 05/05/99 ....................  $ 1,443,309
                                                              -----------
                    UNITED STATES: 1.6%
$  600,000          U.S. Treasury Bills,
                    4.25%, due 02/04/99 ....................      597,591
                                                              -----------
                    TOTAL SHORT-TERM INVESTMENTS
                    (cost $2,160,833).......................    2,040,900
                                                              -----------
                    TOTAL INVESTMENTS: 97.4%
                    (cost $37,050,139+) (Note 1)............   35,460,498
                    Other assets in excess of
                    liabilities: 2.6% ......................      946,064
                                                              -----------
                    TOTAL NET ASSETS: 100.0%
                    (equivalent to $10.36 per share on
                    3,512,625 shares outstanding) ..........  $36,406,562
                                                              ===========

 * Principal amount represents local currency.
 1 Restricted Security (Note 8).
 2 Illiquid Security (Note 9).
 + Aggregate cost for Federal income tax purposes is $37,050,269.


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

                                       4


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
STATEMENT OF ASSETS AND LIABILITIES
December 31, 1998


<TABLE>
<S>                                                                                       <C>
ASSETS
Investments, at value (cost $37,050,139) (Note 1)......................................   $35,460,498
Cash ..................................................................................        14,041
Receivable for shares sold ............................................................        30,411
Interest receivable ...................................................................     1,161,672
                                                                                          -----------
    Total Assets ......................................................................    36,666,622
                                                                                          -----------
LIABILITIES
Due to Lexington Management Corporation (Note 2) ......................................        40,627
Payable for shares redeemed ...........................................................        10,076
Distributions payable .................................................................       161,892
Accrued expenses ......................................................................        47,465
                                                                                          -----------
    Total Liabilities .................................................................       260,060
                                                                                          -----------
NET ASSETS (equivalent to $10.36 per share on
 3,512,625 shares outstanding) (Note 4) ...............................................   $36,406,562
                                                                                          ===========
NET ASSETS consist of:
Additional paid-in capital (Note 1) ...................................................   $37,956,461
Distributions in excess of net investment income (Note 1) .............................      (134,882)
Accumulated net realized gain on investments and foreign currency transactions
 (Note 1) .............................................................................       162,854
Unrealized depreciation of investments and foreign currency translation of other assets
 and liabilities ......................................................................    (1,577,871)
                                                                                          -----------
    TOTAL NET ASSETS ..................................................................   $36,406,562
                                                                                          ===========
</TABLE>

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

                                       5


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
STATEMENT OF OPERATIONS
Year ended December 31, 1998



<TABLE>
<S>                                                                        <C>               <C>
INVESTMENT INCOME
Interest ...............................................................    $  4,219,398
Less: foreign tax expense ..............................................         123,887
                                                                            ------------
 Total investment income ...............................................                      $  4,095,511
 
EXPENSES
 Investment advisory fee (Note 2) ......................................         317,877
 Distribution expenses (Note 3) ........................................          49,456
 Transfer agent and shareholder servicing expenses (Note 2) ............          40,051
 Custodian expenses ....................................................          38,959
 Printing and mailing expenses .........................................          36,168
 Professional fees .....................................................          35,316
 Accounting expenses (Note 2) ..........................................          22,214
 Registration fees .....................................................          19,947
 Directors' fees and expenses ..........................................          17,433
 Computer processing fees ..............................................           8,417
 Other expenses ........................................................          16,311
                                                                            ------------
  Total expenses. ......................................................         602,149
  Less: expenses recovered under contract with
   investment adviser (Note 2) .........................................         125,346           476,803
                                                                            ------------      ------------
 
  Net investment income. ...............................................                         3,618,708
 
REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS (NOTE 5)
 Net realized gain (loss) on:
  Investments ..........................................................         690,546
  Foreign currency transactions ........................................        (847,222)
                                                                            ------------
   Net realized loss ...................................................                          (156,676)
 
 Net change in unrealized depreciation on:
  Investments ..........................................................      (1,138,403)
  Foreign currency translation of other assets and liabilities .........          (3,093)
                                                                            ------------
   Net change in unrealized depreciation ...............................                        (1,141,496)
                                                                                              ------------
     Net realized and unrealized loss ..................................                        (1,298,172)
                                                                                              ------------
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS .......................                      $  2,320,536
                                                                                              ============

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

                                       6


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
STATEMENTS OF CHANGES IN NET ASSETS
Years ended December 31, 1998 and 1997
 

                                                                                   1998              1997
                                                                               ------------      ------------
Net investment income .....................................................    $  3,618,708      $  2,052,118
Net realized gain (loss) from investments and foreign currency
  transactions ............................................................        (156,676)           94,293
Net change in unrealized depreciation of investments and foreign
  currency translation ....................................................      (1,141,496)       (1,154,451)
                                                                               ------------      ------------
   Increase in net assets resulting from operations .......................       2,320,536           991,960
Distributions to shareholders from net investment income (Note 1) .........      (2,758,226)       (1,746,581)
Distributions to shareholders from net realized gains from
  security transactions (Note 1) ..........................................        (624,804)         (556,566)
Increase (decrease) in net assets from capital share
  transactions (Note 4) ...................................................      13,801,323        (4,130,900)
                                                                               ------------      ------------
   Net increase (decrease) in net assets ..................................      12,738,829        (5,442,087)
NET ASSETS:
 Beginning of period ......................................................      23,667,733        29,109,820
                                                                               ------------      ------------
 End of period (including distributions in excess of net investment
  income of $134,882 and $148,142 in 1998 and 1997,
  respectively) ...........................................................    $ 36,406,562      $ 23,667,733
                                                                               ============      ============
</TABLE>

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

                                       7


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
NOTES TO FINANCIAL STATEMENTS
December 31, 1998 and 1997

1. SIGNIFICANT ACCOUNTING POLICIES
Lexington Ramirez Global Income Fund (the "Fund") is an open-end non-diversified
management  investment  company  registered under the Investment  Company Act of
1940,  as  amended.  The Fund's  investment  objective  is to seek high  current
income.  Capital  appreciation  is a secondary  objective.  The  following  is a
summary  of  significant  accounting  policies  followed  by  the  Fund  in  the
preparation of its financial statements:

     INVESTMENTS  Securities  transactions  are  accounted  for on a trade  date
basis.  Realized gains and losses from investment  transactions  are reported on
the  identified  cost basis.  Long-term  debt  obligations  held by the Fund are
valued  at the mean of  representative  quoted  bid and  asked  prices  for such
securities  or, if such prices are not  available,  at prices for  securities of
comparable maturity,  quality and type; however,  when LMC deems it appropriate,
prices  obtained  for the day of valuation  from a bond pricing  service will be
used. Short-term debt investments are amortized to maturity based on their cost,
adjusted for foreign exchange  translation.  Equity securities are valued at the
last sale  price on the  exchange,  as of the close of  business  on the day the
securities are being valued. In the absence of any sales,  securities are valued
at the mean of the last available bid and asked prices. Securities traded on the
over-the-counter  market are valued at the mean between the last current bid and
asked prices.  Securities for which market  quotations are not readily available
and other assets are valued by Fund management in good faith under the direction
of the Fund's Board of Directors.  All investments  quoted in foreign currencies
are valued in U.S. dollars on the basis of the foreign  currency  exchange rates
prevailing  at the close of  business.  Dividend  income  and  distributions  to
shareholders are recorded on the ex-dividend date. Interest income, adjusted for
amortization of premiums and accretion of discounts, is accrued as earned.

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

     The Fund authorizes its custodian to place and maintain debt obligations in
a segregated account of the Fund having a value equal to the aggregate amount of
the Fund's  commitments  under forward foreign currency  contracts  entered into
with respect to position  hedges.  At December 31, 1998, the Fund had no forward
foreign currency contracts outstanding.

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


                                       8


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
NOTES TO FINANCIAL STATEMENTS
December 31, 1998 and 1997 (continued)

1. SIGNIFICANT ACCOUNTING POLICIES (continued)

     DISTRIBUTIONS  Dividends from net investment  income are normally  declared
and paid  quarterly and dividends  from net realized  capital gains are normally
declared and paid annually.  However,  the Fund may make distributions on a more
frequent  basis to comply with the  distribution  requirements  of the  Internal
Revenue Code. The character of income and gains to be distributed are determined
in  accordance  with  income  tax  regulations  that may differ  from  generally
accepted accounting  principles.  At December 31, 1998,  reclassifications  were
made to the Fund's capital accounts to reflect  permanent  book/tax  differences
and income and gains available for  distribution  under income tax  regulations.
Net  investment  income,  net realized gains and net assets were not affected by
this change.

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

2. INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATE
The Fund pays an  investment  advisory fee to Lexington  Management  Corporation
("LMC") at an annual rate of 1.00% of the Fund's  average  daily net assets.  In
connection with providing  investment advisory services,  LMC has entered into a
sub-advisory  contract with MFR Advisors  Inc.  ("MFR") under which MFR provides
the Fund  with  investment  management  services.  Pursuant  to the terms of the
sub-advisory  contract between LMC and MFR, LMC pays MFR a monthly  sub-advisory
fee at the annual rate of 0.35% of the Fund's average daily net assets in excess
of $15 million. For 1998, LMC has voluntarily agreed to limit the total expenses
of the Fund (including management fee, but excluding interest,  taxes, brokerage
commissions and extraordinary expenses) to an annual rate of 1.50% of the Fund's
average daily net assets.  Total  reimbursement  was $125,346 for the year ended
December 31, 1998, and is set forth in the statement of operations.

     The Fund  reimburses  LMC for certain  expenses,  including  accounting and
shareholder servicing costs of $49,851, which are incurred by the Fund, but paid
by LMC.

3. DISTRIBUTION PLAN
The Fund has adopted a Distribution  Plan (the "Plan") which allows  payments to
finance  activities  associated with the distribution of the Fund's shares.  The
Plan provides that the Fund may pay distribution fees on a reimbursement  basis,
including  payments to Lexington Funds  Distributor,  Inc.  ("LFD"),  the Fund's
distributor,  in amounts  not  exceeding  0.25% per annum of the Fund's  average
daily net assets.  Total  distribution  expenses for the year ended December 31,
1998, were $49,456 and are set forth in the statement of operations.


                                       9


<PAGE>

LEXINGTON RAMIREZ GLOBAL INCOME FUND
NOTES TO FINANCIAL STATEMENTS
December 31, 1998 and 1997 (continued)

4. CAPITAL STOCK

Transactions in capital stock were as follows:



<TABLE>
<CAPTION>
                                                                                     Year ended
                                                               December 31, 1998                    December 31, 1997
                                                       ----------------------------------   ----------------------------------
                                                            Shares            Amount             Shares            Amount
                                                       ---------------   ----------------   ---------------   ----------------
<S>                                                    <C>               <C>                <C>               <C>
Shares sold ........................................       2,249,211      $  24,156,657         1,230,549      $  13,579,416
Shares issued on reinvestment of dividends .........         290,497          3,013,322           259,657          2,825,735
                                                           ---------      -------------         ---------      -------------
                                                           2,539,708         27,169,979         1,490,206         16,405,151
Shares redeemed ....................................      (1,263,118)       (13,368,656)       (1,848,616)       (20,536,051)
                                                          ----------      -------------        ----------      -------------
Net increase (decrease) ............................       1,276,590      $  13,801,323          (358,410)     $  (4,130,900)
                                                          ==========      =============        ==========      =============
</TABLE>

5. INVESTMENT TRANSACTIONS
The cost of purchases and proceeds  from sales of securities  for the year ended
December  31,  1998,  excluding  short-term  securities,  were  $27,022,134  and
$13,521,199, respectively.

     At December 31, 1998, the aggregate gross  unrealized  appreciation for all
securities  in which  there is an  excess  of value  over tax cost  amounted  to
$1,121,253 and aggregate  gross  unrealized  depreciation  for all securities in
which there is an excess of tax cost over value amounted to $2,711,024.

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

In addition to the risks described above, risks may arise from forward foreign
currency contracts as a result of the potential inability of counterparties to
meet the terms of their contracts.

7. OPTION CONTRACTS
When the Fund writes a call option,  an amount equal to the premium  received by
the Fund is  recorded  as a  liability,  the value of which is  marked-to-market
daily.  When a written  option  expires,  the Fund  realizes a gain equal to the
amount of the premium  received.  When the Fund  enters into a closing  purchase
transaction,  the Fund  realizes  a gain  (or  loss if the  cost of the  closing
purchase  transaction  exceeds  the premium  received  when the option was sold)
without regard to any unrealized  gain or loss on the underlying  security,  and
the liability  related to such option is eliminated.  When a written call option
is  exercised,  the cost of the  security  sold will be decreased by the premium
originally received.  The risk in writing a covered call option is that the Fund
gives up the  opportunity  to  participate  in any  increase in the price of the
underlying security beyond the exercise price.


                                       10

<PAGE>

LEXINGTON RAMIREZ GLOBAL INCOME FUND
NOTES TO FINANCIAL STATEMENTS
December 31, 1998 and 1997 (continued)

7. OPTION CONTRACTS (continued)

The following written call option transactions occurred during the year ended
December 31, 1998:



<TABLE>
<CAPTION>
                                                                                    Number of
                                                                      Premiums      Contracts
                                                                    ------------   ----------
<S>                                                                 <C>            <C>
Options written, outstanding at December 31, 1997 ...............     $ 42,218       1
Options written during the year ended December 31, 1998 .........       94,645       3
Options exercised ...............................................      (65,611)     (2)
Options expired .................................................      (71,252)     (2)
                                                                      --------     ----
Options written, outstanding at December 31, 1998 ...............     $   --        --
                                                                      ========     ====
</TABLE>

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



<TABLE>
<CAPTION>
                                                Acquisition      Principal        Market       Percent of
                  Security                          Date          Amount          Value        Net Assets
- --------------------------------------------   -------------   ------------   -------------   -----------
<S>                                            <C>             <C>            <C>             <C>
ABN-AMRO Mortgage Corporation,
 Series 1998-1, Class B4,
 6.7079%, due 04/25/28 .....................      03/05/98      $  564,778     $  367,635         1.01%
BA Mortgage Securities, Inc.,
 Series 1997-2, Class B4,
 7.25%, due 10/25/27 .......................      12/17/97         561,608        333,630         0.91
Compagnie De Radiocomunicaciones Moviles SA,
 9.25%, due 05/08/08 .......................      06/26/98       1,000,000        905,169         2.49
DLJ Mortgage Acceptance Corporation,
 Series 1996-I, Class B4,
 7.25%, due 09/25/11 .......................      10/25/96         186,344        144,183         0.40
Norwest Asset Securities Corporation,
 Series 1997-6, Class B4,
 7.50%, due 05/25/27 .......................      03/21/97         925,926        605,613         1.66
PNC Mortgage Securities Corporation,
 Series 1997-5, Class B5,
 7.25%, due 10/25/27 .......................      09/11/97         692,808        452,274         1.24
PNC Mortgage Securities Corporation,
 Series 1998-2, Class VB5,
 6.625%, due 03/25/28 ......................      03/30/98         694,774        424,464         1.16
PNC Mortgage Securities Corporation,
 Series 1998-11, Class 1B6,
 6.50%, due 11/25/28 .......................      10/23/98       1,498,836        326,465         0.90
Residential Asset Securitization Trust,
 Series 1997-A6, Class B4,
 7.25%, due 09/25/12 .......................      07/31/97         300,147        279,043         0.77
                                                                               ----------        -----
                                                                               $3,838,476        10.54%
                                                                               ==========        =====
</TABLE>

                                       11


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
NOTES TO FINANCIAL STATEMENTS
December 31, 1998 and 1997 (continued)

9. ILLIQUID SECURITIES
Pursuant to guidelines  adopted by the Fund's Board of Directors,  the following
securities are deemed to be illiquid.  The Fund currently  limits  investment in
illiquid securities to 15% of the Fund's net assets, at market value.



<TABLE>
<CAPTION>
                                                Acquisition      Principal         Market       Percent of
                  Security                          Date           Amount          Value        Net Assets
- --------------------------------------------   -------------   -------------   -------------   -----------
<S>                                            <C>             <C>             <C>             <C>
Compagnie De Radiocomunicaciones Moviles SA,
 9.25%, due 05/08/08 .......................      06/26/98      $1,000,000      $  905,169         2.49%
DLJ Mortgage Acceptance Corporation,
 Series 1996-I, Class B4,
 7.25%, due 09/25/11 .......................      10/25/96         186,344         144,183         0.40
Norwest Asset Securities Corporation,
 Series 1997-6, Class B4,
 7.50%, due 05/25/27 .......................      03/21/97         925,926         605,613         1.66
PNC Mortgage Securities Corporation,
 Series 1997-5, Class B5,
 7.25%, due 10/25/27 .......................      09/11/97         692,808         452,274         1.24
PNC Mortgage Securities Corporation,
 Series 1998-2, Class VB5,
 6.625%, due 03/25/28 ......................      03/30/98         694,774         424,464         1.16
PNC Mortgage Securities Corporation,
 Series 1998-11, Class 1B6,
 6.50%, due 11/25/28 .......................      10/23/98       1,498,836         326,465         0.90
Residential Asset Securitization Trust,
 Series 1997-A6, Class B4,
 7.25%, due 09/25/12 .......................      07/31/97         300,147         279,043         0.77
                                                                                ----------         ----
                                                                                $3,137,211         8.62%
                                                                                ==========         ====
</TABLE>

10. TAX INFORMATION (UNAUDITED)
The following tax information represents the designation of various tax benefits
relating to the year ended December 31, 1998:

Net foreign  source  income  received by the Fund from  sources  within  foreign
countries   and   possessions   of  the  United  States  was  $.9552  per  share
(representing  a total of $3,225,699).  The total amount of  "qualifying"  taxes
paid by the Fund to such countries was $.0356 per share (representing a total of
$120,105).


The percentage of ordinary  income  distributions  paid by the Fund derived from
agency and direct obligations of the United States government were as follows:

      U.S. Treasury...............................................  0.95%
      Federal Home Loan Bank......................................  0.09
      Federal Home Loan Mortgage Corporation......................  0.30


The Fund designates $398,626, whether taken in shares or cash, as 20% long-term
capital gain distributions.


                                       12


<PAGE>


LEXINGTON RAMIREZ GLOBAL INCOME FUND
FINANCIAL HIGHLIGHTS
 
Selected per share data for a share outstanding throughout the period:


<TABLE>
<CAPTION>
                                                                           Year ended December 31,
                                                         -----------------------------------------------------------
                                                             1998        1997        1996       1995        1994
                                                         ----------- ----------- ----------- ---------- ------------
<S>                                                      <C>         <C>         <C>         <C>        <C>
Net asset value, beginning of period ...................   $ 10.58      $11.22      $10.75     $ 9.80      $ 10.95
                                                           -------      ------      ------     ------      -------
Income (loss) from investment operations:
 Net investment income .................................      0.90        1.04        1.01       0.96         0.46
 Net realized and unrealized gain (loss) from
  investments and foreign currency
   transactions ........................................     (0.07)      (0.50)       0.36       0.95        (1.16)
                                                            ------     -------      ------     ------      -------
Total income (loss) from investment operations .........      0.83        0.54        1.37       1.91        (0.70)
                                                            ------     -------      ------     ------      -------
Less distributions:
 Distributions from net investment income ..............    ( 0.87)      (0.91)      (0.86)     (0.96)       (0.45)
 Distributions from net realized gains .................    ( 0.18)      (0.27)      (0.04)        --           --
                                                            ------     -------      ------     ------      ------
Total distributions ....................................    ( 1.05)      (1.18)      (0.90)     (0.96)       (0.45)
                                                           -------     -------      ------     ------      -------
Net asset value, end of period .........................   $ 10.36     $ 10.58      $11.22     $10.75      $  9.80
                                                           =======     =======      ======     ======      =======
Total return ...........................................      8.21%      5.00%      13.33%      20.10%     (6.52)%
Ratio to average net assets:
 Expenses, before reimbursement or waivers .............      1.89%      2.17%       2.33%       3.07%       1.80%
 Expenses, net of reimbursement or waivers .............      1.50%      1.50%       1.50%       2.75%       1.50%
 Net investment income,
  before reimbursement or waivers ......................     10.99%      8.99%       9.49%       9.48%       4.18%
 Net investment income .................................     11.38%      9.66%      10.32%       9.80%       4.48%
Portfolio turnover .....................................     45.26%    117.94%      71.83%     164.72%      10.20%
Net assets, end of period (000's omitted) ..............    $36,407   $ 23,668     $29,110    $ 12,255    $ 10,351
</TABLE>


                                       13


<PAGE>


INDEPENDENT AUDITORS' REPORT

The Board of Trustees and Shareholders
Lexington Ramirez Global Income Fund:


     We have audited the  accompanying  statement of net assets  (including  the
portfolio of investments) and assets and liabilities of Lexington Ramirez Global
Income Fund as of December 31, 1998, and the related statement of operations for
the year ended, the statements of changes in net assets for each of the years in
the  two-year  period then ended and the  financial  highlights  for each of the
years in the  five-year  period  then  ended.  These  financial  statements  and
financial  highlights  are the  responsibility  of the  Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audits.

     We conducted  our audits in accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements and financial  highlights.  Our procedures  included  confirmation of
securities  owned as of December 31, 1998 by  correspondence  with the custodian
and brokers. 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,  the financial statements and financial highlights referred
to above present fairly,  in all material  respects,  the financial  position of
Lexington Ramirez Global Income Fund as of December 31, 1998, the results of its
operations  for the year then  ended,  the changes in its 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,  in  conformity  with
generally accepted accounting principles.





                                                            KPMG LLP


New York, New York
February 8, 1999

                                       14


<PAGE>


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


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

                                   --------

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

                                   --------

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

                                    --------

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

                                   --------

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

                                   --------

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

                                   --------

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

The Lexington Group of
No Load Investment Companies

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

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

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

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

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

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

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

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

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

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

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

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

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

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

*Redemptions  on shares of Lexington  Troika Dialog Russia Fund,  Inc. held less
than 365 days are subject to a redemption fee of 2% of the redemption proceeds.


                                       15


<PAGE>


LEXINGTON
RAMIREZ GLOBAL INCOME FUND


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

SUB-ADVISER
- --------------------------------------------------------------------------------
MFR ADVISORS, INC.
1 Liberty Plaza
46th Floor
165 Broadway
New York, New York 10006

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


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

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

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

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


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

                         ==============================
                                    LEXINGTON
                         ==============================


                               [GRAPHIC OMITTED]


                                    LEXINGTON
                                     RAMIREZ
                                     GLOBAL
                                     INCOME
                                      FUND

                         ------------------------------
                           Seeks high current income.
                           The appreciation of Capital
                            is a secondary objective

                         ------------------------------
                                  ANNUAL REPORT
                                DECEMBER 31, 1998

                               The Lexington Group
                                   of NO LOAD
                              Investment Companies




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