BULL & BEAR FUNDS I INC
N-30D, 1996-09-24
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<PAGE>
 
                                                                 August 15, 1996
 
Fellow Shareowners:
 
  We are pleased to report that the Bull & Bear U.S. and Overseas Fund achieved
a total return of +5.62% for the first six months of 1996, versus +5.88% for the
Dow Jones Global World Index and +11.17% for the Lipper Global Fund Index. This
compares with the Fund's total return for 1995 of +25.11%, versus +17.53 for the
Dow Jones Global World Index and +14.02 for the Lipper Global Fund Index.
 
  As the year began, the U.S. stock market was buoyed by favorable corporate
earnings, lower interest rates, and record net sales of equity funds. With
prospects for moderate U.S. growth in 1996 and low inflation, as well as
economic recoveries in Europe, Japan and Latin America, stock markets around the
world moved higher. Particular strength occurred early in the year in emerging
markets while more moderate gains were achieved in established markets.
 
  As concern developed in the second quarter as to the sustainability of
non-inflationary U.S. growth, foreign securities markets in general began to
outperform U.S. markets with dramatic moves in a number of Eastern European,
Mid-Eastern and several Pacific Rim countries. Stock markets in continental
Europe and several Scandinavian countries also began to improve relative to the
U.S. market, based on what was considered more sustainable economic progress and
by a weakening dollar late in the quarter. Japanese equities surged late in the
quarter, also reflecting dollar weakness and hopes for a stronger economic
performance. However, other Pacific Rim markets tied to the U.S. dollar
languished where the inflation outlook and potentially restrictive fiscal
measures became a concern. Political developments in Argentina and Brazil began
to have a negative impact on those markets where earlier gains had been
significant.
 
  On July 5th, the U.S. government reported another strong employment gain, with
the unemployment rate falling to 5.3%, and a significant surge in monthly wage
income. This news sent U.S. bond and equity markets down sharply. Domestic
markets feared that wage pressure would lead to immediate monetary tightening by
the Federal Reserve, which would in
 
<PAGE>
 
turn put pressure on corporate profit margins. Concern arose also that higher
interest rates and subsequently lower growth would negatively affect interest
rate policies and growth around the world. U.S. market weakness was followed
closely by weakness in foreign markets. On July 16th, climactic selling pushed
the Dow Jones Industrial Average down more than 167 points and the Nasdaq
composite almost 52 points intraday on huge volume before markets began to
rally. Less dramatic but correspondingly weak performances were recorded by most
foreign stock market averages.
 
  We believe that we have essentially seen the U.S. stock market correction low
for the year. While further testing periods may occur, we do not foresee
underlying economic trends sustaining the level of bearishness currently
affecting stock prices in the U.S. or in many other areas of the world. While we
would avoid those foreign markets and stock market sectors caught up in
speculative fervor earlier in the year, we view the presently depressed period
as an opportunity for solid gains over the balance of the year and into 1997.
 
  We expect a more benign economic backdrop and see this as an attractive time
to add to your investment. With respect to achieving your long range financial
goals, we continue to favor building your account on a regular basis, which can
be done safely, automatically and conveniently through the Bull & Bear Bank
Transfer Plan, the Bull & Bear Salary Investing Plan and the Bull & Bear
Government Direct Deposit Plan. For information on any of these free services,
simply give us a call and we will help you get started.
 
  If you have any questions or would like information on any of the Bull & Bear
Funds, the Bull & Bear No-Fee IRA/(R)/ or opening a discount brokerage account
at Bull & Bear Securities, where you can earn American Airlines/(R)/
AAdvantage/(R)/ miles on every trade, we would be very pleased to hear from you.
Just call 1-800-847-4200, and an Investor Service Representative will be glad to
assist you, as always, without any obligation on your part.
 
 
                            Sincerely,
 
[SIGNATURE OF ROBERT D. ANDERSON]        [SIGNATURE OF BRETT B. SNEED]
 
Robert D. Anderson                       Brett B. Sneed, CFA
Vice Chairman                            Senior Vice President
                                         Portfolio Manager
 
 
 
                                       2
 
<PAGE>
 
[LOGO OF BULL & BEAR APPEARS HERE]
 
 
<TABLE>
<CAPTION>
<S>                     <C>                             <C>
- --------------------------------------------------------------------------------
INCOME FUNDS-- MONEY    . BULL & BEAR                    A high quality money
MARKET,                 DOLLAR RESERVES                  market fund investing
U.S. GOVERNMENT,                                         in U.S. Government
MUNICIPAL AND                                            securities. Income is
GLOBAL                                                   generally free from
                                                         state income and
 . Monthly Dividends                                      intangible personal
                                                         property taxes. (For
 . Free, Unlimited                                        Bull & Bear Performance
 Check Writing                                           Plus/(R)/ discount
 ($250 minimum                                           ----
 per check)                                              brokerage accounts,
                                                         there is no check
                                                         writing minimum.)
 
 
                        . BULL & BEAR                    Investing for a high
                        U.S. GOVERNMENT                  level of current
                        SECURITIES FUND                  income, liquidity and
                                                         safety of principal.
 
 
                        . BULL & BEAR                    Investing for the
                        MUNICIPAL INCOME FUND            highest possible income
                                                         exempt from Federal
                                                         income tax that is
                                                         consistent with
                                                         preservation of
                                                         principal.
 
 
                        . BULL & BEAR                    Investing for a high
                        GLOBAL INCOME FUND               level of income from a
                                                         global portfolio of
                                                         primarily investment
                                                         grade fixed income
                                                         securities.
 
- --------------------------------------------------------------------------------
GROWTH FUNDS--          . BULL & BEAR                    Invests worldwide for
U.S., GLOBAL            U.S. AND OVERSEAS FUND           the highest possible
AND PRECIOUS                                             total return.
METALS
 
                        . BULL & BEAR                    Invests aggressively
                        SPECIAL EQUITIES FUND            for maximum capital
                                                         appreciation.
 
 
                        . BULL & BEAR                    Seeks long term capital
                        GOLD INVESTORS                   appreciation in
                                                         investments with the
                                                         potential to provide a
                                                         hedge against inflation
                                                         and preserve the
                                                         purchasing power of the
                                                         dollar.
                         Call our toll-free number for a prospectus containing
                         more complete information, including charges and
                         expenses. Please read it carefully before you invest.
 
- --------------------------------------------------------------------------------
DISCOUNT                . BULL & BEAR                    Receive the investment
BROKERAGE               SECURITIES, INC.                 information you need
SERVICES                                                 and the low commissions
                                                         you expect. Plus you
                                                         can earn American
CALL TOLL FREE                                           Airlines/(R)/
1-800-VIP-4200                                           AAdvantage/(R)/ miles
                                                         every time you trade.
                                                         And you can save an
                                                         additional 10% off our
                                                         already low commission
                                                         rates when you use Bull
                                                         & Bear PC OnLine
                                                         Investment Center/SM/
                                                         and/or Bull & Bear
                                                         TeleQuote/
                                                         TeleTrade/SM/. (There
                                                         is no check writing
                                                         minimum for Bull & Bear
                                                         Performance Plus/(R)/
                                                                    -----
                                                         accounts.)
                         Total Return Performance. For the periods ended June
                         30, 1996, Bull & Bear U.S. and Overseas Fund's total
                         return for one year was 12.45%, average annual total
                         return for the past five years was 10.48%, and for
                         the life of the Fund, since October 29, 1987, was
                         7.62%. The Dow Jones Global World Index is unmanaged
                         and fully invested in an international portfolio of
                         common stocks. The Lipper Global Fund Index is made
                         up of the equally weighted 30 largest global mutual
                         funds. Past performance does not guarantee future
                         results. Investment return will fluctuate, so shares
                         when redeemed may be worth more or less than their
                         cost. Dollar cost averaging does not assure a profit
                         or protect against loss in a declining market, and
                         investors should consider their ability to make
                         purchases when prices are low.
 
</TABLE>
 
 
                                       3
 
<PAGE>
 
                       BULL & BEAR U.S. AND OVERSEAS FUND
 
                SCHEDULE OF PORTFOLIO INVESTMENTS--JUNE 30, 1996
                                  (Unaudited)
 
 
<TABLE>
<CAPTION>
SHARES                                                            MARKET VALUE
- -------                                                          --------------
<S>      <C>                                                     <C>
         COMMON STOCKS (100.0%)
         ARGENTINA (4.6%)
 16,000  Buenos Aires Embotelladora ADR  . . . . . . . . . . .     $  212,000
  6,000  Telecom Argentina Stet Ord  . . . . . . . . . . . . .        281,250
                                                                   ----------
                                                                      493,250
                                                                   ----------
         BRAZIL (1.9%)
  3,000  Telecomunicacoes Brasileiras ADR  . . . . . . . . . .        208,875
                                                                   ----------
         CANADA (11.5%)
 10,000  Dreco Energy Services Ltd.* . . . . . . . . . . . . .        275,000
 25,000  Gold Canyon Resources, Inc.*  . . . . . . . . . . . .        107,093
  6,000  Northern Telecom Ltd. . . . . . . . . . . . . . . . .        326,250
 35,000  Q-Zar, Inc.*  . . . . . . . . . . . . . . . . . . . .        190,313
 40,000  Tesco Corp.*  . . . . . . . . . . . . . . . . . . . .        335,376
                                                                   ----------
                                                                    1,234,032
                                                                   ----------
         IRELAND (2.1%)
  4,000  Elan Corp. PLC ADR* . . . . . . . . . . . . . . . . .        228,500
                                                                   ----------
         ISRAEL (3.0%)
 17,000  NICE-Systems Ltd.*  . . . . . . . . . . . . . . . . .        323,000
                                                                   ----------
         MEXICO (5.1%)
 10,000  Grupo Televisa  . . . . . . . . . . . . . . . . . . .        307,500
  5,500  Panamerican Beverages Inc. A  . . . . . . . . . . . .        246,125
                                                                   ----------
                                                                      553,625
                                                                   ----------
         PANAMA (2.6%)
  5,000  Banco Latinoamericano de Exportaciones, S.A.  . . . .        281,250
                                                                   ----------
         PHILIPPINES (5.2%)
400,000  International Container Terminal Services, Inc. . . .        271,000
  5,000  Philippine Long Distance Telephone Co.  . . . . . . .        290,625
                                                                   ----------
                                                                      561,625
                                                                   ----------
         SINGAPORE (2.3%)
 20,000  Asia Pulp & Paper Company Ltd.* . . . . . . . . . . .        245,000
                                                                   ----------
         SPAIN (3.6%)
  7,000  Telefonica De Espana S.A. ADR . . . . . . . . . . . .        385,875
                                                                   ----------
         THAILAND (1.8%)
  4,000  Siam Cement Co. Ltd.  . . . . . . . . . . . . . . . .        196,226
                                                                   ----------
         UNITED KINGDOM (5.7%)
  4,500  RTZ Corp. PLC ADR . . . . . . . . . . . . . . . . . .        271,125
 22,000  J.D. Wetherspoon PLC Ord. . . . . . . . . . . . . . .        343,543
                                                                   ----------
                                                                      614,668
                                                                   ----------
</TABLE>
 
 
 
                                       4
 
<PAGE>
 
<TABLE>
<CAPTION>
SHARES                                                            MARKET VALUE
- ------                                                           --------------
<S>     <C>                                                      <C>
        UNITED STATES (50.6%)
55,000  AmeriCredit Corp.* . . . . . . . . . . . . . . . . . .    $   859,375
 9,000  Bally Entertainment Corp.* . . . . . . . . . . . . . .        247,500
 5,000  BMC Software, Inc.*  . . . . . . . . . . . . . . . . .        298,750
22,000  Circon Corp.*  . . . . . . . . . . . . . . . . . . . .        258,500
 4,000  Computer Associates International, Inc.  . . . . . . .        285,000
24,000  Computervision Corp.*  . . . . . . . . . . . . . . . .        240,000
 4,000  Donna Karan International Inc.*  . . . . . . . . . . .        112,000
 6,000  Glenayre Technologies, Inc.* . . . . . . . . . . . . .        300,000
11,000  Informix Corp.*  . . . . . . . . . . . . . . . . . . .        247,500
10,000  Interpool, Inc.  . . . . . . . . . . . . . . . . . . .        182,500
10,000  Longhorn Steaks, Inc.* . . . . . . . . . . . . . . . .        250,000
 9,000  Network Equipment Technologies, Inc.*  . . . . . . . .        191,250
16,000  North American Vaccine, Inc.*  . . . . . . . . . . . .        292,000
40,000  R.F. Power Products, Inc.* . . . . . . . . . . . . . .        252,500
10,000  Renters Choice, Inc.*  . . . . . . . . . . . . . . . .        255,000
 3,000  Schlumberger, Ltd. . . . . . . . . . . . . . . . . . .        252,750
 9,000  Sofamor Danek Group, Inc.* . . . . . . . . . . . . . .        249,750
14,000  System Software Associates, Inc. . . . . . . . . . . .        238,000
16,000  Trans World Airlines, Inc.*  . . . . . . . . . . . . .        228,000
12,000  Ventritex, Inc.* . . . . . . . . . . . . . . . . . . .        205,500
                                                                  -----------
                                                                    5,445,875
                                                                  -----------
          TOTAL COMMON STOCKS (COST: $9,963,647) (100.0%)  . .    $10,771,801
                                                                  ===========
</TABLE>
 
- ---------
 
* Indicates non-income producing security.
 
                See accompanying notes to financial statements.
 
                                       5
 
 
<PAGE>
 
STATEMENT OF ASSETS AND LIABILITIES
June 30, 1996 (Unaudited)
 
<TABLE>
<CAPTION>
<S>                                         <C>
ASSETS:
 Investments at market value (cost:
 $9,963,647) (note 1) . . . . . . . . . .    $10,771,801
 Cash . . . . . . . . . . . . . . . . . .        113,200
 Receivables:
  Investment securities sold  . . . . . .        666,710
  Dividends . . . . . . . . . . . . . . .         15,407
                                             -----------
   Total assets . . . . . . . . . . . . .     11,567,118
                                             -----------
LIABILITIES:
 Payables:
  Investment securities purchased . . . .        426,663
  Fund shares purchased . . . . . . . . .          4,218
 Accrued management and distribution fees         15,078
 Accrued expenses . . . . . . . . . . . .         74,141
                                             -----------
   Total liabilities  . . . . . . . . . .        520,100
                                             -----------
NET ASSETS: (applicable to 1,250,603
 outstanding shares: 250,000,000 shares of
 $.01 par value authorized) . . . . . . .    $11,047,018
                                             ===========
NET ASSET VALUE, OFFERING AND
 REDEMPTION PRICE PER SHARE ($11,047,018 /
 1,250,603) . . . . . . . . . . . . . . .          $8.83
                                                   =====
At June 30, 1996, net assets consisted of
 (note 6):
 Paid-in capital  . . . . . . . . . . . .     $7,956,357
 Accumulated net realized gain on
  investments . . . . . . . . . . . . . .      2,430,376
 Net unrealized appreciation on
  investments and foreign currencies  . .        808,303
 Accumulated deficit in net investment
  income. . . . . . . . . . . . . . . . .       (148,018)
                                             -----------
                                             $11,047,018
                                             ===========
</TABLE>
 
STATEMENT OF OPERATIONS
Six Months Ended June 30, 1996 (Unaudited)
 
<TABLE>
<CAPTION>
<S>                                           <C>
INVESTMENT INCOME:
 Dividends (net of foreign taxes of
 $1,951)  . . . . . . . . . . . . . . . . .    $    26,117
 Interest . . . . . . . . . . . . . . . . .          5,313
                                               -----------
                                                    31,430
                                               -----------
EXPENSES:
 Distribution (note 3)  . . . . . . . . . .         51,683
 Investment management (note 3) . . . . . .         51,283
 Transfer agent . . . . . . . . . . . . . .         17,967
 Professional (note 3)  . . . . . . . . . .         15,257
 Custodian  . . . . . . . . . . . . . . . .         14,236
 Registration (note 3)  . . . . . . . . . .         13,271
 Printing . . . . . . . . . . . . . . . . .          6,234
 Shareholder administration (note 3)  . . .          5,947
 Directors  . . . . . . . . . . . . . . . .          1,047
 Interest (note 5)  . . . . . . . . . . . .            271
 Other  . . . . . . . . . . . . . . . . . .          2,252
                                               -----------
   Total expenses . . . . . . . . . . . . .        179,448
                                               -----------
   Net investment loss  . . . . . . . . . .       (148,018)
                                               -----------
REALIZED AND UNREALIZED GAIN (LOSS) ON
 INVESTMENTS AND FOREIGN CURRENCIES:
 Net realized gain from security
 transactions . . . . . . . . . . . . . . .      1,612,254
 Net realized gain from foreign currency
 transactions . . . . . . . . . . . . . . .          1,705
 Unrealized depreciation of investments and
 foreign currencies during
 the period . . . . . . . . . . . . . . . .     (1,026,399)
                                               -----------
  Net realized and unrealized gain on
   investments and foreign currencies . . .        587,560
                                               -----------
  Net increase in net assets resulting from
   operations . . . . . . . . . . . . . . .    $   439,542
                                               ===========
</TABLE>
 
                 See accompanying notes to financial statements
 
                                       6
 
 
<PAGE>
 
STATEMENT OF CHANGES IN NET ASSETS
For the Six Months Ended June 30, 1996 (Unaudited) and the Year Ended December
31, 1995
 
 
 
<TABLE>
<CAPTION>
                                                    JUNE 30,     DECEMBER 31,
                                                      1996           1995
                                                   ------------  ------------
<S>                                                <C>           <C>
OPERATIONS:
 Net investment loss . . . . . . . . . . . . . .   $  (148,018)   $ (275,439)
 Net realized gain from foreign currency
  transactions . . . . . . . . . . . . . . . . .         1,705         1,302
 Net realized gain from security transactions  .     1,612,254       823,207
 Unrealized appreciation (depreciation) of
  investments during the period  . . . . . . . .    (1,026,399)    1,481,881
                                                   -----------    ----------
 Net change in net assets resulting from
  operations . . . . . . . . . . . . . . . . . .       439,542     2,030,951
DISTRIBUTIONS TO SHAREHOLDERS:
 Distribution from net realized gains ($.49 per
  share) . . . . . . . . . . . . . . . . . . . .            --      (574,671)
CAPITAL SHARE TRANSACTIONS:
 Increase (decrease) in net assets resulting from
  capital share transactions (a) . . . . . . . .       799,697      (102,570)
                                                   -----------    ----------
 Total change in net assets  . . . . . . . . . .     1,239,239     1,353,710
NET ASSETS:
 Beginning of period . . . . . . . . . . . . . .     9,807,779     8,454,069
                                                   -----------    ----------
 End of period (including accumulated deficit in
  net investment income of $148,018 in 1996. . .   $11,047,018    $9,807,779
                                                   ===========    ==========
</TABLE>
- ---------
(a) Transactions in capital shares were as follows:
 
<TABLE>
<CAPTION>
                               JUNE 30,1996            DECEMBER 31,1995
                          ----------------------   --------------------------
                           SHARES       VALUE        SHARES         VALUE
                          ---------  ------------  -----------  -------------
<S>                       <C>        <C>           <C>          <C>
Shares sold . . . . . .     99,287   $   866,120    1,764,028    $ 13,899,838
Shares issued in
 acquisition of Fund
 note 6)  . . . . . . .    230,512     2,136,916           --              --
Shares issued in
 reinvestment of
 distributions. . . . .         --            --       64,553         531,253
Shares redeemed . . . .   (252,625)   (2,203,339)  (1,848,587)    (14,533,661)
                          --------   -----------   ----------    ------------
Net increase  (decrease)
  . . . . . . . . . . .     77,174   $   799,697      (20,006)   $   (102,570)
                          ========   ===========   ==========    ============
</TABLE>
 
                       See accompanying notes to financial statements.
 
                                       7
 
 
<PAGE>
 
                         NOTES TO FINANCIAL STATEMENTS
                                  (Unaudited)
 
 
(1) The Fund is a non-diversified series of common stock of Bull & Bear Funds I,
Inc. (the "Company"), which is registered under the Investment Company Act of
1940, as amended, as an open-end management investment company. The Fund's
investment objective is to seek to obtain the highest possible total return on
its assets from long term growth of capital and from income principally through
a portfolio of securities of U.S. and overseas issuers. The following is a
summary of significant accounting policies consistently followed by the Fund in
the preparation of its financial statements. With respect to security valuation,
investments in securities traded on a national securities exchange, unless
over-the-counter quotations for such securities are believed to more closely
reflect their fair value, and securities traded on the Nasdaq National Market
System ("NMS") are valued at the last reported sales price on the day the
valuations are made. Such securities that are not traded on a particular day,
securities traded in the over-the-counter market that are not on NMS, and
foreign securities are valued at the mean between the current bid and asked
prices. Securities of foreign issuers denominated in foreign currencies are
translated into U.S. dollars at prevailing exchange rates. Forward contracts are
marked to market daily and the change in market value is recorded by the Fund as
an unrealized gain or loss. When a contract is closed, the Fund records a
realized gain or loss equal to the difference between the value of the contract
at the time it was opened and the value at the time it was closed. The Fund
could be exposed to risk if the counterparties are unable to meet the terms of
the contracts. Debt obligations with remaining maturities of 60 days or less are
valued at cost adjusted for amortization of premiums and accretion of discounts.
Investment transactions are accounted for on the trade date (date the order to
buy or sell is executed). Dividend income and distributions to shareholders are
recorded on the ex-dividend date and interest income is recorded on the accrual
basis. In preparing financial statements in conformity with generally accepted
accounting principles, management makes estimates and assumptions that affect
the reported amounts of assets and liabilities at the date of the financial
statements, as well as the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates.
 
(2) The Fund intends to comply with the requirements of the Internal Revenue
Code applicable to regulated investment companies and to distribute
substantially all its taxable investment income and net capital gains, if any,
after utilization of any capital loss carryforward, to its shareholders and
therefore no Federal income tax provision is required. Based on Federal income
tax cost of $9,963,647, gross unrealized appreciation and gross unrealized
depreciation were $1,520,200 and $711,897 at June 30, 1996. Distributions paid
to shareholders during the year ended December 31, 1995 differ from net realized
gains from security transactions as determined for financial reporting purposes
principally as a result of the characterization of realized foreign currency
gains (losses) for tax/book purposes and wash sales.
 
(3) The Fund retains Bull & Bear Advisers, Inc. as its Investment Manager. Under
the terms of the Investment Management Agreement, the Investment Manager
receives a management fee, payable monthly, based on the average daily net
assets of the Fund at the annual rate of 1% on the first $10 million, 7/8 of 1%
from $10 million to $30 million, 3/4 of 1% from $30 million to $150 million, 5/8
of 1% from $150 million to $500 million, and 1/2 of 1% over $500 million. The
Investment Manager has undertaken that the operating expenses of the Fund for
each fiscal year (including management fees but excluding taxes, interest,
brokerage commissions and distribution plan expenses), expressed as a percentage
of average daily net assets, will not exceed the lowest rate prescribed by any
state in which shares of the Fund are qualified for sale. Currently such
limitation is 2 1/2% of the first $30 million of
 
                                       8
 
<PAGE>
 
such assets, 2% of the next $70 million and 1 1/2% of the remaining net assets.
If the Fund's expenses exceed such rates, the Investment Manager will reimburse
the Fund for any excess. Certain officers and directors of the Fund are officers
and directors of the Investment Manager and Investor Service Center, Inc., the
Fund's Distributor. For the six months ended June 30, 1996, the Fund paid $4,032
to Bull & Bear Securities, Inc., an affiliate of the Investment Manager, as
commissions for brokerage services. The Fund reimbursed the Investment Manager
$3,805 for providing certain administrative and accounting services at cost
during the six months ended June 30, 1996.
 
The Fund has adopted a plan of distribution pursuant to Rule 12b-1 under the
Investment Company Act of 1940 (the "Plan"). Pursuant to the Plan, the Fund pays
the Distributor a distribution fee in an amount of three-quarters of one percent
per annum of the Fund's average daily net assets and a service fee in an amount
of one-quarter of one percent per annum of the Fund's average daily net assets.
The fee for service activities is intended to cover personal services provided
to shareholders in the Fund and the maintenance of shareholder accounts. The fee
for distribution activities is to cover all other activities and expenses
primarily intended to result in the sale of the Fund's shares. Investor Service
Center also received $5,947 for shareholder administration services supplied to
the Fund at cost for the six months ended June 30, 1996.
 
(4) Purchases and sales of securities other than short term notes aggregated
$15,510,708 and $15,658,615 respectively, for the six months ended June 30,
1996.
 
(5) The Fund has a committed bank line of credit for temporary or emergency
purposes. As part of the agreement the Fund is required to pledge securities it
holds in its portfolio if there is an outstanding balance. At June 30, 1996,
there was no balance outstanding and the interest rate was equal to the Federal
Reserve Funds Rate plus 1.75 percent. For the six months ended June 30, 1996,
the weighted average interest rate was 7.12% based on the balances outstanding
during the period and the weighted average amount outstanding was $5,202.
 
(6) On April 26, 1996, the Fund acquired all of the assets and liabilities of
Bull & Bear Quality Growth Fund, in exchange for 230,512 shares (valued at
$2,136,916) of the Fund that were subsequently distributed to shareholders of
Bull & Bear Quality Growth Fund. The exchange had no effect on the net asset
value per share of the Fund. The net assets of Bull & Bear Quality Growth Fund
as of April 26, 1996, were $2,136,916 consisting of paid-in-capital of
$1,924,477, net unrealized appreciation of investments of $260,306 and
accumulated net realized loss on investments of $47,867. The net assets of the
Fund immediately after the acquisition amounted to $12,088,237.
 
                                       9
 
<PAGE>
 
                              FINANCIAL HIGHLIGHTS
 
 
 
<TABLE>
<CAPTION>
                          SIX MONTHS
                        ENDED JUNE 30,             YEARS ENDED DECEMBER 31,
                             1996       -------------------------------------------------
                         (UNAUDITED)     1995      1994       1993       1992       1991
                        --------------  ------    -------    -------    ------    -------
<S>                     <C>             <C>       <C>        <C>        <C>       <C>
PER SHARE DATA*
Net asset value at
 beginning of period.    $  8.36        $ 7.08    $  8.71    $  7.59    $ 8.37     $ 7.62
                         -------        ------    -------    -------    ------     ------
Income from investment
 operations:
  Net investment
   income (loss). . .       (.12)         (.23)      (.13)      (.20)      .04        .07
  Net realized and
   unrealized gain
   (loss) on
   investments. . . .        .59          2.00      (1.01)      2.22      (.25)      1.64
                         -------        ------    -------    -------    ------     ------
    Total from
      investment
      operations. . .        .47          1.77      (1.14)      2.02      (.21)      1.71
                         -------        ------    -------    -------    ------     ------
Less distributions:
  Distributions from
   net realized gains
   on investments . .         --          (.49)      (.49)      (.90)     (.57)      (.96)
                         -------        ------    -------    -------    ------     ------
  Net asset value at
   end of period. . .    $  8.83        $ 8.36    $  7.08    $  8.71    $ 7.59     $ 8.37
                         =======        ======    =======    =======    ======     ======
TOTAL RETURN  . . . .       5.62%        25.11%    (13.12)%    26.71%    (2.57)%    22.55%
                         =======        ======    =======    =======    ======     ======
RATIOS/SUPPLEMENTAL
 DATA
Net assets at end of
 period (000's
 omitted) . . . . . .    $11,047        $9,808    $ 8,454    $12,250    $9,229     $1,275
                         =======        ======    =======    =======    ======     ======
Ratio of expenses to
 average net assets
 (a)(b) . . . . . . .       3.47%**       3.55%      3.53%      3.55%     3.56%      3.56%
                         =======        ======    =======    =======    ======     ======
Ratio of net
 investment income
 (loss) to average net
 assets (c) . . . . .      (2.86)%**     (2.85)%    (1.65)%    (2.36)%     .51%       .90%
                         =======        ======    =======    =======    ======     ======
Portfolio turnover
 rate . . . . . . . .        148%          214%       212%       182%      175%       208%
                         =======        ======    =======    =======    ======     ======
Average commission per
 share. . . . . . . .    $   .04
                         =======
</TABLE>
- ---------
*   Per share net investment income (loss) and net realized and unrealized gain
    (loss) on investments have been computed using the average number of shares
    outstanding. These computations had no effect on net asset value per share.
    The financial highlights for 1991 have been restated to reflect the 100%
    stock dividend effective February 24, 1992.
 
**  Annualized.
 
(a) Ratio prior to reimbursement by the Investment Manager was 3.84%, 3.59%,
    3.69%, 4.09% and 13.35% for the years ended December 31, 1995, 1994, 1993,
    1992, and 1991, respectively.
 
(b) Ratio after the reduction of custodian fees under a custodian agreement was
    3.49% for 1995. Prior to 1995, such reductions were reflected in the expense
    ratios.
 
(c) Ratio prior to reimbursement by the Investment Manager was (3.14)%, (1.71)%,
    (2.50)%, (0.02)% and (8.89)% for the years ended December 31, 1995, 1994,
    1993, 1992 and 1991, respectively.
 
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