LEXINGTON CONVERTIBLE SECURITIES FUND
N-30D, 1997-02-27
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Dear Shareholders:
- --------------------------------------------------------------------------------

    We are pleased to submit our annual  report for the year ended  December 31,
1996.

    The  Lexington   Convertible   Securities   Fund's   performance   has  been
disappointing  during the last year.  It has  lagged  the  unmanaged  Standard &
Poor's 500 Stock Price Index ("S&P 500").

    Comparative  total  return  performance  measurements  for the period  ended
December 31, 1996 are:

                                                       1 Year         3 Years
                                                       ------         -------
    Lexington Convertible Securities Fund ...........  + 4.89%*       +26.05%
    S & P 500 .......................................  +22.97%        +71.33%
    Lehman Gov./Corp. Bond Index ....................  + 2.90%        +18.39%

    The Fund's  performance has been constrained  because its portfolio has been
defensively  invested in deference  to an  extremely  high level of stock market
risk. The market, on the other hand, has punished caution and rewarded investors
for taking on ever increasing amounts of risk.

    Stock price movements are increasingly driven by investor psychology instead
of the underlying  fundamentals of the companies or the overall economy. The key
issue in 1997 is when will the frothy, speculative atmosphere recognize the much
more mundane fundamental realities? The market's profit growth rate is receding.
According to First Call, a corporate  information  source, the S&P 500 aggregate
operating  profit  growth is expected  to be only +6.5% in 1997.  In 1996 it was
estimated to be +7.9%, and it was +18.7% in 1995.

    We believe the market will suffer its  inevitable  correction  sooner rather
than later.  Our Fund's  portfolio  is  defensively  positioned  to weather this
correction,  and to  capitalize  on the bargains  that will  present  themselves
during a market sell-off.  We also believe the secular bull market will reassert
itself after a corrective phase.

    We appreciate  your  continued  support,  and we welcome the  opportunity to
discuss any questions you may have about your investment.

Sincerely,




Richard B. Russell                           Robert M. DeMichele
President and Portfolio Manager              Chairman of the Board
February, 1997                               February, 1997




                                       1
<PAGE>


                                 CHART/BEGIN
            Printed version of this shareholder report contains a 
            graphic chart indicating the comparison of change in 
            value of a $10,000 investment in Lexington Convertible
            Securities Fund, the unmanaged Standard & Poor's 500 
            Stock Price Index and the unmanaged Lehmand Brothers
            Government/Corporate Bond Index from 1/20/88 through
            12/31/96
                                  CHART/END 



*4.89%,  8.66%  and  10.39%  are the one and five  year and  since  commencement
(1/20/88)  average annual standard total returns,  respectively,  for the period
ended December 31, 1996.  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 Convertible Securities Fund
Statement of Net Assets
(Including the Portfolio of Investments)
December 31, 1996 

(left column)

  Principal                                                             Value
   Amount               Security Description                          (Note 1)
- -------------------------------------------------------------------------------

             CONVERTIBLE BONDS: 42.4%
             Computer Software & Services: 4.3%
 $ 875,000   Automatic Data Processing Services, Inc.
               0.00%*, due 02/20/2012 .............................  $  487,812
                                                                     ----------

             Consumer Products: 3.2%
   400,000   McKesson Corporation
              (Armor All Products),
              4.50%, due 03/01/2004 ...............................     354,500
                                                                     ----------

             Diversified Company: 4.6%
   420,000   Thermo Electron Corporation,
               4.25%, due 01/01/2003 ..............................     516,600
                                                                     ----------

             Financial Services: 5.0%
   325,000   First Financial Management Corporation,
               (First Data Corporation), 5.00%,
                 due 12/15/1999 ...................................     560,625
                                                                     ----------

             Machinery: 3.4%
   350,000   Raymond Corporation,
               6.50%, due 12/15/2003 ..............................     379,313
                                                                     ----------

             Retail Stores (Specialty line): 8.4%
   450,000   Home Depot, Inc.,
               3.25%, due 10/01/2001 ..............................     440,437
                                                                     ----------

   500,000   Pep Boys Corporation,
               4.00%, due 09/09/1999 ..............................     506,250
                                                                     ----------
                                                                        946,687
                                                                     ----------

             Semiconductor: 5.6%
   450,000   Analog Devices, Inc.,
               3.50%, due 12/01/2000 ..............................     625,500
                                                                     ----------

             Telecommunications Service: 3.9%
 1,300,000   United States Cellular Corporation,
               0.00%*, due 06/15/2015 .............................     432,250
                                                                     ----------

             Toys: 4.0%
 1,205,000   Time Warner, Inc. (Hasbro),
               0.00%*, due 12/17/2012 .............................     451,875
                                                                     ----------

             TOTAL CONVERTIBLE BONDS
               (cost $4,383,105) ..................................   4,755,162
                                                                     ----------

(right column)

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

             COMMON STOCKS: 26.1%
             Computer Software & Services: 8.3%
    16,852   Sterling Commerce, Inc. .............................. $   594,033
    10,582   Sterling Software, Inc. ..............................     334,656
                                                                    -----------
                                                                        928,689
                                                                    -----------

             Manufactured Housing: 14.8%
    58,590   Clayton Homes, Inc. ..................................     790,965
    37,994   Oakwood Homes Corporation ............................     869,113
                                                                    -----------
                                                                      1,660,078
                                                                    -----------

             Medical Services: 3.0%
     8,392   Salick Health Care, Inc. .............................     334,631
                                                                    -----------

             TOTAL COMMON STOCKS
               (cost $745,610) ....................................   2,923,398
                                                                    -----------

             TOTAL LONG-TERM INVESTMENTS ..........................   7,678,560
                                                                    -----------

             SHORT-TERM INVESTMENTS: 31.8%
             U.S. Government Obligations
$2,100,000   U.S. Treasury Bills
               5.13%, due 02/06/97 ................................   2,089,143
   300,000   U.S. Treasury Bills
               5.03% due 02/20/97 .................................     297,870
   900,000   U.S. Treasury Bills
               5.07% due 05/15/97 .................................     882,846
   300,000   U.S. Treasury Bills
               5.36% due 08/21/97 .................................     290,076
                                                                    -----------

             TOTAL SHORT-TERM INVESTMENTS
               (cost $3,560,434) ..................................   3,559,935
                                                                    -----------

             TOTAL INVESTMENTS: 100.3%
               (cost $8,689,149+) (Note 1) ........................  11,238,495
             Liabilities in excess of other assets: (0.3%) ........     (30,050)
                                                                    -----------

             TOTAL NET ASSETS: 100.0%
               (equivalent to $13.66 per share
               on 820,660 shares outstanding) ..................... $11,208,445
                                                                    ===========

*Zero Coupon Bonds.
+Aggregate cost for Federal income tax purposes is identical.


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

                                        3


<PAGE>

Lexington Convertible Securities Fund
Statement of Assets and Liabilities
December 31, 1996 

<TABLE>
Assets
<S>                                                                                          <C>

Investments, at value (cost $8,689,149) (Note 1) ..........................................  $11,238,495

Cash ......................................................................................       13,118

Receivable for shares sold ................................................................        5,000

Dividends and interest receivable .........................................................       28,532
                                                                                             -----------
          Total Assets ....................................................................   11,285,145
                                                                                             -----------
Liabilities

Due to Lexington Management Corporation (Note 2) ..........................................        9,218

Distributions payable .....................................................................       18,613

Accrued expenses ..........................................................................       48,869
                                                                                             -----------
          Total Liabilities                                                                       76,700
                                                                                             -----------

Net Assets (equivalent to $13.66 per share on 820,660 shares outstanding) (Note 4) ........  $11,208,445
                                                                                             ===========

Net Assets consist of:

Capital stock-authorized 1,000,000,000 shares, $.10 par value per share ...................    $  82,066

Additional paid-in capital (Note 1) .......................................................    8,581,372

Distribution in excess of net investment income (Note 1) ..................................       (2,355)

Accumulated net realized loss on investments (Note 1) .....................................       (1,984)

Unrealized appreciation on investments ....................................................    2,549,346
                                                                                             -----------
          NET ASSETS ......................................................................  $11,208,445
                                                                                             ===========

</TABLE>

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

                                        4
<PAGE>

(left column)

Lexington Convertible Securities Fund
Statement of Operations
Year ended December 31, 1996

Investment Income
Income
  Dividends .........................  $  13,260
  Interest ..........................    329,361
                                       ---------
    Total investment income .........             $  342,621

Expenses
  Investment advisory fee
    (Note 2) ........................   108,636
  Printing and mailing expenses .....    31,225
  Distribution fees (Note 3) ........    27,159
  Transfer agent and shareholder
    servicing expense (Note 2) ......    19,952
  Registration fees .................    17,877
  Professional fees .................    14,178
  Accounting expenses (Note 2) ......    12,685
  Directors' fees and expenses ......    10,615
  Computer processing fees ..........     5,807
  Custodian expense .................     1,070
  Other expenses ....................    10,065
                                       ---------
    Total expenses ..................                259,269
                                                  ----------
      Net investment income .........                 83,352

Realized and Unrealized Gain
  (Loss) on Investments (Note 5)
  Net realized gain on
    investments .....................                433,015
  Net change in unrealized
    appreciation on
    investments .....................                (29,508)
                                                  ----------

    Net realized and unrealized
      gain ..........................                403,507
                                                  ----------
Increase in Net Assets Resulting
  from Operations ...................             $  486,859
                                                  ==========

(right column)

Lexington Convertible Securities Fund
Statements of Changes in Net Assets
Years ended December 31, 1996 and 1995

                                                  1996            1995
                                                  ----            ----

Net investment income .....................   $   83,352      $  122,192
Net realized gain from security
  transactions ............................      433,015         214,468
Net change in unrealized
  appreciation on
  investments .............................      (29,508)      1,367,719
                                             -----------     -----------
    Increase in net assets
      resulting from operations ...........      486,859       1,704,379
Distributions to shareholders
  from net investment income ..............      (87,725)       (122,375)
Distributions to shareholders
  from net realized gains from
  security transactions ...................     (432,556)       (187,645)
Increase (decrease) in net assets
  from capital share transactions
  (Note 4) ................................     (398,694)      2,128,812
                                             -----------     -----------
    Net increase (decrease)
      in net assets .......................     (432,116)      3,523,171

Net Assets
  Beginning of period .....................   11,640,561       8,117,390
                                             -----------     -----------
  End of period (including
    distributions in excess of net
    investment income of $2,355
    and undistributed net
    investment income of
    $4,296, respectively) .................  $11,208,445     $11,640,561
                                             ===========     ===========

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

                                        5

<PAGE>

Lexington Convertible Securities Fund
Notes to Financial Statements
December 31, 1996 and 1995

1.  Significant Accounting Policies

Lexington  Convertible  Securities  Fund (the "Fund") is an open end diversified
management  investment  company  registered under the Investment  Company Act of
1940, as amended. The Fund's investment objective is total return which it seeks
to achieve by providing capital appreciation, current income and conservation of
the shareholder's  capital. The following is a summary of significant accounting
policies followed by the Fund in the preparation of its financial statements:

    Investments  As  authorized by the  Trustees,  securities  are valued on the
basis of valuations  furnished by a pricing service which determines  valuations
based upon market  transactions for normal  institutional-size  trading units of
such securities.  Debt securities are valued at the mean between the current bid
and asked price.  Equity securities listed on a national securities exchange are
valued at the last reported sales price;  if no sales price is reported for that
day the mean between the current bid and asked price is used.  Securities traded
on the  over-the-counter  market are valued at the mean of the last  current bid
and asked price.  Short-term securities having a maturity of 60 days or less are
valued at amortized cost, which approximates market value.  Securities for which
market  quotations are not readily  available and other securities are valued by
Fund  management  in good  faith  under the  direction  of the  Fund's  Board of
Trustees.

Security  transactions  are  accounted  for on the trade date.  The Fund records
interest  income on the accrual basis. In computing net investment  income,  the
Fund  amortizes  premiums  and does not accrue  discounts on  convertible  fixed
income  securities  in  the  portfolio.  Dividend  income  and  distributions to
shareholders are recorded on the ex-dividend date.

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

    Distributions Dividends from net investment income 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  which may differ  from  generally
accepted accounting  principles.  At December 31, 1996,  reclassifications  were
made to the Fund's capital accounts to reflect  permanent  book/tax  differences
and income and gains available for  distributions  under income tax regulations.
Net  investment  income,  net realized gains and net assets were not affected by
this change.

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

2.  Investment Advisory Fee and Other Transactions with Affiliate

The Fund pays an  investment  advisory fee to Lexington  Management  Corporation
("LMC") at an annual rate of 1.00% of the Fund's  average  daily net assets.  In
connection with providing  investment advisory services,  LMC has entered into a
sub-advisory contract with the Fund's former advisor, Ariston Capital Management


                                        6

<PAGE>

Lexington Convertible Securities Fund
Notes to Financial Statements
December 31, 1996 and 1995 (continued)

2.  Investment Advisory Fee and Other Transactions with Affiliate (continued)

Corporation  ("Ariston"),  under which Ariston provides the Fund with investment
management services.  Pursuant to the terms of the sub-advisory contract between
LMC and Ariston,  LMC pays Ariston a monthly sub-advisory fee at the annual rate
of 0.75% of the Fund's  average  daily net assets up to $7 million  and 0.50% of
the Fund's average daily net assets in excess of $7 million.

The investment  advisory contract provides that the total annual expenses of the
Fund  (including  management  fees,  but excluding  interest,  taxes,  brokerage
commissions  and  extraordinary  expenses) will not exceed the level of expenses
which  the  Fund is  permitted  to  bear  under  the  most  restrictive  expense
limitation  imposed  by any state in which  shares of the Fund are  offered  for
sale. No  reimbursement  was required for the year ended  December 31, 1996.

The Fund also reimbursed  LMC for certain  expenses,  including  accounting  and
shareholder servicing costs of $22,125, which were incurred by the Fund but paid
by LMC. 3. Distribution Plan

The Fund has 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,
1996 were $27,159 and are set forth in the statement of operations.

4.  Capital Stock

Transactions in capital stock were as follows:

<TABLE>
<CAPTION>
                                                       Year ended            Year ended
                                                   December 31, 1996     December 31, 1995
                                                   -------------------   -------------------
                                                   Shares     Amount     Shares     Amount
                                                   ------     ------     ------     ------
<S>                                                <C>      <C>          <C>      <C>       
Shares sold ....................................   171,179  $2,414,604   343,017  $4,367,587
Shares issued on reinvestment of dividends .....    36,510     497,981    20,620     276,053
                                                  --------  ----------   -------  ----------
                                                   207,689   2,912,585   363,637   4,643,640
Shares redeemed ................................  (239,163) (3,311,279) (197,366) (2,514,828)
                                                  --------  ----------   -------  ----------
Net increase (decrease) ........................   (31,474) ($ 398,694)  166,271  $2,128,812
                                                  ========  ==========   =======  ==========
</TABLE>

5.  Purchases and Sales of Investment Securities

The cost of purchases and proceeds  from sales of securities  for the year ended
December  31,  1996,  excluding  short-term  securities,   were  $1,393,677  and
$1,435,002, respectively.

At December 31, 1996, aggregate gross unrealized appreciation for all securities
in which there is an excess of value over tax cost  amounted to  $2,731,924  and
aggregate gross unrealized  depreciation for all securities in which there is an
excess of tax cost over value amounted to $182,578. 

                                       7

<PAGE>

Lexington Convertible Securities Fund
Financial Highlights
Selected per share data for a share outstanding throughout the period:

<TABLE>
<CAPTION>
                                                                 Year Ended December 31,
                                                      -------------------------------------------
                                                       1996      1995     1994     1993     1992
                                                       ----      ----     ----     ----     ----

<S>                                                   <C>       <C>      <C>      <C>      <C>   
Net asset value, beginning of period ..............   $13.66    $11.84   $14.10   $13.80   $12.41
                                                      ------    ------   ------   ------   ------

Income from investment operations:
  Net investment income ...........................     0.11      0.15     0.08        -     0.18
  Net realized and unrealized gain on
    investments ...................................     0.55      2.04     0.10     0.89     1.39
                                                      ------    ------   ------   ------   ------
Total income from investment operations ...........     0.66      2.19     0.18     0.89     1.57
                                                      ------    ------   ------   ------   ------

Less distributions:
  Distributions from net investment income ........    (0.11)    (0.15)   (0.07)       -    (0.18)
  Distributions in excess of net investment
    income (temporary book-tax difference) ........        -         -     (.05)       -        -
  Distributions from net realized gains ...........    (0.55)    (0.22)   (2.32)   (0.59)       -
                                                      ------    ------   ------   ------   ------
Total distributions ...............................    (0.66)    (0.37)   (2.44)   (0.59)   (0.18)
                                                      ======    ======   ======   ======   ======
Net asset value, end of period ....................   $13.66    $13.66   $11.84   $14.10   $13.80
Total return ......................................    4.89%    18.63%    1.30%    6.53%   12.82%
Ratio to average net assets:
  Expenses, before reimbursement or waivers .......    2.39%     2.52%    2.81%    2.76%    3.02%
  Expenses, net of reimbursement or waivers .......    2.39%     2.52%    2.75%    2.76%    2.32%
  Net investment income, before
    reimbursement or waivers ......................    0.77%     1.24%    0.50%   (0.04%)   0.70%
  Net investment income ...........................    0.77%     1.24%    0.56%   (0.04%)   1.40%
Portfolio turnover rate ...........................   18.45%    11.23%   38.14%    6.53%   12.58%
Average commission paid on equity
  security transactions* ..........................     0.04         -        -        -        -
Net assets at end of period  (000's omitted) ......  $11,208   $11,641   $8,117   $8,319   $7,180

</TABLE>

*In accordance with recent SEC disclosure  guidelines,  the  average  commission
is calculated for the current period, but not for prior periods.


                                       8

<PAGE>

Independent Auditors' Report
The Board of Trustees and Shareholders
Lexington Convertible Securities Fund:

We have  audited  the  accompanying  statements  of net  assets  (including  the
portfolio of investments)  and assets and  liabilities of Lexington  Convertible
Securities Fund as of December 31, 1996, the related statement of operations for
the year then  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 the
four-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.  The financial  highlights  for the year ended  December 31, 1991
were audited by other  auditors whose reports  thereon,  dated January 18, 1992,
expressed an unqualified opinion.

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.  Our  procedures  included  confirmation  of securities  owned as of
December 31, 1996, by correspondence with the custodian.  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  Convertible  Securities  Fund as of December 31, 1996, 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
the  four-year  period ended  December 31, 1995, in  conformity  with  generally
accepted accounting principles.


                                                           KPMG Peat Marwick LLP

New York, New York
February 14, 1997

                                        9

<PAGE>

(left column)

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 and  Lexington  Tax Free Money
Fund permit  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.
 

(right column)

The Lexington Group of
No Load Investment Companies

Lexington    Worldwide    Emerging    Markets    Fund,   Inc.
- -Seeks  long-term growth of capital primarily through invest-
ment in equity securities of companies domiciled in, or doing
business in, emerging countries and emerging markets.

Lexington Global Fund, Inc.-Seeks long-term growth of capital
primarily  through  investment  in common stocks of companies
domiciled in foreign countries and the United States.

Lexington  International Fund, Inc.-Seeks long-term growth of
capital through investment in companies  domiciled in foreign
countries.

Lexington  Troika  Dialog Russia Fund,  Inc.-Seeks  long-term
capital  appreciation  through  investments  primarily in the
equity securities of Russian companies.

Lexington  Crosby  Small  Cap Asia  Growth  Fund,  Inc.-Seeks
long-term   capital   appreciation   through   investment  in
companies   domiciled  in  the  Asia  Region  with  a  market
capitalization of less than $1 billion.

Lexington  Ramirez  Global  Income  Fund-Seeks  high  current
income.  Capital appreciation is a secondary  objective.  The
Fund  invests  in  a  combination  of  foreign  and  domestic
high-yield, lower rated debt securities.

Lexington Goldfund,  Inc.-Seeks capital  appreciation through
investment   in  gold  bullion  and  shares  of  gold  mining
companies.

Lexington   Growth  and  Income  Fund,   Inc.-Seeks   capital
appreciation  over the long-term  through  investments in the
stocks of large, ably managed and well financed companies.

Lexington  Corporate Leaders Trust Fund-Seeks  capital growth
and reasonable  income through  investment in an equal number
of  shares  of an  established  list of  American  blue  chip
corporations.

Lexington SmallCap Value Fund,  Inc.-Seeks  long-term capital
appreciation through investment in common stocks of companies
domiciled in the United  States with a market  capitalization
of less than $1 billion.

Lexington  Convertible  Securities Fund-Seeks total return by
providing   capital   appreciation,    current   income   and
conservation of capital through  investments in a diversified
portfolio  of  securities  convertible  into shares of common
stock.

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

Lexington  Money Market  Trust-Seeks  a high level of current
income  consistent with preservation of capital and liquidity
through  investments  in interest  bearing  short-term  money
market instruments.

Lexington  Tax Free Money  Fund,  Inc.-Seeks  current  income
exempt from Federal income taxes while maintaining  stability
of principal, liquidity and preservation of capital.

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
1-800-526-0056. Read the prospectus carefully before you invest or send money.

                                       10

<PAGE>

(left column)

Lexington Convertible Securities Fund

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

Sub-Adviser
- -----------------------------------------------------------------
ARISTON CAPITAL MANAGEMENT CORPORATION
40 Lake Bellevue Drive-Suite 220
Bellevue, Washington 98005

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*Account Balances*Exchanges*

       Last Transactions*Total Return*Duplicate Statements

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

This  report  has  been  prepared  for  the  information  of  the
shareholders   of  Lexington  Convertible  Securities   Fund  and
is authorized for distribution to the public only if it is accom-
panied   or   preceded   by  a  currently  effective   prospectus
which sets forth expenses and other material information.


(right column)

                          -----------------------------
  
                                    LEXINGTON

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


                          -----------------------------
                                    LEXINGTON
                                   CONVERTIBLE
                                   SECURITIES
                                      FUND

                                  (filled box)

                              The Fund's investment
                           objective is total return,
                            which it seeks to achieve
                          by providing current income,
                            capital appreciation and
                            conservation of capital.

                                  (filled box)

                                  ANNUAL REPORT
                                DECEMBER 31, 1996

                             The Lexington Group of
                                     No Load
                              Investment Companies

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





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