LEXINGTON CONVERTIBLE SECURITIES FUND
N-30D, 1997-08-25
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================================================================================
                                    LEXINGTON
================================================================================

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

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

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

                               SEMI-ANNUAL REPORT
                                  JUNE 30, 1997
                             The Lexington Group of
                                     No Load
                              Investment Companies

================================================================================

<PAGE>

DEAR SHAREHOLDER:
- --------------------------------------------------------------------------------

     The Lexington  Convertible  Securities  Fund had modest  performance in the
first six months of 1997.

     Comparative total return performance measurements for the period ended June
30, 1997 are:

                                                                        6 MONTHS
                                                                        --------
      Lexington Convertible Securities Fund .......................     + 4.77%*
      Unmanaged Standard & Poor's 500 Stock Index .................     +20.57%
      Unmanaged Russell 2000 Stock Index ..........................     +10.20%
      Unmanaged Lehman Gov./Corp. Bond Index ......................     + 2.75%

      The key to understanding  our Fund's  performance and its future prospects
is a review of some important  divergences  that have occurred  within the stock
market.  After a long history of outperforming large capitalized stocks,  middle
and  small   capitalized   stocks   have   gone   through  a  period  of  severe
underperformance.  To illustrate, in the twelve months ended in April, 1997, the
S&P 500 Index (large stocks) returned +25.1%,  while the Russell 2000 Index (mid
and small stocks)  returned 0.1%. The performance  gap of 25% was  unprecedented
since the  Russell  2000 Index began in 1979.  Further,  using data on large and
small stocks since 1926 from Ibbotson Associates, we have to go back to 1937 and
1929 to find a twelve month period in which large  stocks  outperformed  smaller
ones by more than 25%.

      The last time the Russell  2000 Index lagged  significantly  over a twelve
month period in the year ended October, 1990 it came roaring back the next year,
outperforming  the S&P 500 Index by 25%. In fact,  never before have we had this
kind  of  underperformance   without  a  large  reversal.   Keep  in  mind  that
historically the two indices have had a very high positive correlation.

      This  divergent  performance  impacted our Fund  because its  portfolio is
concentrated in convertibles of middle and smaller  capitalized growth companies
of the type found in the Russell 2000 Index.

      At this point, these companies have very attractive  valuations especially
compared to the largest  companies  in the S&P 500 Index.  It is our belief that
they have far more attractive  potential,  and far less risk than do many of the
S&P 500 companies.

      Also, since April, both the Russell 2000 and our Fund's  performances have
been rebounding strongly.  This continues even as we write this message in early
July.

      It should be comforting to know that a recent study by Ibbotson Associates
shows that over the long term, January 1973 to December 1995,  convertible bonds
have almost  identical  compound  annual returns as the S&P 500 Index,  but with
much lower risk as measured in standard deviations.

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

                                   Sincerely,

      /s/ Richard B. Russell              /s/ Robert M. DeMichele
      ----------------------              -----------------------
      Richard B. Russell                  Robert M. DeMichele
      President and Portfolio Manager     Chairman of the Board
      August, 1997                        August, 1997

*6.84%,  11.14% and 10.38%  are the one year,  five year and since  commencement
 (1/20/88) average annual standard total returns,  respectively,  for the period
 ended June 30, 1997.  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.

                                       1
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30, 1997 (unaudited)

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

              CONVERTIBLE BONDS: 59.6%

              COMPUTER HARDWARE &PERIPHERALS: 4.0%
 $400,000     Adaptec, Inc., 4.75%, due 02/01/2004 ...............    $ 396,000
                                                                      ---------

              COMPUTER SOFTWARE & SERVICES: 5.5%
  875,000     Automatic Data Processing Services, Inc.
                0.00%*, due 02/20/2012 ...........................      537,031
                                                                      ---------

              CONSUMER PRODUCTS: 3.5%
  400,000     McKesson Corporation (Armor
                All Products), 4.50%,
                due 03/01/2004 ...................................      346,000
                                                                      ---------

              DIVERSIFIED COMPANY: 4.7%
  420,000     Thermo Electron Corporation,
                4.25%, due 01/01/2003 ............................      458,850
                                                                      ---------

              FINANCIAL SERVICES: 6.8%
  325,000     First Financial Management Corporation,
                (First Data Corporation), 5.00%,
                due 12/15/1999 ...................................      660,969
                                                                      ---------

              MEDICAL SERVICES: 8.4%
  350,000     FPA Medical Management
                6.50%, due 12/15/2001 ............................      403,375

  430,000     Rotech Medical Corporation
                5.25%, due 06/01/2003 ............................      421,400
                                                                      ---------
                                                                        824,775
                                                                      ---------

              RETAIL STORES (SPECIAL LINE): 10.6%
  450,000     Home Depot, Inc.,
                3.25%, due 10/01/2001 ............................      516,375

  500,000     Pep Boys Company,
                4.00%, due 09/09/1999 ............................      516,250
                                                                      ---------
                                                                      1,032,625
                                                                      ---------

              SEMICONDUCTOR: 6.6%
  450,000     Analog Devices, Inc.,
                3.50%, due 12/01/2000 ............................      648,563
                                                                      ---------

              TELECOMMUNICATIONS SERVICE: 4.7%
1,300,000     United States Cellular Corporation,
                0.00%*, due 06/15/2015 ...........................      455,000
                                                                      ---------
              TOYS: 4.8%
1,205,000    Time Warner, Inc. (Hasbro),
                0.00%*, due 12/17/2012 ...........................      472,962
                                                                     ----------

              TOTAL CONVERTIBLE BONDS
                (cost $5,126,758) ................................    5,832,775
                                                                     ----------

              COMMON STOCKS: 26.9%

              COMPUTER SOFTWARE & SERVICES: 9.0%
   16,852     Sterling Commerce, Inc. ............................      554,009
   10,582     Sterling Software, Inc. ............................      330,688
                                                                     ----------
                                                                        884,697
                                                                     ----------
              MANUFACTURED HOUSING: 17.9%
   58,590     Clayton Homes, Inc. ................................      834,908
   37,994     Oakwood Homes Corporation ..........................      911,856
                                                                     ----------
                                                                      1,746,764
                                                                     ----------
              TOTAL COMMON STOCKS
                (cost $628,381) ..................................    2,631,461
                                                                     ----------

              TOTAL LONG-TERM INVESTMENTS ........................    8,464,236
                                                                     ----------

              SHORT-TERM INVESTMENTS: 13.2%

              U.S. GOVERNMENT OBLIGATIONS

$1,300,000    U.S. Treasury Bills
                5.36%, due 08/21/97
                (cost $1,290,644) ................................    1,290,458
                                                                     ----------

              TOTAL INVESTMENTS: 99.7%
                (cost $7,045,783+) (Note 1) ......................    9,754,694

              Other assets in excess of liabilities: 0.3% ........       32,308
                                                                     ----------

              TOTAL NET ASSETS: 100.0%
                (equivalent to $14.28 per share
                  on 685,321 shares outstanding) .................   $9,787,002
                                                                     ==========

*Zero Coupon Bond.

+Aggregate cost for Federal income tax purposes is identical.

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

                                       2
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
STATEMENT OF NET ASSETS AND LIABILITIES
June 30, 1997 (unaudited)

ASSETS

Investments, at value (cost $7,045,783) (Note 1) .............        $9,754,694
Cash .........................................................            53,307
Receivable for shares sold ...................................               786
Dividends and interest receivable ............................            39,253
                                                                      ----------
          Total Assets .......................................         9,848,040
                                                                      ----------

LIABILITIES

Due to Lexington Management Corporation (Note 2) .............             8,028
Accrued expenses .............................................            53,010
                                                                      ----------
          Total Liabilities ..................................            61,038
                                                                      ----------

NET ASSETS (equivalent to $14.28 per share on
   685,321 shares outstanding) (Note 4) ......................        $9,787,002
                                                                      ==========

NET ASSETS consist of:
Capital stock--authorized 1,000,000,000 shares,
  $.10 par value per share ...................................        $   68,532
Paid in capital--unlimited authorized shares of
  beneficial interest at no par value (Note 1 ) ..............         6,769,082
Undistributed net investment income (Note 1) .................            14,818
Accumulated net realized gain on investments (Note 1) ........           225,659
Unrealized appreciation on investments .......................         2,708,911
                                                                      ----------
          TOTAL NET ASSETS ...................................        $9,787,002
                                                                      ==========

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

                                       3
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
STATEMENT OF OPERATIONS
Six months ended June 30, 1997 (unaudited)

INVESTMENT INCOME
   Dividends .............................................   $  4,275
   Interest ..............................................    156,891
                                                             --------
     Total investment income .............................              $161,166

Expenses
   Investment advisory fee
     (Note 2) ............................................     49,215
   Registration fees .....................................     12,869
   Printing and mailing expenses .........................     12,842
   Distribution expense (Note 3) .........................     12,304
   Transfer agent and shareholder
     servicing expense (Note 2) ..........................      9,955
   Professional fees .....................................      7,078
   Accounting expenses (Note 2) ..........................      6,154
   Directors' fees and expenses ..........................      4,135
   Computer processing fees ..............................      2,896
   Custodian expense .....................................        905
   Other expenses ........................................      4,887
                                                             --------
    Total expenses .......................................               123,240
                                                                        --------
       Net investment income .............................                37,926

REALIZED AND UNREALIZED GAIN
   ON INVESTMENTS (NOTE 5)
   Net realized gain on
     investments .........................................               227,644
   Net change in unrealized
     appreciation on
     investments .........................................               159,565
                                                                        --------
     Net realized and unrealized
       gain ..............................................               387,209
                                                                        --------
INCREASE IN NET ASSETS RESULTING
   FROM OPERATIONS .......................................              $425,135
                                                                        ========


LEXINGTON CONVERTIBLE SECURITIES FUND
STATEMENT OF CHANGES IN NET ASSETS

                                                Six months
                                                    ended            Year ended
                                                June 30,1997        December 31,
                                                (unaudited)             1996
                                                -----------         -----------

Net investment income ..................        $    37,926         $    83,352
Net realized gain from security
   transactions ........................            227,644             433,015
Net change in unrealized
   appreciation/(depreciation)
   of investments ......................            159,565             (29,508)
                                                -----------         -----------
     Increase in net assets
       resulting from operations .......            425,135             486,859

Distributions to shareholders
   from net investment income ..........            (20,753)            (87,725)

Distributions to shareholders
   from net realized gains on
   security transactions ...............               --              (432,556)

Decrease in net assets from capital
   share transactions (Note 4) .........         (1,825,825)           (398,694)
                                                -----------         -----------
     Net decrease
       in net assets ...................         (1,421,443)           (432,116)

NET ASSETS
   Beginning of period .................         11,208,445          11,640,561
                                                -----------         -----------

   End of period (including undistributed 
      net investment income of $14,818 
      and distributions in excess of 
      net investment income of $2,355, 
      respectively.) ...................        $ 9,787,002         $11,208,445
     `                                          ===========         ===========

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

                                       4
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996

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 between the last current
bid and asked price.  Short-term securities having a maturity of 60 days or less
are stated 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

                                       5
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996 (continued)

2.  INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATE (continued)

sub-advisory contract with the Fund's former advisor, Ariston Capital Management
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.

For 1997,  LMC has agreed to  voluntarily  limit the total  expenses of the Fund
(including management fees, but excluding interest, taxes, brokerage commissions
and  extraordinary  expenses)  to an annual rate of 2.50% of the Fund's  average
daily net assets.  No  reimbursement  was required for the six months ended June
30, 1997.

The  Fund  reimbursed  LMC  for  certain  expenses,   including  accounting  and
shareholder  servicing costs of $10,860 which are 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 six months ended June 30,
1997 were $12,304 and are set forth in the statement of operations.

4.  CAPITAL STOCK

Transactions in capital stock were as follows:

<TABLE>
<CAPTION>

                                                          Six
                                                     months ended
                                                     June 30, 1997                       Year ended
                                                      (unaudited)                     December 31, 1996
                                                --------------------------        ---------------------------
                                                 Shares           Amount           Shares           Amount
                                                --------       -----------        ---------       -----------
<S>                                             <C>            <C>                 <C>            <C>        
Shares sold ..............................        24,665       $   333,161          171,179       $ 2,414,604
Shares issued on reinvestment of dividends         1,402            19,368           36,510           497,981
                                                --------       -----------         --------       -----------
                                                  26,067           352,529          207,689         2,912,585
Shares redeemed ..........................      (161,406)       (2,178,354)        (239,163)       (3,311,279)
                                                --------       -----------         --------       -----------
Net decrease .............................      (135,339)      $(1,825,825)         (31,474)      $  (398,694)
                                                ========       ===========         ========       ===========

</TABLE>


5.  PURCHASES AND SALES OF INVESTMENT SECURITIES

The cost of purchases and proceeds  from sales of securities  for the six months
ended June 30,  1997,  excluding  short-term  securities,  were  $1,149,675  and
$785,556, respectively.

At June 30, 1997, the aggregate gross unrealized appreciation for all securities
in which there is an excess of value over tax cost  amounted to $ 2,837,294  and
aggregate gross unrealized  depreciation for all securities in which there is an
excess of tax cost over value amounted to $128,383.

                                       6
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
FINANCIAL HIGHLIGHTS
Selected per share data for a share outstanding throughout the period:

<TABLE>
<CAPTION>

                                              Six months
                                                ended
                                               June 30,                Year Ended December 31,
                                                 1997       ------------------------------------------
                                              (unaudited)    1996        1995        1994        1993
                                               ---------    ------      ------      ------      ------
<S>                                            <C>          <C>         <C>         <C>         <C>   
Net asset value, beginning of period ......    $13.66       $13.66      $11.84      $14.10      $13.80
                                               ------       ------      ------      ------      ------
Income from investment operations:
  Net investment income ...................      0.05         0.11        0.15        0.08        --
  Net realized and unrealized gain on
    investments ...........................      0.60         0.55        2.04        0.10        0.89
                                               ------       ------      ------      ------      ------
Total income from investment operations ...      0.65         0.66        2.19        0.18        0.89
                                               ------       ------      ------      ------      ------
Less distributions:
  Distributions from net investment income      (0.03)       (0.11)      (0.15)      (0.07)       --
  Distributions in excess of net investment
    income (temporary book-tax difference)       --           --          --         (0.05)       --
  Distributions from net realized gains ...      --          (0.55)      (0.22)      (2.32)      (0.59)
                                               ------       ------      ------      ------      ------
Total distributions .......................     (0.03)       (0.66)      (0.37)      (2.44)      (0.59)
                                               ------       ------      ------      ------      ------
Net asset value, end of period ............    $14.28       $13.66      $13.66      $11.84      $14.10
                                               ======       ======      ======      ======      ======
Total return ..............................     9.84%*       4.89%      18.63%       1.30%       6.53%

Ratio to average net assets:
  Expenses, before reimbursement or waivers     2.50%*       2.39%       2.52%       2.81%       2.76%
  Expenses, net of reimbursement or waivers     2.50%*       2.39%       2.52%       2.75%       2.76%
  Net investment income, before
    reimbursement or waivers ..............     0.77%*       0.77%       1.24%       0.50%      (0.04%)
  Net investment income ...................     0.77%*       0.77%       1.24%       0.56%      (0.04%)
Portfolio turnover rate ...................    20.43%*      18.45%      11.23%      38.14%       6.53%
Average commission paid on equity
  security transactions** .................    $ 0.00      $  0.04        --          --          --
Net assets, end of period  (000's omitted)     $9,787      $11,208     $11,641      $8,117      $8,319

</TABLE>

** Annualized

** In accordance  with SEC disclosure  guidelines,  the average  commissions are
calculated for periods  beginning with the year ended December 31, 1996, but not
for prior periods.

                                       7
<PAGE>

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 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 Convertible  Securities 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.




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