LEXINGTON CONVERTIBLE SECURITIES FUND
N-30D, 1998-02-27
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DEAR SHAREHOLDERS:
- --------------------------------------------------------------------------------

      The  Lexington   Convertible   Securities  Fund's  performance   rebounded
positively  in the last  nine  months of 1997.  This  followed  a  disappointing
negative  performance  during the initial three months of the year.  Comparative
total return  performance  measurements  for the entire year ended  December 31,
1997 are:
                                                                       1 YEAR
                                                                      --------
      Lexington Convertible Securities Fund .........................  +13.16%*
      Unmanaged Standard & Poor's 500 Composite Stock Price Index ...  +33.36%
      Unmanaged Russell 2000 Stock Index ............................  +22.36%
      Unmanaged Lehman Gov./Corp. Bond Index ........................  + 9.76%

      Performance was impacted by the market's  continual  obsession for a short
list of very  large  capitalized  stocks  driving  the S&P 500 Index  versus the
relative  neglect  of middle and small  capitalized  stocks  represented  by the
Russell 2000 Index.  This factor has been prevalent  since early 1994.  Further,
those  stocks in the Russell  2000 Index with a greater  than  average  earnings
growth  orientation  have lagged  even  further  (+12.96%  return for the subset
Russell 2000 Growth Stock Index).

      Looking ahead, there is a very high probability that many of the trends of
the last several years will change.  The economy is slowing which will cause the
S&P 500 Index earnings growth to recede markedly. Many earnings  disappointments
will occur in the large capitalized,  multinational companies. It seems unlikely
that the S&P 500 Index can make much upward progress in this climate.

      In  contrast,   many  domestically  oriented  smaller  capitalized  growth
companies are actually  accelerating  their  earnings  growth.  Coupled with the
relative  undervaluation,  by several  measurements  comparable to the levels of
1990,  a strong  case exists for  relative  outperformance  in the Russell  2000
Index, particularly in its Growth Index.

      The  underlying  stocks  of our  Fund's  convertible  securities  are best
represented by the Russell 2000 Index.  These stocks, on average,  are estimated
to have earnings  growth of +25% next year,  and +24% per year for the next five
years.  This is compared to the estimated S&P 500 Index  earnings  growth of +5%
next  year  and  +7%  per  year  for the  next  five  years.  Yet,  the  forward
Price/Earnings Ratios of our stocks average 19x earnings versus 22x earnings for
the S&P 500 Index  indicating that our portfolio is filled with bargains.  This,
coupled with the relative downside protection inherit in convertible securities,
makes for a compelling opportunity.

                                       1
<PAGE>

      We are very  excited  about our Fund's  portfolio  and its  prospects.  We
appreciate  your  continued  support and we always  welcome the  opportunity  to
discuss any questions you may have about your investment.

    Sincerely,                               Sincerely,


/s/ Robert M. DeMichele                  /s/ Richard B. Russell
- -----------------------                  ----------------------
    Robert M. DeMichele                      Richard B. Russell
    Chairman of the Board                    President and Portfolio Manager
    February, 1998                           February, 1998


- --------------------------------------------------------------------------------
            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 LEHMAN BROTHERS GOVERNMENT/CORPORATE BOND INDEX

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


            Lexington          
Year       Convertible    S&P 500     LBG/CBI
=============================================
01/20/88     $10,000      $10,000     $10,000 
12/31/88     $10,659      $11,863     $10,402 
12/31/89     $11,423      $15,616     $11,882
12/31/90     $11,036      $15,132     $12,866
12/31/91     $16,008      $19,732     $14,940 
12/31/92     $18,061      $21,234     $16,073 
12/31/93     $19,240      $23,370     $17,845 
12/31/94     $19,491      $23,676     $17,221 
12/31/95     $23,122      $32,574     $20,534 
12/31/96     $24,252      $40,056     $21,129 
12/31/97     $27,443      $53,422     $23,190 



                                           AVERAGE ANNUAL STANDARD TOTAL RETURNS
                                               FOR THE PERIOD ENDED 12/31/97
          ----------------------------------------------------------------------
                                                                 SINCE INCEPTION
          FUND/INDEX                            1 YEAR    5 YEAR       (1/20/88)
          ----------------------------------------------------------------------
          LEXINGTON CONVERTIBLE                
          SECURITIES FUND                       13.16%     8.73%          10.68%
          ----------------------------------------------------------------------
          LEHMAN BROTHERS GOVT./
          CORPORATE BOND INDEX                   9.75%     7.61%           8.83%
          ----------------------------------------------------------------------
          S & P 500                             33.37%    20.27%          18.35%
          ----------------------------------------------------------------------

This graph,  prepared in  accordance  with SEC  regulations,  compares a $10,000
investment  in the Fund with a similar  investment  in the Standard & Poor's 500
Stock Index ("S&P 500") and the Lehman Brothers Government/Corporate Bond Index.
Results for the Fund, the S&P 500 and the Lehman  Brothers  Government/Corporate
Bond  Index  include  the   reinvestment   of  all  dividend  and  capital  gain
distributions.  The Fund's  inception  date was 1/20/88.  Investment  return and
principal  value of an investment  will  fluctuate so that an investor's  shares
when  redeemed  may be worth  more or less than at their  original  cost.  Total
return represents past performance and it is not predictive of future results.

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


*13.16%,  8.73% and  10.68% are the one year,  five year and since  commencement
 (1/20/88) average annual standard total returns,  respectively,  for the period
 ended December 31, 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.

                                       2
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
December 31, 1997



PRINCIPAL                                                  VALUE
AMOUNT OR SHARES     SECURITY DESCRIPTION                 (NOTE 1)
- --------------------------------------------------------------------------------

              CONVERTIBLE BONDS: 47.6%
              BUSINESS SERVICES: 4.0%
$  500,000    Corestaff, Inc., 2.94%, due 08/15/2004 ...... $   418,125
                                                            -----------

              COMPUTER HARDWARE & PERIPHERALS: 4.0 %
   400,000    Adaptec, Inc., 4.75%, due 02/01/2004 ........     412,000
                                                            -----------
              COMPUTER SOFTWARE & SERVICES: 10.6%
   875,000    Automatic Data Processing Services, Inc.
                0.00%*, due 02/20/2012 ....................     693,954
                                                            -----------
   420,000    National Data Corporation,
              5.00%, due 11/01/2003 .......................     405,300
                                                            -----------
                                                              1,099,254
                                                            -----------

              DIVERSIFIED COMPANY: 5.1%
   420,000    Thermo Electron Corporation,
                4.25%, due 01/01/2003 .....................     527,100
                                                            -----------

              MEDICAL SERVICES: 7.3%
   350,000    FPA Medical  Management,
                6.50%, due 12/15/2001 .....................     357,000
   410,000    Phycor, Inc.,
                4.50%, due 02/15/2003 .....................     393,600
                                                            -----------
                                                                750,600
                                                            -----------

              RETAIL STORES (SPECIAL LINE): 5.9%
   450,000    Home Depot, Inc.,
                3.25%, due 10/01/2001 .....................     612,000
                                                            -----------

              SEMICONDUCTOR: 6.1%
   450,000    Analog Devices, Inc.,
                3.50%,  due 12/01/2000 ....................     631,688
                                                            -----------

              TELECOMMUNICATIONS SERVICE: 4.6 %
 1,300,000    United States Cellular Corporation,
                0.00%*,  due 06/15/2015 ...................     473,693
                                                            -----------

              TOTAL CONVERTIBLE BONDS
                (cost $4,316,545) .........................   4,924,460
                                                            -----------

              CONVERTIBLE PREFERRED STOCK: 3.7%
              TELECOMMUNICATION EQUIPMENT
     8,000    Qualcomm, Inc. (cost $408,320) ..............     386,000
                                                            -----------

              COMMON STOCKS: 37.1%
              COMPUTER SOFTWARE & SERVICES: 10.5%
    16,852    Sterling Commerce, Inc. .....................     647,749
    10,582    Sterling Software, Inc. .....................     433,862
                                                            -----------
                                                              1,081,611
                                                            -----------

              FINANCIAL SERVICES: 4.2%
    14,939    First Data Corporation ......................     436,965
                                                            -----------

              MANUFACTURED HOUSING: 22.4%
    58,590    Clayton Homes, Inc. .........................   1,054,620
    37,994    Oakwood Homes Corporation ...................   1,260,926
                                                            -----------
                                                              2,315,546
                                                            -----------

              TOTAL COMMON STOCKS
                (cost $956,087) ...........................   3,834,122
                                                            -----------

              TOTAL LONG-TERM INVESTMENTS .................   9,144,582
                                                            -----------

              SHORT-TERM INVESTMENT: 9.7%
              U.S. GOVERNMENT AGENCY OBLIGATION
$1,000,000      Federal National Mortgage Association
                5.66%, due 01/07/98
                (cost $999,057) ...........................     999,057
                                                            -----------

              TOTAL INVESTMENTS: 98.1%
                (cost $6,680,009+) (Note 1) ...............  10,143,639

               Other assets in excess of liabilities: 1.9%.     201,551
                                                            -----------
               TOTAL NET ASSETS: 100.0%
                 (equivalent to $15.08 per share
                   on 686,124 shares outstanding) ......... $10,345,190
                                                            ===========


*Zero Coupon Bond.
+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, 1997

<TABLE>
<CAPTION>

ASSETS
<S>                                                                                  <C>
Investments, at value (cost $6,680,009) (Note 1) .................................   $10,143,639
Cash .............................................................................       239,320
Receivable for shares sold .......................................................           735
Dividends and interest receivable ................................................        42,521
                                                                                     -----------
          Total Assets ...........................................................    10,426,215
                                                                                     -----------

LIABILITIES
Due to Lexington Management Corporation (Note 2) .................................         8,689
Payable for shares redeemed ......................................................         5,317
Distributions payable ............................................................         2,590
Accrued expenses .................................................................        64,429
                                                                                     -----------
          Total Liabilities ......................................................        81,025
                                                                                     -----------

NET ASSETS (equivalent to $15.08 per share on 686,124 shares outstanding) (Note 4)   $10,345,190
                                                                                     ===========

NET ASSETS consist of:
Capital stock--authorized 1,000,000,000 shares, $.10 par value per share .........   $    68,612
Additional paid in capital (Note 1) ..............................................     6,791,036
Undistributed net investment income ..............................................         1,763
Accumulated net realized gain on investments .....................................        20,149
Unrealized appreciation on investments ...........................................     3,463,630
                                                                                     -----------
          TOTAL NET ASSETS .......................................................   $10,345,190
                                                                                     ===========

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

                                       4
</TABLE>
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
STATEMENT OF OPERATIONS
Year ended December 31, 1997

INVESTMENT INCOME
   Dividends ..................... $ 13,428
   Interest ......................  308,722
                                    -------
     Total investment income .....             $322,150

Expenses
   Investment advisory fee
     (Note 2) ....................  101,661
   Printing and mailing expenses .   28,090
   Distribution expense (Note 3) .   25,415
   Registration fees .............   19,637
   Transfer agent and shareholder
     servicing expense (Note 2) ..   19,805
   Accounting expenses (Note 2) ..   14,910
   Professional fees ..............  11,342
   Directors' fees and expenses ...   7,695
   Computer processing fees .......   5,288
   Custodian expense ..............   1,735
   Other expenses .................   6,415
                                    -------
    Total expenses ................             241,993
                                               --------
       Net investment income ......              80,157



REALIZED AND UNREALIZED GAIN
   ON INVESTMENTS (NOTE 5)
   Net realized gain on
     investments ..................             199,193
   Net change in unrealized
     appreciation on
     investments ..................             914,284
                                             ----------
     Net realized and unrealized
       gain .......................           1,113,477
                                             ----------
INCREASE IN NET ASSETS RESULTING
   FROM OPERATIONS ................          $1,193,634
                                             ==========

LEXINGTON CONVERTIBLE SECURITIES FUND
STATEMENTS OF CHANGES IN NET ASSETS
Years ended December 31, 1997 and 1996

                                             1997          1996
                                          --------       ---------

Net investment income ............     $    80,157       $  83,352
Net realized gain from security
   transactions ..................         199,193         433,015
Net change in unrealized
   appreciation (depreciation)
   of investments ................         914,284        (29,508)
                                         ----------    ----------
     Increase in net assets
       resulting from operations .       1,193,634        486,859
Distributions to shareholders
   from net investment income ....         (76,039)       (87,725)
Distributions to shareholders
   from net realized gains on
   security transactions .........        (177,060)      (432,556)
Decrease in net assets from capital
   share transactions (Note 4) ...      (1,803,790)      (398,694)
                                        ----------     ----------
     Net decrease
       in net assets .............        (863,255)      (432,116)

NET ASSETS
   Beginning of period ...........       11,208,445    11,640,561
                                         ----------    ----------
   End of period  (including
     undistributed  net investment
     income of $1,763 and
     distributions in excess of
     net investment income of $2,355,
     1997 and 1996, respectively)       $10,345,190   $11,208,445
                                         ==========    ==========




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

                                       5
<PAGE>

LEXINGTON CONVERTIBLE SECURITIES FUND
NOTES TO FINANCIAL STATEMENTS
December 31, 1997 and 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  securites 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, 1997,  reclassifications  were
made to the Fund's capital accounts to reflect  permanent  book/tax  differences
and income and gains available for  distribution  under income tax  regulations.
Net  investment  income,  net realized gains and net assets were not affected by
this change.

      USE OF ESTIMATES  The  preparation  of financial  statements in conformity
with  generally  accepted  accounting  principles  requires  management  to make
estimates  and  assumptions  that  affect  the  reported  amounts  of assets and
liabilities at the date of the financial  statements and the reported amounts of
increases  and  decreases  in net assets  from  operatons  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,

                                       6
<PAGE>

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

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

LMC has entered into a  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 year
ended December 31, 1997.

The  Fund  reimbursed  LMC  for  certain  expenses,   including  accounting  and
shareholder  servicing costs of $24,400 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 year ended December 31,
1997 were $25,415 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, 1997            DECEMBER 31, 1996
                                                   --------------------------    --------------------------
                                                      Shares         Amount         Shares         Amount
                                                   -----------    -----------    -----------    -----------
<S>                                                     <C>       <C>                <C>        <C>        
Shares sold ....................................        77,731    $ 1,138,145        171,179    $ 2,414,604
Shares issued on reinvestment of dividends .....        16,820        247,886         36,510        497,981
                                                   -----------    -----------    -----------    -----------
                                                        94,551      1,386,031        207,689      2,912,585
Shares redeemed ................................      (229,087)    (3,189,821)      (239,163)    (3,311,279)
                                                   -----------    -----------    -----------    -----------
Net decrease ...................................      (134,536)   $(1,803,790)       (31,474)   $  (398,694)
                                                   ===========    ===========    ===========    ===========
</TABLE>


5.  PURCHASES AND SALES OF INVESTMENT SECURITIES

The cost of purchases and proceeds  from sales of securities  for the year ended
December  31,  1997,  excluding  short-term  securities,   were  $2,819,408  and
$2,536,266, respectively.

At December  31, 1997,  the  aggregate  gross  unrealized  appreciation  for all
securities  in which  there is an  excess  of value  over tax cost  amounted  to
$3,584,208 and aggregate  gross  unrealized  depreciation  for all securities in
which there is an excess of tax cost over value amounted to $120,578.

                                       7
<PAGE>

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

6.  TAX INFORMATION (UNAUDITED)
The percentage of investment  company  taxable income  eligible for the dividend
received deduction  available to certain corporate  shareholders with respect to
the year ended December 31, 1997, is 13.6%.  Capital gain  distributions paid to
shareholders by the Fund during the year ended December 31, 1997,  whether taken
in shares or cash:

   $177,060 are designated as 28 percent long-term capital gains.

<TABLE>
<CAPTION>
LEXINGTON CONVERTIBLE SECURITIES FUND
FINANCIAL HIGHLIGHTS

Selected per share data for a share outstanding throughout the period:

                                                                                 YEAR ENDED DECEMBER 31,
                                                           --------------------------------------------------------------
                                                              1997          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                                         0.11          0.11           0.15        0.08          --
Net realized and unrealized gain on
  investments                                                   1.68          0.55           2.04        0.10        0.89
                                                           ---------      --------      ---------     -------     -------
Total income from investment operations                         1.79          0.66           2.19        0.18        0.89
                                                           ---------      --------      ---------     -------     -------
Less distributions:
  Distributions from net investment income                     (0.11)        (0.11)         (0.15)      (0.07)         --
  Distributions in excess of net investment
    income (temporary book-tax difference)                        --            --             --       (0.05)         --
  Distributions from net realized gains                        (0.26)        (0.55)         (0.22)      (2.32)      (0.59)
                                                           ---------      --------      ---------     -------     -------
Total distributions                                            (0.37)        (0.66)         (0.37)      (2.44)      (0.59)
                                                           ---------      --------      ---------     -------     -------
Net asset value, end of period                             $   15.08      $  13.66      $   13.66     $ 11.84     $ 14.10
                                                           ---------      --------      ---------     -------     -------
Total return                                                  13.16%         4.89%         18.63%       1.30%       6.53%

Ratio to average net assets:
  Expenses, before reimbursement or waivers                    2.38%         2.39%          2.52%       2.81%       2.76%
  Expenses, net of reimbursement or waivers                    2.38%         2.39%          2.52%       2.75%       2.76%
  Net investment income (loss), before
    reimbursement or waivers                                   0.79%         0.77%          1.24%       0.50%      (0.04%)
  Net investment income (loss)                                 0.79%         0.77%          1.24%       0.56%      (0.04%)
Portfolio turnover rate                                       30.47%        18.45%         11.23%      38.14%       6.53%
  Average commission paid on equity
    security transactions**                               $     0.04     $    0.04             --          --          --
  Net assets, end of period  (000's omitted)              $   10,345     $  11,208     $   11,641    $  8,117     $ 8,319
</TABLE>


**  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.

                                        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, 1997,  the related  statements 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 each
of the years in the five-year period then ended. These financial  statements and
financial  highlights  are the  responsibility  of the  Fund's  management.  Our
responsibility  is to  express  an opinion  on these  financial  statements  and
financial highlights based on our audits.

      We conducted our audits in accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
December 31, 1997 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, 1997, the results of
its operations  for the year then ended,  the changes in its net assets for each
of the years in the two-year period then ended, and the financial highlights for
each of the years the five-year  period then ended in conformity  with generally
accepted accounting principles.





                                                           KPMG Peat Marwick LLP



New York, New York
February 12, 1998

                                       9
<PAGE>


LEXINGTON
INVESTOR SERVICES
- --------------------------------------------------------------------------------

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

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

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

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

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

CHECK  WRITING  PRIVILEGES--Lexington  Money Market Trust 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.



THE LEXINGTON GROUP OF NO LOAD INVESTMENT COMPANIES

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

LEXINGTON GLOBAL 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 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.



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

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


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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.

                                   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.
- --------------------------------------------------------------------------------
                                  ANNUAL REPORT
                                DECEMBER 31, 1997
                             The Lexington Group of
                                     No Load
                              Investment Companies
================================================================================



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