WEXFORD TRUST/PA
N-30D, 1995-12-06
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                      A No - Load Fund
                              
                       MUHLENKAMP FUND
    PO Box 598, Wexford PA  15090-0598 * (412)935-5520 or
                        (800)860-3863
                              
                        Annual Report
                      December 31, 1994



Dear  Shareholder:

The Trustees and Management of the Muhlenkamp Fund are
pleased to present this sixth annual report of your fund.

We had a rough year in 1994.  Your Fund finished the year at
a Net Asset Value (NAV) of $16.23 after declaring a 35 cent
dividend.  Our total return for the year 1994 was minus 7.3%


    Year Ending                 Total Return (%)
       12/31          Muhlenkamp Fund          S&P 500
1991                45.4                 30.5
1992                15.8                 7.7
1993                18.1                 9.9
1994                (7.3)                1.3

Chart goes here.  This is a line chart comparing the
performance of the Muhlenkamp Fund with the S&P 500 since
December 31, 1990.  On December 31, 1990 the Fund and the
S&P are each assigned an index value of 100.  At the end of
each subsequent year this value is recalculated using the
performance figures from the above table.  The results shown
below are then plotted on a line chart.
   X-Axis = Date              Y-Axis = Index Value
                      Muhlenkamp Fund          S&P 500
12/31/90            100                  100
12/31/91            145                  131
12/31/92            168                  141
12/31/93            198                  155
12/31/94            184                  157

Our  results in 1994 were negative and disappointing.   This
decline  resulted  from a number of factors,  but  the  most
important, was the dramatic rise in interest rates  and  the
decline in the bond market.  A number of the stocks  we  own
are  still  perceived by many investors to be interest  rate
sensitive, even though their businesses are less so, and the
prices  declined.  The effects of the market's decline  were
exacerbated  by  Mexico's devaluation of the  peso  and  the
subsequent  declines in the Mexican stock market  and  other
"emerging"  economies.  We tried to put this in  context  in
Memorandum  #33  which we sent to you in  January.   Over  a
three or four year period, we look pretty good; but in 1994,
we looked pretty dumb!

A  year  ago, many people in the investment industry claimed
that bonds, utilities and foreign investing were "safe."  In
hindsight,  that  sentiment should  have  given  us  greater
pause, because assumed safety often causes people to do dumb
things, like risking principal for an additional one percent
in   promised  yield.   This  time  many  did  it  by  using
derivatives  on  Treasury bonds.  We were surprised  by  the
extent  of  such  activity and by the  degree  of  emotional
market  response.  We find this particularly ironic  because
we warned our readers about the risks in the bond market and
foreign investing in late 1993 and mid-1994.

Meanwhile sales and earnings for the companies we  own  have
come through as expected.  Cash flows of these companies are
strong and many are buying in their own stock.  But fears of
higher inflation and higher interest rates have driven stock
prices lower, many to bargain levels.  It appears to us that
the  bond  and  stock  markets bottomed in  early  December,
although we can never be certain that a new fear won't panic
the public and drive prices still lower.  With the exception
of  renewed  weakness in the dollar, apparently in  sympathy
with the Mexican peso, the markets are acting well, much  as
we  expected  in  Memorandum #33 (copies  are  available  on
request).   Thus,  we expect 1995 to be  a  year  of  decent
returns and are looking for those companies and stocks which
are likely to do well.

We have continued to attract long-term investors.  After the
strong  positive  returns  of 1991-1993  and  the  attendant
publicity attracted numerous new shareholders, we feared the
emotional  crosscurrents  of  1994  might  result   in   net
withdrawals.  So far, such fears have been groundless.  Each
month  in 1994 witnessed contributions to the Fund and Total
Assets now exceed $16 million.

In  an  effort to minimize costs, the NAV for each  day  has
been calculated the following morning.  This has resulted in
a  one day delay in the NAV quote in the daily newspaper and
has  resulted in some confusion among our shareholders.   At
the  present  time,  this practice continues  but  is  under
review  with  the goal of changing to same day pricing.   We
will keep you informed.

We  appreciate  your continued interest  in  the  Muhlenkamp
Fund.   We welcome your questions and comments, and  we  ask
that you spread the word of our Fund among your friends.

                         Ronald H. Muhlenkamp
                         President
                         March 1995

Investment Advisor Custodian        Auditors
Muhlenkamp & Co.,  PNC Bank         Schneider, Downs &
Inc.                                Co., Inc., CPAs
12300 Perry        Pittsburgh PA    1133 Penn Avenue
Highway            15265
Wexford, PA 15090  (412)762-3798    Pittsburgh, PA 15222
(412)935-5520                       (412)261-3644

                      THE WEXFORD TRUST
             (COMPRISED OF THE MUHLENKAMP FUND)
                              
             STATEMENT OF ASSETS AND LIABILITIES
                      DECEMBER 31, 1994
                              
                           ASSETS
                              
INVESTMENTS, AT VALUE (Identified Cost              $16,559
$16,233,437)                                           ,657
CASH                                                  2,002
RECEIVABLES                                                
     Dividends                                       37,439
     Interest                                        12,107
                                                     49,456
                                                           
          Total Assets                              16,611,205
                                                        
                         LIABILITIES
                              
ADVISOR FEE PAYABLE                                     455
          Total Net Assets                          $16,610,750
                                                       
                                                           
                         NET ASSETS
                              
CAPITAL PAID IN ON SHARES OF BENEFICIAL INTEREST     $16,277,218
(shares authorized-unlimited)(Note 4)                   

ACCUMULATED UNDISTRIBUTED NET INVESTMENT INCOME        7,313

NET UNREALIZED APPRECIATION OF INVESTMENTS AS OF     326,219
END OF YEAR (Note 6)
     Total Net Assets                                $16,610,750
                                                        
NUMBER OF SHARES OF BENEFICIAL INTEREST              1,023,378
OUTSTANDING (Note 4)                                      
                                                            
NET ASSET VALUE PER SHARE (Net assets divided by       16.23
shares outstanding at year-end)
See notes to financial statements.

                      THE WEXFORD TRUST
             (COMPRISED OF THE MUHLENKAMP FUND)
                              
                  PORTFOLIO OF INVESTMENTS
                      DECEMBER 31, 1994
                                        Muhlenkamp
                                           Fund
                                         Principal   Value
                                          Amount
                                         or Shares
COMMON STOCK - 81.0%                                        
Aerospace - 4.0%                                            
*    BE Aerospace, Inc.                       7,000   51,625
     Martin Marietta Corp.                   10,000  443,750
     Thiokol                                  6,000  167,250
Airlines - 2.6%                                             
     Air Express International Corp.         21,562  431,240
Autos - 4.5%                                                
     Ford Motor Company                      14,000  390,250
     Superior Industries                     13,180  350,918
Building - 3.9%                                             
     ABM, Inc.                               10,000  232,500
*    Instrument Systems                      30,000  251,250
     Ryland Group                             8,000  120,000
*    Strober Organization                    10,000   35,000
Banks - 5.8%                                                
     Chemical Bank                           12,000  430,500
     Comerica, Inc.                           2,850   69,469
     Integra Financial                        8,426  346,519
     J.P. Morgan                              2,000  112,250
Brokerage - 4.1%                                            
     A. G. Edwards                           12,500  225,000
     Merrill Lynch                            4,000  143,000
     Morgan Stanley, Inc.                     2,000  118,000
     Salomon, Inc.                            5,000  187,500
Capital Goods - 7.6%                                        
     General Electric                         9,000  459,000
*    Idex Corp.                               5,000  211,250
     Kysor Industrial                        15,000  331,875
     Scotsman Industries, Inc.               15,000  256,875
Conglomerate - 1.6%                                         
     GATX Corp.                               6,000  264,000
Chemicals - 1.6%                                            
*    Methanex Corp.                          20,000  260,000
Consumer Durables - .4%                                     
*    Nycor, Inc.                             25,000   68,750
Electronics - 1.5%                                          
     Intel Corp.                              4,000  255,500
Finance - 7.2%                                              
     Ambac, Inc.                              8,700  324,075
     Fidelity National Financial             20,918  227,483
     Green Tree Financial Corp.              21,400  650,025
Closed End Investment Funds - 2.8%                          
*    Gemini II Capital Shares                26,000  458,250
Furniture - 3.6%                                            
     Stanley Furniture, Inc.                 25,000  250,000
*    Winsloew Furniture                      54,600  341,250
          Sub-Total                                  $8,464,354
                                                         

* Non - Income Producing
 See Notes to Financial Statements
                              
                              
                      THE WEXFORD TRUST
             (COMPRISED OF THE MUHLENKAMP FUND)
                              
                  PORTFOLIO OF INVESTMENTS
                      DECEMBER 31, 1994
                         (Continued)
                                          Muhlenkamp Fund
                                         Principal   Value
                                          Amount
                                         or Shares
BALANCE BROUGHT FORWARD                              $8,464,354
                                                         
Insurance - 12.3%                                           
     American Bankers Insurance Group         8,000  192,000
     Conseco, Inc.                           12,000  519,000
     Frontier Insurance                      16,751  366,428
     Integon Corp.                           15,000  196,875
     Providian Corp.                          3,600  111,150
     Sun America                             10,000  362,500
     Vesta                                   10,000  285,000
Med Services - 2.9%                                         
*    Medrad, Inc.                             8,000  116,000
     U.S. Healthcare                          9,000  371,250
Packaging & Container - .6%                                 
     Clarcor                                  5,000  106,250
Rails - .9%                                                 
     Burlington Northern Industries,          3,000  144,375
Inc.
Savings and Loan - 2.9%                                     
     Federal National Mortgage Assoc.         6,100  444,537
     Golden West Financial                    1,200   42,300
Metals - 3.5%                                               
     Cyprus Minerals                          9,000  235,125
     Rouge Steel                             12,000  346,500
Tobacco - 3.1%                                              
     Philip Morris                            8,860  509,450
Technology - .3%                                            
*    PLC Systems                             10,000   49,375
Trucks - 2.7%                                               
     Cummins Engine                          10,000  452,500
Transportation - .6%                                        
     Sea Containers  CL A                     8,000  106,000
          Total Common Stocks (Cost                  $13,420,969
$13,225,409)                                           
BONDS & NOTES - 5.9%                                        
*    General Motors Acceptance            2,300,000  412,850
Corporation -0%, deferred
debentures, due 2015
     Treasury Bonds - 7.25% due 2016        400,000  369,625
*    U.S. Treasury, stripped interest       800,000  189,500
- - 0%, due 2013
          Total Bonds & Notes (Cost                  971,975
$841,282)
FIXED INCOME - 12.8%                                        
     Trust for U.S. Treasury              2,120,213  2,120,213
Obligations (Cost $2,120,213)                             
          Total Bonds & Notes and                    3,092,188
Fixed Income                                              
PREFERRED STOCK - .3%                                       
     Pioneer Financial - exchangeable         2,000   46,500
          Total Preferred Stock (Cost                 46,500
$46,433)
                                                            
          Total (Cost $16,233,437)                   $16,559,657
                                                        
                                                            
                              
* Non - Income Producing
See notes to financial statements.
                              
                              
                              
                      THE WEXFORD TRUST
             (COMPRISED OF THE MUHLENKAMP FUND)
                              
                   STATEMENT OF OPERATIONS
            FOR THE YEAR ENDED DECEMBER 31, 1994
INVESTMENT INCOME                                           
     Interest                                        $87,247
     Dividends                                       260,198
          Total Investment Income                    347,445
EXPENSES                                                    
     Investment advisor (Note 3)          $156,3            
                                              40
     Administrative                       34,365            
     Registrations and filing             33,341            
     Custodian                            17,638            
     Auditor                               8,830            
     Legal                                 2,500            
     Commission Credits (Note 7)          (8,830)     244,184
                                               
          Net Investment Income                      103,261
                                                            
REALIZED AND UNREALIZED GAIN (LOSS) ON                      
INVESTMENTS
     Net realized gain on investments                392,326
(Note 6)
     Change in unrealized depreciation            (1,702,528)
in value of investments for        the                     
year (Note 6)
          Net Loss on Investments                 (1,310,202)
                                                           
          Net Decrease in Net Assets              ($1,206,941)
Resulting                          from                   
Operations

             STATEMENT OF CHANGES IN NET ASSETS
       FOR THE YEARS ENDED DECEMBER 31, 1994 AND 1993
                                            1994      1993
INCREASE (DECREASE) IN NET ASSETS FROM                      
OPERATIONS
     Net Investment Income                 $103,261   $58,530
                                                 
     Net realized gain (loss) on           392,326   (114,162)
investments (Note 6)                                      
     Unrealized (depreciation)             (1,702,528)   1,161,043
appreciation in value of investments          
Net (Decrease) Increase in Net             (1,206,941)  1,105,411)
Assets Resulting From                                     
Operations
DISTRIBUTIONS TO SHAREHOLDERS                               
     Net Investment Income                 (94,651)   (58,601)
                                                 
     Net realized gain from investments    (252,117)   -------
                                                
     Return of capital                     -------   (4,549)
                                             -----
                                           (346,768)   (63,150)
                                          
                                                            
CAPITAL SHARE TRANSACTIONS                                  
     Net proceeds from sale of 414,315     7,258,915   6,827,000
shares in 1994 and 395,172         shares       
in 1993 (Note 4)                                            
     Net asset value of 21,392 shares in   346,768    63,150
1994 and 3,536 shares in                                    
1993 issued to shareholders on                              
reinvestment of               dividends
(Note 5)
     Cost of 87,761 shares in 1994 and     (1,498,829)   (591,020)
33,584 shares in 1993,                      
redeemed (Note 4)                                           
          Net Increase in Net Assets       6,106,854   6,299,130
Resulting from Capital                          
Share Transactions                                          
          Total Increase in Net Assets     4,553,145   7,341,391
                                             
NET ASSETS                                                  
     Beginning of year                     12,057,605   4,716,214
                                              
     End of year (including undistributed  $16,610,750   $12,057,605
investment income of               $7,313     
in 1994 and undistributed net realized
losses of           $141,506 in 1993)

See notes to financial statements.
                      THE WEXFORD TRUST
             (COMPRISED OF THE MUHLENKAMP FUND)
                              
             SELECTED PER SHARE DATE AND RATIOS
      FOR THE YEARS ENDED DECEMBER 31,1989 THROUGH 1994
                              
                             1994     1993    1992    1991     1990    1989
NET ASSET VALUE, BEGINNING   $17.86   $15.20  $13.25   $9.21  $11.04  $10.04
OF PERIOD
                                                                            
Income from Investment
Operations:
     Net Investment Income     0.11     0.12    0.20    0.13    0.19    0.39
(1)

     Net gains or (losses)   (1.39)     2.63    1.89    4.05  (1.83)    0.86
on securities

          Total from         (1.28)     2.75    2.09    4.18  (1.64)    1.25
Investment
Operations
Less Distributions:                                                         
     Dividends (from         (0.10)   (0.08)  (0.14)  (0.11)  (0.19)  (0.25)
investment income)

     Distributions (from     (0.25)        -       -       -       -       -
capital gains)

     Return of capital      -------   (0.01)  ------  (0.03)  ------  ------
                                  -              ---             ---      --
          Total              (0.35)   (0.09)  (0.14)  (0.14)  (0.19)   (0.25
Distributions

NET ASSET VALUE, END OF      $16.23   $17.86  $15.20  $13.25   $9.21  $11.04
PERIOD                                                                      
Total Return                (7.20)%   18.10%  15.80%  45.40%  (14.80  12.50%
                                                                  )%
Net Assets, End of Period   $16,610  $12,057  $4,716  $1,926  $1,183  $1,104
                               ,750     ,605    ,214    ,529    ,190    ,134
Ratio of Expenses to          1.57%    1.30%   1.41%   1.71%   1.76%   1.54%
Average Net Assets

Ratio of Net Income to        0.70%    0.70%   1.44%   1.17%   1.95%   3.05%
Average Net Assets

Portfolio Turnover Rate      25.60%   14.10%  20.10%  52.50%  47.47%  34.46%

Average Commission Rate       .0471    .0586   .0704   .1304   .0163   .0834
Paid (dollar per share)

(1)  Computed on weighted average number of shares
outstanding during the year.

(2)  During the years ended December 31, 1992 through 1994,
the Fund utilized commission credits of $4,420, $5,590 and
$8,830, respectively, to pay certain expenses of the Fund.
The total returns for the Fund would have been 15.6%, 18.0%
and (7.2)% for the years ended December 31, 1992 through
1994, respectively, without the credits.

See notes to financial statements.

                      THE WEXFORD TRUST
             (COMPRISED OF THE MUHLENKAMP FUND)
                              
                NOTES TO FINANCIAL STATEMENTS
                      DECEMBER 31, 1994
                              
NOTE 1 - ORGANIZATION
The   Wexford   Trust  (the  Trust)  was  organized   as   a
Massachusetts  Business  Trust on  September  21,  1987  and
operations  commenced on November 1,  1988.   The  Trust  is
registered  under the Investment Company  Act  of  1940,  as
amended,  as  a  diversified  open-end  mutual  fund.    The
Muhlenkamp Fund (the Fund) is a series of the Wexford  Trust
and is currently the only fund in the Trust.

The Fund is exposed to credit risk on the amount invested in
marketable securities.  The maximum amount of loss the  Fund
would  incur is limited to the amount recorded in  the  1994
financial  statements.  The Fund does not hold any  type  of
collateral  on the marketable securities.  This exposure  to
credit  risk  is  customary  for  all  entities  which  have
invested in financial instruments.

NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A  summary  of  significant accounting policies  applied  by
management in the preparation of the accompanying  financial
statements follows.

Investment valuations - Each stock and bond is valued at the
latest  sales price thereof on the last business day of  the
fiscal  period  as  reported by the securities  exchange  on
which  the  issued is traded.  If no sale is  reported,  the
security is valued at the last quoted bid price.

Investment  transactions  and related  investment  income  -
Investment transactions are accounted for on the trade  date
(date  the  order  to  buy or sell is  executed).   Dividend
income is recorded on the ex-dividend date.  Interest income
is  recorded  on  the  accrual basis.   The  Fund  uses  the
specific identification method in computing gain or loss  on
the sale of investment securities.

Federal  income  taxes - It is the Fund's policy  to  comply
with the requirements of the Internal Revenue Code that  are
applicable   to  regulated  investment  companies   and   to
distribute  substantially all of its taxable income  to  its
shareholders.  Therefore, no federal income tax provision is
required.

Dividends and distributions to shareholders of beneficial
interest - Dividends and distributions are recorded by the
Trust on the record date.

NOTE 3 - INVESTMENT MANAGEMENT AND OTHER TRANSACTIONS WITH
AFFILIATES
Muhlenkamp and Co., Inc., an affiliate of which an  officer-
stockholder is a trustee of the Trust, receives  a  fee  for
investment  management.   The fee is  computed  and  accrued
daily  based on the net asset value at the close of business
and  is equal to 1% per annum.  The fee totaled $156,340 for
the  year  ended December 31, 1994.  The investment advisory
agreement   provides  for  the  reimbursement  of   expenses
excluding  auditor  fees, fidelity  bonding,  and  brokerage
commissions until the net assets of the Muhlenkamp Fund (the
Fund)  equal  or  exceed $1,000,000.  Since the  Fund's  net
assets  exceed  this  amount, the advisor  is  permitted  to
charge   the   fund  for  some  or  all   of   its   routine
administration costs which totaled approximately $65,206 for
the  year ended December 31, 1994.  An expense reimbursement
of  $65,206  was  requested and  paid  for  the  year  ended
December 31,1994.

Certain affiliated persons held in the aggregate 22,741
shares with a net asset value of $368,644 in the Muhlenkamp
Fund at December 31, 1994.  In addition, the Muhlenkamp &
Co., Inc. Pension & Trust Fund held  10,751 shares with a
net asset value of $174,289 at December 31, 1994.


                      THE WEXFORD TRUST
             (COMPRISED OF THE MUHLENKAMP FUND)
                              
                NOTES TO FINANCIAL STATEMENTS
                      DECEMBER 31, 1994

NOTE 4 - CAPITAL SHARE TRANSACTIONS
The Declaration of Trust permits the Trustees to issue an
unlimited number of full and fractional shares of beneficial
interest with a par  value of $.001 per share.  Transactions
in capital stock were as follows:
                                       Shares
                                        1994   1993
Shares outstanding, beginning of       675,34  310,2
period                                      2     18
     Shares sold                       414,31  395,1
                                            5     72
     Shares issued to shareholders in  21,392  3,536
reinvestment of dividend
     Shares redeemed                   (87,67  (33,5
                                           1)    84)
Shares outstanding, end of period      1,023,  675,3
                                          378     42

NOTE 5 - DIVIDENDS AND DISTRIBUTIONS
On December 31, 1994, the Trustees declared and recorded a
distribution of $.35 per outstanding share.

NOTE 6 - INVESTMENT TRANSACTIONS
Purchases and sales of investment securities were $8,959,651
and $3,617,010, respectively in 1994.
The components of the net realized gain on investments of
$392,326 recognized during the year ended December 31, 1994
are as follows:
Proceeds from sale of                     $4,009,336
securities
Cost of Securities Sold                  (3,617,010)
     Net Realized Gain                      $392,326

The components of the net unrealized appreciation in value
of the investments held at December 31, 1994 are as follows:
Unrealized Appreciation of                 $1,330,320
investments
Unrealized Depreciation of                (1,004,101)
investments
     Net Unrealized                          $326,219
Appreciation of Investments

The unrealized depreciation of securities recognized during
the year ended December 31, 1994 is $1,702,528.

NOTE 7 - DIRECTED BUSINESS ARRANGEMENT
The Fund has a directed business arrangement with Capital
Institution Services, Inc. (CIS).  Upon the purchase and/or
sale of investment securities, the Fund pays a brokerage
commission to CIS.  These commission payments generate
nonrefundable cumulative credits which are available to pay
certain expenses of the Fund.
The following is an analysis of  commission credits
generated, utilized and available to pay future expenses of
the Fund:
                                    Amount
Balance, January 1, 1994                       $1,297
Commission Credits                             10,007
generated during 1994
Commission Credits                                   
utilized:
     Professional fees                        (8,830)
Balance, December 31,                          $2,474
1994

                                       With   Without
                                     Commiss  Commiss
                                       ion      ion
                                     Credits  Credits
Annual Fund Operating Expenses (as a              
percentage of average net assets)
     Investment Advisor's Fee          1.0%     1.0%
     12b-1 Fees                       -----    -----
     Other Operating Expenses          0.5      0.6
          Total Fund Expenses          1.5%     1.6%

                INDEPENDENT AUDITORS' REPORT

To the Shareholders and Trustees of the
Wexford Trust (Comprised of the Muhlenkamp Fund)

We  have  audited the accompanying statement of  assets  and
liabilities  of  the  Wexford  Trust  (comprised    of   the
Muhlenkamp Fund), including the portfolio of investments  as
of   December  31,  1994,  and  the  related  statement   of
operations  for  the  year  then ended,  the  statements  of
changes  in  net  assets for each of the two  years  in  the
period  then  ended,  and the selected per  share  data  and
ratios  for each of the six years in the period then  ended.
These  financial statements and selected per share data  and
ratios   are  the  responsibility  of  the  Trustees.    Our
responsibility  is to express an opinion on these  financial
statements and selected per share data and ratios  based  on
our audit.


We conducted our audit 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 selected per share data
and  ratios  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, 1994 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 audit provides a reasonable basis for  our
opinion.


In  our  opinion, the financial statements and selected  per
share  data and ratios referred to above present fairly,  in
all  material respects the financial position of the Wexford
Trust as of December 31, 1994, the results of its operations
for  the year then ended, the changes in net assets for each
of  the two years in the period then ended, and the selected
per  share data and ratios for each of the six years in  the
period  then  ended,  in conformity with generally  accepted
accounting principles.

                              Schneider, Downs & Co., Inc.

Pittsburgh, Pennsylvania
January 20, 1995





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