WEXFORD TRUST/PA
N-30D, 1997-07-30
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                      A No - Load Fund
                              
                       MUHLENKAMP FUND
    PO Box 598, Wexford PA  15090-0598 * (412)935-5520 or
                        (800)860-3863
                 e-mail:[email protected]
                 Web: http://muhlenkamp.com             
                 
                    Semi - Annual Report
                        June 30, 1997
                               
Dear  Shareholder:

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

Chart goes here.  This is a line chart comparing the
performance of the Muhlenkamp Fund with the S&P 500 since
December 31, 1992.  On December 31, 1991 the Fund and the
S&P are each assigned an index value of 100.  At the end of
each subsequent year (and six month period ending June 30,
1997) 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
12/31/91            100                  100
12/31/92            115                  108
12/31/93            136                  118
12/31/94            126                  120
12/31/95            168                  164
12/31/96            218                  202
06/30/97         255                    243

After providing the correction I asked for on March 25, 1997,
the markets went on an upward tear with
the DJIA and the S&P 500 gaining 17% for the quarter ending in
June.  Several positive things
happened:

       GDP growth was stronger than expected.
       Inflation was less than expected.
       Corporate profits were stronger than expected.

These factors allowed:

      Long-term interest rates to decline and Treasury Bond
prices to gain 5%.
      Investors to anticipate (correctly) that the Fed would
not raise short-term rates in July.
      Stock prices to soar.
     
Normally, the next step is for the market to digest its recent
upward move.  It can do this either by moving sideways or by
declining.  The actual direction is likely to depend on
quarterly earnings which are now being reported.  Individual
stock prices are likely to reflect individual company earnings.
     
Meanwhile, the ongoing challenge to the economic theory that
"growth causes inflation", which we've been relating to you for
over a year, remains front and center.  We wrote earlier that
the two economists, whose arguments frame the opposing theories
for us, had each extended their time frames but had not yet
changed their conclusions.  The first apparent change in
conclusion occurred on July 3.  The chief  economist at Morgan
Stanley, Steve Roach, lowered his inflation estimates for 1997
from 3.2% to 2.5% and for 1998 from 4% to 3.2%, respectively.
He also lowered his targets for long-term interest rates by 1/2%.

Mr. Roach has been adamant that GDP growth greater than a 2 1/2%
annual rate must result in higher
inflation and interest rates.  This is the first time (since
his predictions in early 1996) that he has lowered
his inflation projection.  He did this despite GDP growth
greater than his expectations.  Since 1997 is half
over, he really had no choice.  On July 7th, he explained his
rationale for the change.  He believes that his inflation
projection was early.  That the time lag between growth and
inflation is longer than he had expected.  Hence, no
fundamental change in conclusion.  The debate continues!

Where do we stand?  We continue to believe that the long-term
and intermediate-term fundamentals
are quite favorable.  To wit, inflation is not getting worse
and the economy is expanding.  We believe that,
on average, stocks are fairly priced.  Therefore, prices in the
near term are likely to be quite volatile with the market
focusing on individual companies and stocks.  There is also the
possibility of a rapid 10% market move - up or down.  Frankly,
since we like the long-term, we would like to see another 10%
down move similar to the one in April.  But, partly because it
happened recently, we don't expect a repeat.  (That would be
too easy --  No, I cannot explain this comment in rational
terms.)  Our experience shows us that big moves (greater than
10%) have big reasons.  We don't see a reason for a down market
move greater than 10%.  We repeat - We do expect high
volatility.

We think the key to success in this market is finding good
companies at good prices.  We are spending our time and effort
in this endeavor.

                 THE WEXFORD TRUST                              
        (COMPRISED OF THE MUHLENKAMP FUND)                      
                                                                
        STATEMENT OF ASSETS AND LIABILITIES                     
             JUNE 30, 1997 (Unaudited)                          
                                                                
                                                                
ASSETS                                                          
                                                                
INVESTMENTS, AT MARKET VALUE (Identified cost                             
$54,462,058)                                                    $76,562,107
                                                                         
                                                                
RECEIVABLES                                                          
  Subscriptions receivable                                       801,556
  Dividends                                                       67,430
  Interest                                                        35,154
                                                                     
                                                                77,466,247
                                                                     
PREPAID INSURANCE                                                  3,400
PREPAID EXPENSES                                                  4,968
                                                                     
          Total Assets                                               
                                                                77,474,615
                                                                     
LIABILITIES                                                     
                                                                     
ACCOUNTS PAYABLE                                                     
                                                                     
  Redemptions Payable                                             384,047
                                                                     
          Total Liabilities                                       384,047
                                                                     
               Total Net Assets                                      
                                                                $77,090,568
                                                                    
                                                                
NET ASSETS                                                      
                                                                
CAPITAL PAID IN ON SHARES OF BENEFICIAL INTEREST                
  (shares authorized - unlimited) (Note 4)                                
                                                                $54,047,637
                                                                         
                                                                
ACCUMULATED UNDISTRIBUTED INVESTMENT INCOME                       $193,595
                                                                
ACCUMULATED UNDISTRIBUTED NET CAPITAL GAIN                         749,287
                                                                
NET UNREALIZED APPRECIATION OF INVESTMENTS AS                   22,100,049
  OF JUNE 30, 1997 (Note 6)                                          
                                                                
          Total Net Assets                                                
                                                                $77,090,568
                                                                         
                                                                
NUMBER OF SHARES OF BENEFICIAL INTEREST OUTSTANDING              2,396,794
(Note 4)
                                                                
NET ASSET VALUE PER SHARE (Net assets divided by                
shares
  outstanding at year-end)                                          $32.16
                                                                
                                                                
See notes to financial statements.                              















              THE WEXFORD TRUST                                         
     (COMPRISED OF THE MUHLENKAMP FUND)                                 
                                                                        
          PORTFOLIO OF INVESTMENTS                                      
          JUNE 30, 1997 (Unaudited)                                     
                                                                        
                                               Principal                
                                               Amount or          Market
                                                  Shares           Value
COMMON STOCK -  84.98%                                                  
  Aerospace - 2.59%                                                     
  * BE Aerospace, Inc.                            17,000        $537,625
     Lockheed Martin                              14,000       1,449,875
                                                               1,987,500
  Airlines - 3.54%                                                      
     Air Express International Corp.              21,562         857,090
AMR                                               20,000       1,850,000
                                                               2,707,090
                                                                        
  Autos - 6.29%                                                         
     Ford Motor Company                           62,000       2,340,500
  * National RV Holdings                         102,500       1,601,560
     Superior Industries                          13,180         879,274
                                                               4,821,334
  Building Products - 3.73%                                             
     Armstrong World Industries                   28,000       2,054,500
  * Griffon Corp.                                 58,400         799,350
                                                               2,853,850
  Banks - 7.22%                                                         
     Chase Manhattan Corp.                        12,000       1,164,750
     Citicorp                                     10,000       1,205,625
     Mellon Bank Corp.                            70,000       3,158,750
                                                               5,529,125
  Brokerage - 5.73%                                                     
     A.G. Edwards                                 12,500         534,375
     Merrill Lynch                                32,000       1,908,000
     Soutwest Sec Inc.                           100,000       1,950,000
                                                               4,392,375
  Capital Goods - 7.88%                                                 
Aeroquip-Vickers Inc                              24,000       1,134,000
     General Electric                             18,000       1,176,750
     Graco, Inc.                                  60,550       1,824,069
     Idex Corp.                                   31,250       1,031,250
Owens Corning Co                                  20,000         862,500
                                                               6,028,569
                                                                        
  Conglomerate - 0.56%                                                  
     Scotsman Ind., Inc.                          15,000         427,500
                                                                        
Diversified Operations - 3.92%                                          
LOEWS CORP                                        30,000       3,003,750
                                                                        
                                                                        
  Electronics - 2.02%                                                   
     Intel Corp.                                   7,000         992,688
Computer Associates International                 10,000         556,875
                                                               1,549,563
                                                                        
  Finance - 6.51%                                                       
     Fidelity National Financial                  13,210         222,902
     Green Tree Financial Corp.                   88,800       3,163,500
     National City Corp.                          16,852         884,730
  Morgan Stanley Dean Witter Discover, Co.        16,500         710,531
                                                               4,981,663
                                                                        
  Furniture - 3.84%                                                     
  * Roberds, Inc.                                  5,000          26,250
  * Stanley Furniture, Inc.                       83,400       1,928,625
  * Winsloew Furniture                            89,600         980,000
                                                               2,934,875
Homebuilding - .44%                                                     
NVR Inc.                                          22,000         335,500
                                                                        
Industruial Equipment - 6.63                                            
Deere & Co.                                       20,000       1,097,500
JLG Industries                                   160,000       2,180,000
AGCO                                              50,000       1,796,875
                                                               5,074,375
  Insurance - 15.93%                                                    
     American Bankers Insurance Group              8,000         506,000
     Conseco, Inc.                                87,255       3,228,435
     Frontier Insurance                           29,426       1,905,334
     Reliance Group Holdings Inc.                135,000       1,603,125
     Sun America                                  55,000       2,681,250
     Vesta                                        52,500       2,270,625
                                                              12,194,769
  Metals - .38%                                                         
     Matthews Int'l Corp.                          8,000         292,000
                                                                        
  Rails - 2.70%                                                         
     Burlington Northern Industries, Inc.         23,000       2,067,122
                                                                        
  Savings and Loan - 1.39%                                              
     Federal National Mortgage Assoc.             24,400       1,064,450
                                                                        
  Technology -  0.17%                                                   
  * Scios Inc.                                    20,000         127,500
                                                                        
  Tobacco - 3.51%                                                       
     Philip Morris                                60,580       2,688,238
                                                                        
                                                                        
          Total Common Stocks (Cost                           65,061,148
$43,311,389)
                                                                        
BONDS AND NOTES - 4.63%                                                 
  General Motors Acceptance Corporation - 0%,  2,300,000         642,563
deferred debentures, due 2015
  U.S. Treasury, stripped interest - 0%, due     800,000         274,694
2013
  U.S. Treasury, stripped interest - 0%, due   16,900,000      2,625,246
2024                                                   
          Total Bonds and Notes (Cost                          3,542,503
$1,580,845)
                                                                        
CASH AND CASH EQUIVALENTS - 10.39%                                      
  Star Treasury                                7,958,456       7,958,456
                                                                        
          Total (Cost $54,462,058)                           $76,562,107
                                                                        
  * Non-Income Producing                                                
                                                                        
See notes to financial statements.                                      


























               THE WEXFORD TRUST                              
      (COMPRISED OF THE MUHLENKAMP FUND)                      
                                                              
            STATEMENT OF OPERATIONS                           
FOR THE PERIOD ENDING JUNE 30, 1997 (Unaudited)               
                                                              
                                                              
INVESTMENT INCOME                                             
  Interest                                                     $225,976
  Dividends                                                     346,456
                                                                   
          Total Investment Income                               572,432
                                                              
EXPENSES                                                      
  Investment advisor  (Note 3)                     $286,040   
  Transfer agent fees                              24,234         
  Printing                                         16,591         
  Registrations and filing                         18,060         
  Postage                                          11,625         
  Custodian                                        5,903          
  Audit                                            19,842         
  Fund accounting                                  8,772          
  Legal                                            2,705          
Misc                                               6,133          
  Insurance                                         590           
                                                                  
          Total Expenses                          400,495         
                                                                  
  Fees Paid Indirectly (Note 7)                  (11,360)      389,135
                                                                  
          Net Investment Income                                183,297
                                                                  
REALIZED AND UNREALIZED (LOSS) GAIN ON                            
INVESTMENTS
  Net realized gain on investments (Note 6)                    910,859
                                                                  
Change in unrealized appreciation in value of                 8,064,880
investments for the six month period ending
June 30, 1997  (Note 6)
                                                                  
          Net Gain on Investments                             8,975,739
                                                              
          Net Increase in Net Assets Resulting                $9,159,036
From Operations
                                                              
                                                              
                                                              
See notes to financial statements.                            
                                                              
                                                              



               THE WEXFORD TRUST                              
      (COMPRISED OF THE MUHLENKAMP FUND)                      
                                                              
      STATEMENTS OF CHANGES IN NET ASSETS                     
  FOR THE YEAR ENDING DECEMPER AND THE PERIOD                 
       ENDING  JUNE 30, 1997 (Unaudited)
                                                              
                                                              
                                                  June 30        1996
                                                   1997
INCREASE IN NET ASSETS FROM OPERATIONS                        
  Net investment income                             183,297    $176,766
  Net realized (loss) gain on investments (Note   910,859     (161,572)
6)
  Unrealized appreciation in value of            8,064,880    8,332,484
investments (Note 6)
                                                                  
          Net Increase in Net Assets Resulting   9,159,036    8,347,678
From Operations
                                                                  
DISTRIBUTIONS TO SHAREHOLDERS                                     
  Net investment income                              0        (166,485)
  Net realized gain from investments                 0         (2,653)
                                                              (169,138)
CAPITAL SHARE TRANSACTIONS                                        
  Net proceeds from sale of 1,035,901 shares in 30,880,644   12,340,767
six month period ending 6/30/97 and  509,156 in
1996 (Note 4)
                                                                  
                                                                  
  Net asset value of 0 shares in 1997 and 6,243                   
    shares in 1996 issued to shareholders on                      
reinvestment
    of dividends (Note 5)                            0         171,811
                                                                  
  Cost of 166,825 shares in 1997 and 96,455                       
shares
    in 1996, redeemed (Note 4)                  (4,988,068)        
                                                              (2,223,493)
                                                                  
          Net Increase in Net Assets Resulting                    
From
            Capital Share Transactions          25,892,576    10,289,085
                                                                  
          Total Increase in Net Assets          35,051,612    18,467,625
                                                                  
NET ASSETS                                                        
  Beginning of year                             42,038,956    23,571,331
                                                              
                                                              
  End of period (including undistributed                      
investment income of
    $183,297 and undistributed net realized                   
gain of $910,859
    in the six month period ending 6/30/97 and                
undistributed net realized gain of $10,281 and
undistributed investment loss of $161,572 in
1996)
                                                 77,090,568              
                                                             $42,038,956
                                                              
See notes to financial statements.                            
                                                              
                                                              
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               
                               












                               
                               
THE WEXFORD TRUST                                               
(COMPRISED  OF THE  MUHLENKAMP                                  
FUND)
                                                                
SELECTED  PER SHARE  DATA  AND                                   
RATIOS
FOR  THE  YEARS ENDED DECEMBER                                   
31,  1992  THROUGH  SIX  MONTH
PERIOD ENDING JUNE 30, 1997
                               Six                               
                               month
                               period
                                                                 
                               June    1996   1995  1994  1993   1992
                               30, 97
                                                                 
NET ASSET VALUE, BEGINNING  OF $27.52  $21.26 $16.23$17.86$15.20 $13.25
YEAR                   
                                                                 
    Income   from   Investment                                   
Operations:
    Net investment income (1)  0.10    0.14   0.21  0.11  0.12   0.20
     Net gains or (losses)  on 4.54    6.23   5.14  (1.39)2.63   1.89
securities                                         
                                                                 
               Total      From 4.64    6.37   5.35  (1.28)2.75   2.09
Investment Operations                              
                                                                 
  Less Distributions:                                            
    Dividends (from investment -       (0.11) (0.21)(0.10)(0.08) (0.14)
income)                         
        Distributions    (from -        -     (0.11)(0.25)-      -
capital gains)                        
    Return of capital          -        -      -     -    (0.01) -
                                                                 
          Total Distributions  0       (0.11) (0.32)(0.35)(0.09) (0.14)
                               
                                                                 
NET ASSET VALUE, END OF PERIOD $32.16  $27.52 $21.26$16.23$17.86 $15.20
                                            
                                                                 
Total Return                   16.86%  29.96% 32.9% (7.20)%18.10% 15.80%
                                     
                                                                 
Net   Assets,  End  of  Period $77,091        $23,571     $12,057 
($000)                                 $42,038     $16,610        $4,716
                                      
                                                                 
Ratio  of  Total  Expenses  to 1.38%   1.56%  1.4%  1.57% 1.30%  1.41%
Average Net Assets                                               
                                                                 
Ratio of Net Investment Income 0.64%   0.58%  1.10% 0.70% 0.70%  1.44%
to Average Net Assets                                            
                                                                 
Portfolio Turnover Rate        12.50%  16.90% 22.70%25.60%14.10% 20.10%
                                              
                                                                 
Average  Commission Rate  Paid 0.0368  0.0382 .0442 .0471 .0586  .0704
(dollar per share)                                       
                                                                 
                                                                 
                                                                 
(1)   Computed   on   weighted                                   
average   number   of   shares
outstanding during the year.
                                                                 
(2)   During  the years  ended                                   
December   31,  1992   through
1996,   and   the   sem-annual
period  ending  6/30/97,   the
Fund    utilized    commission
credits   of  $4,420,  $5,950,
$8,830,  $11,000, $5,000,  and
$11,360 respectively,  to  pay
certain expenses of the  Fund.
The  total return for the Fund
would  have been 15.6%, 18.0%,
(7.2)%,   32.9%,  29.9%,   and
16.84%   for  the years  ended
December 31, 1992 through  the
semi-annual   period    ending
6/30/97, respectively, without
the credits.
                                                                 
                                                                 
                                                                 
                                                                 
See    notes    to   financial                                   
statements.


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.   The  Muhlenkamp Fund (the Fund) is a series  of  the
Wexford Trust and is currently the only fund in the Trust.

      The  Fund operates as a diversified open-end mutual  fund
that  continuously offers its shares for sale  to  the  public.
The  Fund will manage its assets to seek a maximum total return
to   its  shareholders,  primarily  through  a  combination  of
interest  and dividends and capital appreciation by  holding  a
diversified  list  of  publicly traded stocks.   The  Fund  may
acquire  and  hold fixed-income or debt investments  as  market
conditions warrant and when, in the opinion of its advisor,  it
is deemed desirable or necessary in order to attempt to achieve
its investment objective.

      The  primary  focus  of the Fund  is  long-term  and  the
investment   options   diverse.   This   allows   for   greater
flexibility  in the daily management of fund assets.   However,
with  flexibility  also  comes the risk  that  assets  will  be
invested in various classes of securities at the wrong time and
price.

     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 and disclosure of contingent  assets
and liabilities at the date of the financial statements and the
reported  amounts of revenues and expenses during the  reported
period.  Actual results could differ from those estimates.

      The Fund is exposed to market 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  1996
financial  statements.  The Fund does  not  hold  any  type  of
collateral  on  the marketable securities.   This  exposure  to
market  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.




NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Continued)

      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  daily on the yield to maturity basis.  Discounts  and
premiums  on  securities are amortized over  the  life  of  the
respective   securities.    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 & 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 $286,040 for the period
ending  June  30,  1997.   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
$82,928  for  the  period ending June  30,  1997.   An  expense
reimbursement  of $82,928 was requested for the  period  ending
June 30, 1997.  The reimbursement consists of  the following:

                               
      Certain  affiliated persons held in the aggregate  30,971
shares  with  a  net asset value of $996,027 in the  Muhlenkamp
Fund  on June 30, 1997  In addition, the Muhlenkamp & Co., Inc.
Pension & Trust Fund held 15,273 shares with a net asset  value
of $491,180 on June 30, 1997.




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:



NOTE 5 - DIVIDENDS AND DISTRIBUTIONS

     On December 30, 1996, the Trustees declared, recorded, and
paid a dividend of $.11 per outstanding share.




NOTE 6 - INVESTMENT TRANSACTIONS

      Purchases  and sales of investment securities,  excluding
short-term   securities,  were  $25,503,373   and   $3,610,568,
respectively  in  the six month period ending  June  30,  1997.
Purchases  and  sales  of  U.S.  Government  obligations   were
$1,572,700 and -0-, respectively in 1996.

      The components of the net realized gain on investments of
$910,859 recognized during the period ending June 30, 1997  are
as follows:

                               
     The components of the net unrealized appreciation in value
of the investments held at June 30, 1997 are as follows:

                               
                               
     The unrealized appreciation of securities during the
period ending June 30, 1997 is $8,064,880.


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, such as performance measurement,
pricing  information,  custodian and record  keeping  services,
legal,   accounting  and  other  administrative   costs.    The
commission  credits redeemed during the year were  utilized  by
the  Fund to pay accounting fees due the Independent Accounting
Firm and administrative expenses.




NOTE 7 - DIRECTED BUSINESS ARRANGEMENT (Continued)

     The following is an analysis of commissions credits
generated, utilized and available to pay future expenses of the
Fund:

                               
     The following is an analysis of fund expenses with and
without commission credits:




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