MEXICO EQUITY & INCOME FUND INC
N-30D, 1997-10-01
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                                   THE MEXICO
                                     EQUITY
                                   AND INCOME
                                   FUND, INC.



                                 ANNUAL REPORT
                                 JULY 31, 1997

                                       

                            ADVANTAGE ADVISERS, INC.
<PAGE>

                    The Mexico Equity and Income Fund, Inc.

                                                              September 15, 1997

Dear Fund Shareholder,

We are pleased to present you with the financial statements of The Mexico Equity
and Income Fund, Inc. (the "Fund") for the fiscal year ended July 31, 1997. The
Fund's net asset value (NAV) rose 40.7% during the period. During the same
period, the Mexican Bolsa rose 63.6% while the Fund's market price total return
was 62.5%. On July 31, 1997, the Fund's market price, excluding dividends and
distribution, closed at $14.125 per share, up 46.8% for the period.

As the Fund's Investment Adviser describes in the following pages, Mexico's
economic recovery, which started in late 1995, continued through the period as
the country experienced faster than expected growth and lower inflation.

During the last 12 months, interest rates fell approximately 1,200 basis points
to end the period below 20% for the first time since December 1994, while
unemployment was down to 3.4%, also the lowest level since 1994.

Although the markets continue to be volatile, the Investment Adviser is
cautiously optimistic about Mexico's markets in the short term and remains
confident in the country's ability to grow over the long term. The Fund's 44
common stock holdings in 14 sectors and 6 fixed income holdings as of July 31,
1997, provided shareholders with broad exposure to investment in Mexican
companies. As of July 31, 1997, 88.8% of the Fund's investments were in Mexican
equities.

Emerging markets like Mexico continue to play an increasingly important role in
world economies. We continue to believe that The Mexico Equity and Income Fund,
Inc. can provide investors with a vehicle for strategic diversification and
investment in an important emerging country and a close neighbor of the United
States.

At the meeting of the Fund's Board of Directors on September 12, 1997, the Board
adopted certain amendments to its By-Laws, pursuant to recent changes in
Maryland corporate law, which reduce the minimum permissible size of Board
committees to one director and increase the percentage of stockholder voting
power that is required to call a special stockholder meeting to a majority of
votes entitled to be cast at the meeting.

On behalf of the Board of Directors, I thank you for your participation in the
Fund. If you have any questions about the Fund, please call our toll-free number
at (800) 421-4777.

Sincerely,

/s/ Alan Rappaport

Alan Rappaport
Chairman

<PAGE>

Report of the Mexican Adviser            The Mexico Equity and Income Fund, Inc.
Annual Report For The Year Ended July 31,1997

Mexico's Economic Environment

The Mexican economy improved during the 12-month period ended July 31, 1997,
largely as a result of the government's successful maintenance of a neutral
monetary policy. The recovery, which started in the fourth quarter of 1995,
continued through the end of the Fund's 1997 fiscal year. Over the period,
Mexico experienced higher growth and lower inflation than originally forecast.
GDP growth was 8.8% in second quarter 1997; we believe it will be approximately
6.2% for the full year 1997. The Mexican peso was relatively stable over the
period, appreciating gradually against the U.S. dollar since 1996. In July,
analysts raised their consensus forecasts for the peso at calendar year-end 1997
from 9.5 pesos to about 8.3 pesos per U.S. dollar.

Net international reserves reached US$15.6 billion at July 31, 1997 versus
US$3.8 billion at the same date last year. Interest rates fell 1,200 basis
points to levels below 20%, versus around 30% last year. Monthly inflation in
July 1997 was 0.87% or, on a cumulative basis, 9.8% year-to-date. For 1997,
inflation is projected at about 17%, versus 27.7% in 1996 and 52.0% in 1995.

Mexico's return to the international financial markets was a key element in
restoring investor confidence during the period. Highlights included the
government's retirement of the Brady bonds at a discount, as well as the
prepayment of more than US$19 billion borrowed from the U.S. Treasury and the
International Monetary Fund (IMF) in 1995. In early 1997, capital inflows to
Mexico began to increase, reaching US$5.6 billion through July versus US$3.6
billion for the full year 1996.

Recent data has confirmed the gradual improvement in purchasing power and
disposable income. The index of industrial activity for June 1997 increased 9.9%
year-on-year and the unemployment rate was down to 3.4%, the lowest level in
more than two years. In addition, supermarket sales were up an estimated 3.3%
year-on-year in May and slightly down 0.9% in June. The annual growth in
wholesale sales was 6.6% in April, 4.4% in May and 4.6% in June, compared with a
contraction of 25% in 1995 and 2% growth in 1996. These results were fueled by
higher sales of durable goods and, to a lesser extent, of basic supplies. We
estimate a modest 3.0% growth in overall private consumption for 1997 and 4.1%
for 1998.

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

Fund Updates 

The Fund's toll-free phone number, (800) 421-4777, provides callers with a
recorded monthly update of the markets in which the Fund invests. It also offers
details about the Fund, its portfolio and performance.

Tracking the Fund's NAV 

The Fund's net asset value (NAV) is calculated weekly and published in The Wall
Street Journal every Monday under the heading "Closed End Funds." The Fund's net
asset value is also published in Barron's on Saturdays and in The New York Times
on Mondays. The Fund is listed on the New York Stock Exchange under the ticker
symbol MXE.

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

                                       2
<PAGE>

The Mexican Stock Market 

For the 12-month period ended July 31, 1997, the Bolsa returned 63.6% in U.S.
dollar terms, well above its 3.5% increase in fiscal 1996. The market during the
first half of the Fund's 1997 fiscal year was characterized by volatility caused
by the uncertainty surrounding Mexico's mid-term elections, scheduled for July
1997, as well as by projections of a correction in the U.S. stock markets. These
factors dampened the Bolsa, which rose 17.6% in dollar terms over the six months
through January 1997. The market's skepticism continued into early 1997 due to
nervousness about the elections and concerns about the slow pace of economic
recovery. The market improved, however, as the economic program increasingly
appeared consistent and successful, and the elections were widely viewed as
clean and uncontested. These factors, coupled with high international liquidity
and the relative attractiveness of the dollar-linked economies in the American
region, boosted flows of foreign capital into Mexico. The Bolsa responded
swiftly, reaching our year-end 1997 target of 4,800 points by mid-year, a gain
of 39% in U.S. dollar terms for the six months ended July 31, 1997.

The best sector performers, for fiscal 1997 in U.S. dollar terms, were: (1)
Textiles, up 795%, (2) Industrial Conglomerates, up 104%; and (3) Food,
Beverages & Tobacco, up 95%.

Fund's Performance and Portfolio Strategy 

The Fund's net asset value (NAV) rose 40.7% during the year ended July 31, 1997.
During the same period, the Mexican Bolsa rose 63.6% while the Fund's market
price total return was 62.5%. During fiscal year 1997, the Fund continued to
invest around 10% of its total assets in highly diversified Peso debt
instruments, including convertible bonds, bank promissory notes and debt
products carrying high real interest rates. The Fund's equity strategy was the
result of stock-picking based on bottom-up analysis. The Fund's investments
continued to anticipate a recovery in domestic demand, focusing on companies
expected to increase top-line growth through increased market share.

The Fund's three largest sectors at the end of July 1997 were: (1) Food,
Beverage and Tobacco with a 19% weighting, (2) Industrial Conglomerates with a
17% weighting and (3) Retailing and Specialty Stores with a 16% weighting.

Review of Key Economic Sectors 

Automotive Industry 

The automotive industry was one of the most dynamic over the period, growing 29%
in 1996 and 4% in the first half of 1997. From January to April 1997, Mexico was
the world's third-largest automotive exporter, following Canada and Japan.
Domestic automotive sales are recovering from the large decreases of 1995 and
1996. We expect sales to increase by 27% in 1997 and 28% in 1998.

Food 

Since the end of 1996, the food industry has shown signs of recovery. Growth in
the sector continued through the first half of 1997 and we expect it to be 4% on
an average annualized basis for this year and next. This is primarily a result
of job creation and recovering purchasing power.


                                       3
<PAGE>

We expect food prices to follow inflation. Companies' profitability should be
enhanced by greater operating efficiencies, continued control of operating
expenditures, and a stronger peso. The food market leaders traded on the Bolsa
are expected to continue growing at the expense of smaller producers. In
addition, the export market offers them the potential to boost sales of products
that are price competitive and meet international quality standards. Finally,
geographical location allows Mexican food companies to serve both the U.S. and
Latin American markets. Some of these companies also have joint ventures with
global leaders.

Beverages 

The recovery of the bottling industry started in fourth quarter 1996 due to the
companies' considerable cost control efforts. In 1997 and 1998 we expect the
industry to continue growing, with volumes increasing an estimated 5.5% a year.
Prices are expected to remain in line with inflation in 1997 and 1998, but to
remain stable in dollar terms due to discounts and promotions. Non-returnable
products, especially for Coca-Cola bottlers, are beginning to show rapid growth,
reflecting the industry's increased marketing of such products and the recovery
of purchasing power.

During the period, the beer industry was characterized by strong export growth,
cost control efforts and improvements in the production process. We expect
domestic beer volumes to grow 3.8% in 1997 and 4.9% in 1998, with export volumes
increasing 30.9% and 14.8%, respectively. We anticipate prices rising 6% in real
terms in 1997 and remaining stable in 1998.

Cement and Construction

In spite of the gradual recovery of domestic demand for cement and ready-mixed
concrete, the market has been characterized by strong price competition.
Furthermore, during the first three months of 1997, energy prices were unusually
high and cut into profit margins. Domestic demand for cement grew 14% during the
year and concrete sales grew 32%. But in real terms, prices fell 13% and 15%,
respectively.

From May through July, demand for both construction in general and cement in
particular began to show more solid growth, helping the market absorb a 10% hike
in sales prices. Based on this situation and the expected decline in energy
costs, we estimate that domestic demand for cement could grow about 9% in both
1997 and 1998, while concrete demand could rise 20% in 1997 and 15% in 1998.
Higher demand would enable companies to maintain price increases in line with
inflation.

Retail 

We believe the retail sector will start to make an important recovery in 1997.
In June, self-service stores posted a slight year-on-year decrease of 0.9% in
same-store sales, while department stores sales grew by 3.7% year-on-year.

We estimate same-store sales by publicly traded companies should rise an average
2% in 1997 which, in addition to their renewal of broader expansion programs,
leads us to estimate real growth of 13% in net profit for the year. A recovery
in sales would boost operating margins in 1997, especially considering that
margins are still below their 1994 levels even though companies reduced costs
significantly during the 1994-1995 crisis.


                                       4
<PAGE>

The Fund's investment strategy in the retail sector reflects an expectation of
growth potential for market share leaders that maintain their leadership
position in the greater Mexico City area. Higher real wages (a 5% real increase
took effect in early 1997) should sustain higher sales.

Industrial Conglomerates

The conglomerates were able to increase sales volumes, including exports,
through increased economies of scale and efficiencies. Export sales were high
enough to drive real growth in spite of the peso's appreciation. The negative
effect of a stronger peso was largely offset by the positive effects of
increased productivity and higher capacity utilization.

We believe the quality of operating cash flow is now better than it was one or
two years ago. In 1995 and 1996, concern existed that the good performance of
the industrial groups was due to a lucky combination of external factors: first,
the peso was unusually weak, helping exports; and second, international prices
for commodities were at the high end of their cycles. Today, though the peso is
no longer viewed as undervalued and commodity prices have come down, these
companies remain in good shape.

Top Ten Holdings 

Cifra, S.A. de C.V. -- 7.5% of total investments 

Cifra is the main commercial chain in Mexico. It has a total of 373 units, of
which 180 are self-service stores, 36 are department stores, and 157 are
restaurants. We view the company as having the strongest balance sheet, capable
management and the second-highest operating margin of all Mexican retailers. In
1991, it formed a partnership with Wal-Mart Stores, Inc. to open Wholesale Clubs
in Mexico. In May 1992, this partnership was extended to include the new
self-service stores, Aurrera, Bodega Aurrera, Superama and Wal-Mart
Supercenters, and in January 1994 to include the new department store, Suburbia,
and restaurants, Vips and Porton, among others. In June 1997, Cifra announced
that it had reached an agreement with Wal-Mart Stores Inc., to merge their joint
venture companies into Cifra. Cifra's sales area has reached 1.3 million square
meters; the company has a total of 49,510 employees.

We believe that the agreement between Wal-Mart and Cifra will spur more
aggressive expansion and increase efficiencies and economies of scale. We
believe the agreement will also ensure the company's market leadership. During
fiscal year 1997, the Fund's holding of Cifra rose from 5.1% to 7.5% as part of
our strategy to increase domestically-oriented companies, purchasing at what we
believed were undervalued levels.

Grupo Modelo, S.A. de C.V. -- 4.4% of total investments

Grupo Modelo is a large company, with total annual sales of US$1.4 billion (as
of December 1996) and a market capitalization of US$7.2 billion. Grupo Modelo is
the leading producer of beer in Mexico and exports about 21% of its output. The
company accounts for about 54% of the national market and 81% of Mexican beer
exports. This year the company opened its eighth plant in


                                       5
<PAGE>

Zacatecas (northern Mexico), which will increase installed capacity by 10%.
Grupo Modelo maintains a solid financial structure, with no debt. The company's
average operating margin for the period was 19%, and 25% for the second quarter
alone.

Grupo Modelo's weight in the Fund's portfolio rose from 2.3% to 4.4% of total
investments during the fiscal year. For the same period, Grupo Modelo's stock
price rose 104% in U.S. dollar terms.

Grupo Elektra S.A. de C.V. -- 4.2% of total investments 

Grupo Elektra is Mexico's dominant specialty retailer of electronics, appliances
and household furniture. Grupo Elektra's annual sales total US$700 million and
its market capitalization is US$1.7 billion. Grupo Elektra targets the
low-income population, with 450 stores throughout Mexico. It plans to add 50 new
stores in Mexico and 30 in Central America in 1997. A key factor in the
company's growth has been a sales program that allows customers to purchase
products at fixed prices during a 13- to 53-week period. Other businesses
include: money transfers to and from the U.S.; Grupo Hecali, a specialized
clothing and footwear store; merchandise transfer between the U.S. and Mexico;
and other products and services that allow the company to take advantage of its
store base and systems infrastructure. Grupo Elektra enjoys lower advertising
costs through its 20% stake in Television Azteca.

During the period, Grupo Elektra's weight in the Fund's portfolio rose from 1.9%
to 4.2% while the market price of its shares registered a 144.4% increase in
U.S. dollar terms.

Desc Sociedad de Fomento Industrial, S.A. de C.V. -- 4.2% of total investments

Desc is one of the largest and best-diversified Mexican industrial groups with
annual sales of US$1.6 billion. Exports represent a third of total sales. Desc's
market capitalization is US$2.8 billion. The company focuses on five business
sectors: automotive parts at 42% of total sales (Unik); chemicals at 35%
(Girsa); agribusiness at 18% (Agrobios); consumer products at 4% (Girsa); and
real estate at 1% of total sales (Dine). Unik produces a wide array of
automotive parts which are marketed and sold to original equipment manufacturers
(OEMs) or in the secondary market, both domestically and for export. Girsa's
main products are synthetic rubber, polystyrene, phosphates, carbon black and
phenol. Girsa is also responsible for Desc's consumer products division which
produces adhesives and waterproofing additives. Agrobios produces poultry, pork
and animal feeds. At the end of 1997, the company plans to incorporate a shrimp
business which we anticipate will boost the company's growth. Dine concentrates
on office, commercial and residential buildings at the upper income end of the
market.

Several developments during the 1997 fiscal year should support Desc's growth:
new contracts for autoparts; the introduction of additional product lines at
Unik and Agrobios; two acquisitions in the manual and heavy transmission
business by its automotive division; and higher sales and volume increases in
pork. During the period, Desc's weight in the Fund's portfolio increased from
3.9% to 4.2% while the stock price rose 88% in U.S. dollar terms.


                                       6
<PAGE>

Telefonos de Mexico, S.A. de C.V. -- 4.1% of total investments 

Telefonos de Mexico (Telmex) is the only Mexican company that offers integral
telecommunication services at the national level, including local, long distance
data, cellular and paging services. Telmex's annual sales total US$6.7 billion
and its market capitalization is US$21.6 billion. In August 1996, the company
lost its exclusivity over the long distance market and in the near future it
will face competition in other businesses, such as local service. At the end of
1996, the company had 8.8 million lines in service representing a telephone
penetration of roughly 9.6 lines per 100 inhabitants.

Telmex estimates that it has 61% of the cellular telephone market. Telmex's
future projects include entering the U.S. long distance market in a joint effort
with its commercial partner Sprint, as well as strengthening its presence in the
local market before this opens up to competition. The company's cost controls
have allowed it to maintain high operating margins. We expect margins around 56%
for the next two years. A 16% local tariff increase in real terms effective over
the fiscal period, will boost revenues. We expect that by the end of 1997 rates
will reach pre-1994 crisis levels and will be maintained in real terms
throughout 1998. This income should offset the loss of market share that Telmex
is expected to experience during the 1997 opening of the long distance market.
During the period, the Fund's holding in Telmex decreased from 5.4% of the total
portfolio to 4.1% while the stock price rose 84% in U.S. dollar terms.

Grupo Carso, S.A. de C.V. -- 4.0% of total investments 

Grupo Carso is a Mexican holding company that operates through consolidated
subsidiaries and associated companies principally in the following sectors:
tobacco, automotive, construction, retail, mining, and metallurgy and
telecommunication cable. Grupo Carso's annual sales totals US$3.1 billion and
its market capitalization is US$7.3 billion.

Grupo Carso operates in businesses that are less cyclical and more focused on
the domestic market than other Mexican industrial groups. Mr. Carlos Slim,
Chairman of the Board, has a solid reputation for acquiring undervalued assets
and turning around distressed companies. Grupo Carso has a record of increasing
returns for investors through newly implemented operational efficiencies in
acquired companies. Grupo Carso recently announced the creation of a new
subsidiary which will initially consist of 60% of the shares of Sears de Mexico,
that the company bought in April 1997 from the parent company Sears, Roebuck and
Co.

During the period, Grupo Carso's weight in the Fund increased from 1.1% to 4.0%
while the stock price rose 112.5% in U.S. dollar terms.

Cemex, S.A. de C.V. -- 3.9% of total investments 

Cemex is Mexico's leading and the world's third-largest producer of cement,
ready mix concrete, and aggregates. Cemex's annual sales are US$3.8 billion and
its market capitalization is US$7.8 billion. The company has operations in
Spain, Venezuela, the United States, Colombia, Panama and the Caribbean. Its
Mexican operations are the most important for the group, totaling 18 plants with
an installed capacity of 28 million tons per year. Cemex has 56% of the Mexican
market. In


                                       7
<PAGE>

addition, Cemex is the leading cement trader in the world, with clients in 60
countries worldwide. The company's management is recognized for its efficiency,
aggressiveness and experience. Cemex is a global company and is considered to be
the lowest cost operator in the world.

During the period, the Fund's holding in Cemex decreased from 4.2% to 3.9% while
its stock price registered a 55.3% increase in dollar terms.

Grupo Industrial Camesa, S.A. de C.V. -- 3.0% of total investments 

Grupo Camesa's industrial division is the largest producer of high carbon steel
wire and wire rope in Mexico and one of the world's top ten. Grupo Camesa's
annual sales total US$120 million and its market capitalization is US$184
million. The wire produced by Grupo Camesa is used by the tire, construction,
and furniture industries while wire rope products are employed in mining,
fishing, the extraction of oil, and electricity transmission lines. The mining
division's activities focus on fluorite, which is marketed in two basic forms:
metallurgical gravel, used to produce steel, ceramics, glass, and acid grade
concentrate, from which hydrofluoric acid is obtained; and aluminum fluoride,
used in the production of aluminum. The company has a solid financial structure
with high margins and profitability, and is highly export oriented.

During the period, the Fund acquired its position in Grupo Camesa. The company's
stock price rose 71.5% in U.S. dollar terms over the fiscal year.

Tablex S.A. de C.V. -- 2.9% of total investments

The company manufactures cookies, pasta, wheat flour, plastic film for
food-product packaging and cardboard boxes with annual sales of US$215 million.
Tablex's market capitalization is US$200 million. It currently operates eight
factories in four Mexican states, and utilizes a healthy 85% of its installed
capacity of 525,000 metric tons per year. Tablex exports 11% of total sales,
holds 55% of the pasta market and about 5% of the Mexican market for cookies.

We believe that the food sector will see positive results in 1997 as consumption
growth accelerates. We therefore continue to like Tablex stock despite its
relatively weak price performance over the fiscal year. At July 31, 1997,
Tablex's weight in the Fund was 2.9%. The company's stock price increased 15% in
dollar terms during fiscal 1997.

Grupo Industrial Sanluis, S.A. de C.V. -- 2.7% of total investments 

Grupo Sanluis is an industrial conglomerate operating in the
autoparts (Grupo Rassini, 83% of total sales) and mining sectors (Luismin, 17%
of sales). Grupo Sanluis sales total US$258 million and its market
capitalization is US$632 million. Rassini manufactures suspension and break
components, and is the leading supplier of leaf springs to original equipment
manufacturers for use in the production of light trucks, sport utility vehicles
and mini vans. Luismin owns and operates gold and silver mines, exporting all
its production, which accounts for 10% and 5% of Mexico's total gold and silver
output, respectively. During the period, Grupo Sanluis registered a 38% dollar
return.

                                       8
<PAGE>

During the period, we decreased the Fund's position in Grupo Sanluis from 6.2%
to 2.7%, following our strategy of reducing exposure in exporting companies due
to the expected strengthening of the Peso.

Outlook 

The Mexican stock market was bullish for the first half of 1997. We continue to
be optimistic about the Mexican market's potential for growth through July 1998.
We anticipate that the market will validate higher stock valuation multiples due
to three main factors: first, expectations of continued strong macro-economic
indicators for the second half of the year; second, the fact that the Bolsa
remains 20% below its 1994 levels in U.S. dollar terms; third, high levels of
international liquidity, which benefit Mexico among other emerging markets.

Looking forward on the political front, issues to keep in mind in the short term
include the U.S. Federal Reserve review of interest rates, a review of German
interest rates by that country's central bank, and in the Mexican federal
Congress, evolution of the unprecedented "co-habilitation" of political parties.


Respectfully,

/s/ M. Eugenia Pichardo

M. Eugenia Pichardo
Portfolio Manager
Acci Worldwide, S.A. de C.V.
Mexico City
September 15, 1997


                                       9
<PAGE>

Schedule of Investments                  The Mexico Equity and Income Fund, Inc.
July 31, 1997 (Unaudited)

Number                                             Percent
of Shares     Security                         of Holdings                 Value
================================================================================
              MEXICO                                 99.87%
- --------------------------------------------------------------------------------
              COMMON  STOCKS                         88.78%
- --------------------------------------------------------------------------------
              Cement                                  9.61%
  422,000     Apasco, S.A. de C.V. ........................      $     3,236,817
1,505,000     Cemex, S.A. .................................            7,541,834
2,549,000     Grupo Cementos de Chihuahua, S.A. de C.V.L. .            3,512,716
2,161,980     Internacional de Ceramica, S.A. de C.V.* ....            4,339,161
                                                                 ---------------
                                                                      18,630,528
                                                                 ---------------

              Communications and Transportation       5.91%
  797,000     Carso Global Telecom, S.A. de C.V. A1 .......            3,423,356
2,120,000     Telefonos de Mexico, S.A. de C.V. L .........            5,853,883
   39,400     Telefonos de Mexico, S.A. de C.V. ADR .......            2,181,775
                                                                 ---------------
                                                                      11,459,014
                                                                 ---------------
              Computers                               2.36%
1,088,000     Acer Computec Latino America, S.A. de C.V.* .            4,033,493
   30,000     Acer Computec Latino America, S.A. 
                de C.V. ADR* ..............................              547,500
                                                                 ---------------
                                                                       4,580,993
              Construction                            3.10%
  480,000     Consorcio ARA, S.A. de C.V.* ................            1,877,660
  490,000     Corporacion Geo, S.A. de C.V. B* ............            2,756,152
  450,000     Empresas ICA Sociedad Controladora, 
                S.A. de C.V. ..............................            1,380,633
                                                                 ---------------
                                                                       6,014,445
              Entertainment                           2.55%
1,016,000     Corporacion Interamericana de 
                Entretenimiento, S.A de C.V. B* ...........            4,935,506
                                                                 ---------------

              Financial Groups                        5.70%
6,094,000     Grupo Financiero Bancomer, S.A. B* ..........            4,502,821
2,000,000     Grupo Financiero GBM Atlantico, S.A. B* .....            1,508,469
1,049,000     Grupo Financiero Inbursa, S.A. B* ...........            5,042,173
                                                                 ---------------
                                                                      11,053,463
                                                                 ---------------

              Food, Beverage, and Tobacco            18.91%
  189,500     Empresas La Moderna, S.A. de C.V. ADR* ......            4,180,844
  581,000     Fomento Economico Mexicano, S.A. de C.V. B ..            4,649,485
  226,000     Gruma, S.A. de C.V. B* ......................            1,068,968
  524,000     Grupo Continental, S.A. de C.V. A ...........            1,440,204
  605,000     Grupo Industrial Bimbo, S.A. de C.V. A ......            4,833,813
  428,000     Grupo Industrial Maseca, S.A. de C.V. B .....              525,254
  922,000     Grupo Modelo, S.A. de C.V. C ................            8,545,222
2,112,000     Pepsi Gemex , S.A. de C.V. ..................            5,113,618
  418,000     Sistema Argos, S.A. de C.V. B ...............              705,350
1,850,000     Tablex, S.A. de C.V. 2 ......................            5,593,161
                                                                 ---------------
                                                                      36,655,919
                                                                 ---------------


                                       10
<PAGE>

Schedule of Investments (continued)      The Mexico Equity and Income Fund, Inc.
July 31, 1997 (Unaudited)

Number                                             Percent
of Shares     Security                         of Holdings                 Value
================================================================================
COMMON  STOCKS (continued)

              Industrial Conglomerates               17.12%
  531,000     Desc Sociedad de Fomento Industrial, 
                S.A. de C.V. A ............................     $      4,751,678
  366,750     Desc Sociedad de Fomento Industrial, 
                S.A. de C.V. C ............................            3,310,009
  981,000     Grupo Carso, S.A. de C.V. A1 ................            7,825,427
8,000,000     Grupo Industrial Camesa, S.A. de C.V. B* ....            5,788,431
1,325,000     Grupo Imsa, S.A. de C.V. ....................            4,251,518
  667,000     Grupo Industrial Sanluis, S.A. de C.V. ......            5,167,172
  460,000     Vitro, S.A. de C.V. .........................            2,087,568
                                                                 ---------------
                                                                      33,181,803
                                                                 ---------------
              Mining                                  1.11%
  262,171     Grupo Mexico S.A. de C.V. 108E Series 
                Warrants (Exp. 9/8/2001)* .................              871,390
  284,000     Industrias Penoles, S.A. de C.V. ............            1,288,846
                                                                 ---------------
                                                                       2,160,236
                                                                 ---------------
              Paper                                   0.82%
   42,000     Grupo Industrial Durango, S.A. de C.V. A* ...              330,201
  265,000      Kimberly-Clark de Mexico, S.A. de C.V. A ...            1,253,436
                                                                 ---------------
                                                                       1,583,637
                                                                 ---------------

              Retailing                              10.36%
3,210,556     Cifra, S.A. de C.V. A .......................            6,041,468
  977,000     Cifra, S.A. de C.V. B .......................            1,880,936
3,877,000     Cifra, S.A. de C.V. C .......................            6,690,892
1,890,000     Controladora Comercial Mexicana, 
                S.A. de C.V. ..............................            1,860,403
1,817,000     Grupo Gigante, S.A. de C.V. B* ..............              731,678
  918,000     Organizacion Soriana, S.A. de C.V. B ........            2,875,168
                                                                 ---------------
                                                                      20,080,545
                                                                 ---------------
              Specialty Stores                        6.05%
  546,000     Grupo Elektra, S.A. de C.V. .................            8,131,544
  996,000     Nacional de Drogas, S.A. de C.V. L ..........            3,596,932
                                                                 ---------------
                                                                      11,728,476
                                                                 ---------------
              Steel                                   3.38%
  282,000     Hylsamex, S.A. de C.V. B ....................            1,863,777
  245,000     Tubos de Acero de Mexico, S.A. de C.V.* .....            4,694,854
                                                                 ---------------
                                                                       6,558,631
                                                                 ---------------
              Textile                                 1.80%
  982,000  Grupo Covarra, S.A. de C.V.* ...................            1,197,607
5,180,000         Hilasal Mexicana, S.A. de C.V. A ........            2,297,808
                                                                 ---------------
                                                                       3,495,415
                                                                 ---------------

              TOTAL COMMON STOCKS (Cost $127,209,143)                172,118,611
                                                                 ---------------

                                       11
<PAGE>

Schedule of Investments (continued)      The Mexico Equity and Income Fund, Inc.
July 31, 1997 (Unaudited)

Par Value                                              Percent
(000)         Security                             of Holdings             Value
================================================================================
- --------------------------------------------------------------------------------
              CONVERTIBLE DEBENTURES                     3.74%
- --------------------------------------------------------------------------------
    $1,750    Altos Hornos de Mexico 5.50%, 12/15/01 .........   $     1,828,750
MXP 15,900    Corporacion Interamericana 
                Entretenimiento 12.00%, 06/06/99 .............         2,146,932
MXP 24,113    Grupo Financiero Bancomer 23.5625%, 05/16/02** .         3,278,961
                                                                 ---------------

              TOTAL CONVERTIBLE DEBENTURES (Cost $7,489,033)           7,254,643
                                                                 ---------------

- --------------------------------------------------------------------------------
              LONG -TERM PROMISSORY NOTE                 2.63%
- --------------------------------------------------------------------------------

MXP 38,180    Vitro, S.A. 13.00%,  12/07/99 ..................         5,105,195
                                                                 ---------------

              TOTAL LONG -TERM PROMISSORY NOTE (Cost $4,959,549)       5,105,195
                                                                 ---------------

- --------------------------------------------------------------------------------
              SHORT-TERM OBLIGATIONS                     4.72%
- --------------------------------------------------------------------------------

              PROMISSORY NOTES                           4.72%
MXP 27,557    Banco del Atlantico S.A. 19.80%, 08/01/97 ......         3,522,780
MXP 28,000    Grupo Financiero Bancomer S.A. 20.80%, 08/01/97          3,579,418
MXP 16,000    Grupo Financiero Bancomer S.A. 23.00%, 09/17/97          2,045,382
                                                                 ---------------

              TOTAL PROMISSORY NOTES (Cost $9,120,489)                 9,147,580
                                                                 ---------------


              TOTAL SHORT-TERM OBLIGATIONS (Cost $9,120,489)           9,147,580
                                                                 ---------------


              TOTAL MEXICO (Cost $148,778,214)                       193,626,029
                                                                 ---------------

                                       12
<PAGE>

Schedule of Investments (concluded)      The Mexico Equity and Income Fund, Inc.
July 31, 1997

Number                                             Percent
of Shares     Security                         of Holdings                 Value
================================================================================
              UNITED STATES                           0.13%
- --------------------------------------------------------------------------------
              SHORT-TERM INVESTMENT                   0.13%
- --------------------------------------------------------------------------------

  253,502     Temporary Investment Fund, Inc. --
                Temp Cash Portfolio                              $       253,502
                                                                 ---------------

TOTAL SHORT-TERM INVESTMENT (Cost $253,502)                              253,502
                                                                 ---------------

TOTAL UNITED STATES (Cost $253,502)                                      253,502
                                                                 ---------------

TOTAL INVESTMENTS (Cost $149,031,716)***               100%      $   193,879,531
                                                                 ===============
- -------------------------
Footnotes and Abbreviations

  *Non-income producing security.
 **Variable rate security. Interest rate represents rate at July 31, 1997.
***Aggregate cost for Federal income tax purposes is $151,153,351.
   The aggregate gross unrealized appreciation (depreciation) for all
   securities is as follows:
   Excess of market value over tax cost       $ 45,176,281
   Excess of tax cost over market value         (2,450,101)
                                              ------------ 
                                              $ 42,726,180
                                              ============
MXP Mexican Pesos
ADR American Depository Receipt

See accompanying notes to financial statements.

                                       13
<PAGE>

<TABLE>
Statement of Assets and Liabilities                         The Mexico Equity and Income Fund, Inc.
July 31, 1997
<S>                                                                                    <C>         
Assets
Investments, at value (Cost $149,031,716) ..........................................   $193,879,531
Receivables:
         Dividends .................................................................        790,849
         Interest (net of withholding tax of $17,637) ..............................        362,908
         Maturities ................................................................      7,527,528
         Securities sold ...........................................................      4,357,225
Prepaid expenses ...................................................................         13,326
                                                                                       ------------
         Total Assets ..............................................................    206,931,367
                                                                                       ------------

Liabilities
Payable for securities purchased ...................................................      7,102,198
Due to Custodian ...................................................................        431,827
Due to Mexican Adviser .............................................................         83,573
Due to Co-Adviser ..................................................................         64,287
Due to Administrator ...............................................................         32,143
Accrued expenses ...................................................................        151,633
                                                                                       ------------
         Total Liabilities .........................................................      7,865,661
                                                                                       ------------
Net Assets .........................................................................   $199,065,706
                                                                                       ============
Net Asset Value per Share ($199,065,706/11,825,273) ................................   $      16.83
                                                                                       ============


Net assets consist of:
Capital stock, $0.001 par value; 11,825,273 shares issued and outstanding
         (100,000,000 shares authorized) ...........................................   $     11,825
Paid-in capital ....................................................................    131,288,786
Undistributed net investment income ................................................      1,045,538
Accumulated net realized gain on investments and
         foreign currency related transactions .....................................     21,907,061
Net unrealized appreciation in value of investments and on
         translation of other assets and liabilities denominated in foreign currency     44,812,496
                                                                                       ------------
                                                                                       $199,065,706
                                                                                       ============
</TABLE>

See accompanying notes to financial statements.

                                       14
<PAGE>

<TABLE>
Statement of Operations                  The Mexico Equity and Income Fund, Inc.
For the Year Ended July 31, 1997
<S>                                                                        <C>             <C>
Investment Income
Interest (Net of taxes withheld of $212,538) ...........................................   $  4,927,714
Dividends ..............................................................................      2,488,867
                                                                                           ------------
         Total investment income .......................................................      7,416,581
                                                                                           ------------

Expenses
Mexican advisory fees ................................................     $    806,774
Co-advisory fees .....................................................          620,596
Administration fees ..................................................          310,298
Custodian fees .......................................................          201,250
Legal fees ...........................................................           83,544
Insurance ............................................................           81,330
Audit fees ...........................................................           55,998
Transfer agent fees ..................................................           55,100
Printing .............................................................           27,306
NYSE fees ............................................................           24,525
Directors' fees ......................................................           23,700
Miscellaneous ........................................................           16,802
                                                                           ------------
         Total expenses ................................................................      2,307,223
                                                                                           ------------
         Net investment income .........................................................      5,109,358
                                                                                           ------------

Net Realized and Unrealized Gain (Loss) on Investments, Foreign Currency
         Holdings and Translation of Other Assets and Liabilities Denominated in
         Foreign Currency:

Net realized gain (loss) from:
         Security transactions .........................................................     26,529,374
         Foreign currency related transactions .........................................       (637,760)
                                                                                           ------------
                                                                                             25,891,614
Net change in unrealized appreciation in value of investments and
         translation of other assets and liabilities denominated in foreign currency ...     39,743,168
                                                                                           ------------

Net realized and unrealized gain on investments, foreign currency holdings
         and translation of other assets and liabilities denominated in foreign currency     65,634,782
                                                                                           ------------

Net increase in net assets resulting from operations ...................................   $ 70,744,140
                                                                                           ============
</TABLE>

See accompanying notes to financial statements.


                                       15
<PAGE>


Statement of Changes in Net Assets                         The Mexico Equity and
                                                                Income Fund Inc.

<TABLE>
<CAPTION>

                                                                           For the           For the
                                                                          Year Ended       Year Ended
                                                                         July 31, 1997    July 31, 1996
                                                                         -------------    -------------
<S>                                                                      <C>              <C>          
Increase (Decrease) In Net Assets

Operations
Net investment income ................................................   $   5,109,358    $   9,484,761
Net realized gain (loss) on investments and
         foreign currency related transactions .......................      25,891,614       (1,438,085)
Net change in unrealized appreciation in value of investments,
         foreign currency holdings and translation of other
         assets and liabilities denominated in foreign currency ......      39,743,168        8,584,186
                                                                         -------------    -------------
                  Net increase in net assets resulting from operations      70,744,140       16,630,862
                                                                         -------------    -------------

Distributions to shareholders from
Net investment income ($0.44 per share) ..............................      (5,203,120)              --
Net realized gains ($0.67 and $0.0867 per share, respectively) .......      (7,922,933)      (1,025,251)
                                                                         -------------    -------------
                  Decrease in net assets from distributions ..........     (13,126,053)      (1,025,251)
                                                                         -------------    -------------

Capital share transactions
Proceeds from sale of 3,000,000 shares in connection with rights
         offering (net of sales commission of $623,997) ..............              --       26,751,003
Offering costs charged to paid-in capital ............................            (789)        (687,339)
                                                                         -------------    -------------
Net increase (decrease) in net assets resulting from capital
         share transactions ..........................................            (789)      26,063,664
                                                                         -------------    -------------
Total increase in net assets .........................................      57,617,298       41,669,275
                                                                         -------------    -------------

Net Assets
Beginning of year ....................................................     141,448,408       99,779,133
                                                                         -------------    -------------

End of year (including undistributed net investment income of
         $1,045,538 and $1,777,060, respectively) ....................   $ 199,065,706    $ 141,448,408
                                                                         =============    =============
</TABLE>


See accompanying notes to financial statements.


                                       16
<PAGE>


Financial Highlights                     The Mexico Equity and Income Fund, Inc.
For a Share Outstanding throughout Each Period

<TABLE>
<CAPTION>
                                                           For the Year   For the Year   For the Year   For the Year   For the Year
                                                             Ended           Ended          Ended           Ended         Ended
                                                         July 31, 1997   July 31, 1996  July 31, 1995   July 31, 1994  July 31, 1993
                                                         ===========================================================================
<S>                                                           <C>            <C>            <C>             <C>            <C>     
Per Share Operating Performance
         Net asset value, beginning of year ...........         $11.96         $11.31         $20.33        $18.51           $16.03
                                                          ------------     ----------     ----------    ----------     ------------
         Net investment income ........................           0.43           0.81+          0.82          0.51             0.68
         Net realized and unrealized gains
                  (losses) on investments, foreign
                  currency holdings, and translation
                  of other assets and liabilities
                  denominated in foreign currency .....           5.55           0.67+         (5.98)         5.47             3.33
                                                          ------------     ----------     ----------    ----------     ------------
         Net increase (decrease) from
                  investment operations ...............           5.98           1.48          (5.16)         5.98             4.01
                                                          ------------     ----------     ----------    ----------     ------------
         Less Distributions
                  Dividends from net investment income           (0.44)            --          (0.03)        (0.42)           (0.77)
                  Distributions from net realized gains          (0.67)         (0.09)         (3.90)        (1.67)           (0.76)
                                                          ------------     ----------     ----------    ----------     ------------
                  Total dividends and distributions ...          (1.11)         (0.09)         (3.93)        (2.09)           (1.53)
                                                          ------------     ----------     ----------    ----------     ------------
         Capital share transactions
                  Anti-dilutive effect of dividend
                  reinvestment ........................             --             --           0.07            --               --
                  Dilutive effect of rights offering ..             --          (0.74)            --         (2.07)              --
                                                          ------------     ----------     ----------    ----------     ------------
                  Total capital share transactions ....           0.00          (0.74)          0.07         (2.07)            0.00
                                                          ------------     ----------     ----------    ----------     ------------
         Net asset value, end of year .................         $16.83         $11.96         $11.31        $20.33           $18.51
                                                          ============     ==========     ==========    ==========     ============
         Per share market value, end of year ..........        $14.125         $9.625         $11.25       $21.250          $18.625

         Total Investment Return Based on
                  Market Value* .......................          62.52%         (8.26)%       (31.96)%       41.40%           37.10%

Ratios/Supplemental Data
         Net assets, end of year (in 000s) ............       $199,066       $141,448       $99,779         $175,380       $117,627
         Ratios of expenses to average
                  net assets ..........................           1.49%          1.56%          1.71%         1.64%            1.63%
         Ratios of net investment income to
                  average net assets ..................           3.29%          7.32%          5.73%         2.75%            4.14%
         Portfolio turnover ...........................         127.44%         42.59%         50.52%        43.57%           44.21%
         Average commission rate paid** ...............         $0.005         $0.003            N/A           N/A              N/A
</TABLE>

*    Total investment return is calculated assuming a purchase of common stock
     at the current market price on the first day and a sale at the current
     market price on the last day of each period reported. Dividends and
     distributions, if any, are assumed for purposes of this calculation to be
     reinvested at prices obtained under the Fund's dividend reinvestment plan.
     Rights offerings, if any, are assumed for purposes of this calculation to
     be fully subscribed under the terms of the rights offering. Total
     investment return does not reflect sales loads or brokerage commissions.

**   Computed by dividing the total amount of brokerage commissions paid by the
     total number of shares of investment securities purchased and sold during
     the period for which commissions were charged as required by the SEC for
     fiscal years beginning on or after September 1, 1995.

+    Based on average shares outstanding.

See accompanying notes to financial statements.


                                       17
<PAGE>

Notes to Financial Statements                              The Mexico Equity and
July 31, 1997                                                  Income Fund, Inc.

NOTE A: Summary of Significant Accounting Policies

The Mexico Equity and Income Fund, Inc., (the "Fund") was incorporated in
Maryland on May 24, 1990, and commenced operations on August 21, 1990. The Fund
is registered under the Investment Company Act of 1940, as amended, as a
closed-end non-diversified management investment company.

The preparation of financial statements in accordance with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts and disclosures in the financial statements. Actual
results could differ from those estimates.

Significant accounting policies are as follows: 

Portfolio Valuation. Investments are stated at value in the accompanying
financial statements. All securities for which market quotations are readily
available are valued at the last sales price prior to the time of determination
of net asset value, or, if no sales price is available at that time, at the
closing price last quoted for the securities (but if bid and asked quotations
are available, at the mean between the current bid and asked prices, rather than
the quoted closing price). Securities that are traded over-the-counter are
valued, if bid and asked quotations are available, at the mean between the
current bid and asked prices. Investments in short-term debt securities having a
maturity of 60 days or less are valued at amortized cost if their term to
maturity from the date of purchase was less than 60 days, or by amortizing their
value on the 61st day prior to maturity if their term to maturity from the date
of purchase when acquired by the Fund was more than 60 days. All other
securities and assets are carried at fair value as determined in good faith by,
or under the direction of, the Directors.

Investment Transactions and Investment Income. Investment transactions are
accounted for on the trade date. The cost of investments sold is determined by
use of the specific identification method for both financial reporting and
income tax purposes. Interest income, including the accretion of discount and
amortization of premium on investments, is recorded on an accrual basis;
dividend income is recorded on the ex-dividend date or when known. The
collectibility of income receivable from foreign securities is evaluated
periodically, and any resulting allowances for uncollectible amounts are
reflected currently in the determination of investment income.

Tax Status. No provision is made for U.S. Federal income or excise taxes as it
is the Fund's intention to continue to qualify as a regulated investment company
and to make the requisite distributions to its shareholders that will be
sufficient to relieve it from all or substantially all U.S. Federal income and
excise taxes.

In accordance with U.S. Treasury regulations, the Fund elected to defer $621,681
of net realized foreign currency losses arising after October 31, 1996. Such
losses are treated for tax purposes as arising on August 1, 1997.


                                       18
<PAGE>

Notes to Financial Statements -- (continued)               The Mexico Equity and
July 31, 1997                                                  Income Fund, Inc.

The Fund is subject to the following withholding taxes on income from Mexican
sources:

     Dividends distributed by Mexican companies are not subject to Mexican
     withholding tax if such dividends are paid out of taxed profits. Dividends
     distributed by Mexican companies from other sources are subject to a 34%
     withholding tax.

     Interest income on debt issued by the Mexican federal government is not
     subject to withholding. Withholding tax on interest from other debt
     obligations is at a rate of 4.9%.

     Gains realized from the sale or disposition of debt securities are not
     presently subject to taxation unless such securities are listed and traded
     in the Mexico Stock Exchange ("MSE") in which case a 4.9% withholding tax
     may apply. Gains realized by the Fund from the sale or disposition of
     equity securities that are listed and traded on the MSE are exempt from
     Mexican withholding tax if sold through the stock exchange. Gains realized
     on transactions outside of the MSE may be subject to withholding at a rate
     of 20% of the amount received or, upon the election of the Fund, at 30% of
     the gain. If the Fund has owned less than 25% of the outstanding stock of
     the issuer of the equity securities within the 12 month period preceding
     the disposition then such disposition will not be subject to capital gains
     taxes as provided for in the treaty to avoid double taxation between Mexico
     and the United States.

Foreign Currency Translation. The books and records of the Fund are maintained
in U.S. dollars. Foreign currency amounts are translated into U.S. dollars on
the following basis:

     (i) market value of investment securities, assets and liabilities at the
     current peso exchange rate on the valuation date, and

     (ii) purchases and sales of investment securities, income and expenses at
     the peso rate of exchange prevailing on the respective dates of such
     transactions.

The Fund does not generally isolate the effect of fluctuations in foreign
exchange rates from the effect of fluctuations in the market prices of
securities. The Fund does isolate the effect of fluctuations in foreign currency
rates, however, when determining the gain or loss upon the sale of foreign
currency denominated debt obligations pursuant to U.S. Federal income tax
regulations; such amounts are categorized as foreign exchange gain or loss for
both financial reporting and income tax reporting purposes. The Fund reports
foreign exchange realized gains and losses on all other foreign currency related
transactions as components of realized gains and losses for financial reporting
purposes, whereas such gains and losses are treated as ordinary income or loss
for Federal income tax purposes.

Securities denominated in currencies other than U.S. dollars are subject to
changes in value due to fluctuations in foreign exchange rate. Foreign security
and currency transactions may involve certain considerations and risks not
typically associated with those of domestic origin as a result of, among other
factors, the level of governmental supervision and regulation of foreign
securities markets and the possibilities of political or economic instability.


                                       19
<PAGE>

Notes to Financial Statements -- (continued)               The Mexico Equity and
July 31, 1997                                                  Income Fund, Inc.

Distribution of Income and Gains. The Fund intends to distribute to
shareholders, at least annually, substantially all of its net investment income,
including foreign currency gains, and to normally distribute annually any net
realized capital gains in excess of net realized capital losses (including any
capital loss carryovers), except in circumstances where the Fund realizes very
large capital gains and where the Directors of the Fund determine that the
decrease in the size of the Fund's assets resulting from the distribution of the
gains would not be in the interest of the Fund's shareholders generally. An
additional distribution may be made to the extent necessary to avoid payment of
a 4% Federal excise tax. 

Distributions to shareholders are recorded on the ex-dividend date. The amount
of dividends and distributions from net investment income and net realized gains
are determined in accordance with U.S. Federal income tax regulations, which may
differ from generally accepted accounting principles. These "book/tax"
differences are either considered temporary or permanent in nature. To the
extent these differences are permanent in nature, such amounts are reclassified
within the capital accounts based on their Federal tax-basis treatment;
temporary differences do not require reclassification. Dividends and
distributions that exceed net investment income and net realized capital gains
for financial reporting purposes but not for tax purposes are reported as
dividends in excess of net investment income and net realized gains. To the
extent they exceed net investment income and net realized gains for tax
purposes, they are reported as distributions of paid-in-capital.

During the year ended July 31, 1997, the Fund reclassified a loss of $637,760
from accumulated net realized gain on investments and foreign currency related
transactions to undistributed net investment income as a result of permanent
book and tax differences relating primarily to foreign currency losses. Net
investment income and net assets were not affected by the reclassification.

NOTE B: Management, Investment Advisory and Administrative Services 

Acci Worldwide, S.A. de C.V., serves as the Fund's Mexican Adviser (the "Mexican
Adviser") under the terms of the Advisory Agreement (the "Advisory Agreement").
Pursuant to the Advisory Agreement, the Mexican Adviser makes investment
decisions for the Fund and supervises the acquisition and disposition of
securities by the Fund. For its services, the Mexican Adviser receives a monthly
fee at an annual rate of 0.52% of the Fund's average monthly net assets. For the
year ended July 31, 1997, these fees amounted to $806,774.

Advantage Advisers, Inc., a subsidiary of Oppenheimer & Co., Inc., serves as the
Fund's U.S. Co-Adviser (the "Co-Adviser") under the terms of the U.S.
Co-Advisory Agreement (the "Co-Advisory Agreement"). Pursuant to the Co-Advisory
Agreement, the Co-Adviser makes all investment decisions regarding the Fund's
convertible debt securities jointly with the Mexican Adviser and provides advice
and consultation to the Mexican Adviser on investment decisions for the Fund.
For its services, the Co-Adviser receives a monthly fee of 0.40% of the Fund's
average monthly net assets. For the year ended July 31, 1997, these fees
amounted to $620,596.

                                       20
<PAGE>

Notes to Financial Statements -- (continued)               The Mexico Equity and
July 31, 1997                                                  Income Fund, Inc.

On July 22, 1997, CIBC Wood Gundy Securities Corp. ("CIBC Wood Gundy"),
Oppenheimer Group, Inc. and Oppenheimer Equities, Inc. entered into an agreement
for CIBC Wood Gundy to acquire all of the stock of Oppenheimer Holdings, Inc.,
whose subsidiary, Advantage Advisers, Inc. ("Advantage"), serves as U.S.
Co-Adviser to the Fund. Because such acquisition will result in a change of
control of Advantage and, in accordance with the Investment Company Act of 1940,
as amended, a termination of the Fund's existing Co-Advisory Agreement with
Advantage, the Fund's special meeting of stockholders to be held on September
30, 1997, will permit its stockholders to consider a new Co-Advisory Agreement
with Advantage to be in effect following such acquisition. The new agreement
will be substantially identical to the existing agreement with the Fund. The
acquisition does not involve Acci Worldwide, S.A. de C.V., which serves as the
Fund's Mexican Adviser. 

Oppenheimer & Co., Inc. serves as the Fund's administrator (the
"Administrator"). The Administrator provides certain administrative services to
the Fund. For its services, the Administrator receives a monthly fee at an
annual rate of 0.20% of the value of the Fund's average monthly net assets. For
the year ended July 31, 1997, these fees amounted to $310,298.

The Fund pays each of its directors who is not a director, officer or employee
of the Mexican Adviser, the U.S. Co-Adviser, the Administrator or any affiliate
thereof an annual fee of $5,000 plus $700 for each Board of Directors meeting
attended in person and $100 for each meeting attended by means of a telephone
conference. In addition, the Fund reimburses the directors for travel and
out-of-pocket expenses incurred in connection with Board of Directors meetings.

NOTE C: Capital Stock

The authorized capital stock of the Fund is 100,000,000 shares of common stock,
$.001 par value. During the year ended July 31, 1996, the Fund issued 3,000,000
shares in connection with a rights offering to the existing shareholders.
Shareholders of record on July 24, 1995, were issued one transferable right for
each share of common stock owned, entitling shareholders the opportunity to
acquire one newly issued share of common stock for every three rights held at a
subscription price of $9.125 per share. Offering costs of $688,128 attributed to
the rights offering were charged to paid-in capital, of which $100,000 was paid
to Oppenheimer & Co. as reimbursement for its expenses. On August 23, 1995, the
Fund received proceeds of $26,751,003, net of sales commissions of $623,997 from
the offering, of which Oppenheimer & Co. received $273,750 for financial
advisory services and $179,179 for solicitation fees.

NOTE D: Portfolio Activity 

Purchases and sales of securities other than short-term obligations, aggregated
$183,179,168 and $180,328,091 respectively, for the year ended July 31, 1997.


                                       21
<PAGE>

Notes to Financial Statements -- (continued)               The Mexico Equity and
July 31, 1997                                                  Income Fund, Inc.

NOTE E: Transactions with Affiliates

Acciones y Valores de Mexico, S.A. de C.V., the parent company of the Mexican
Adviser, received total brokerage commissions of $174,976 during the year ended
July 31, 1997. 

NOTE F: Other 

At July 31, 1997, substantially all of the Fund's assets were invested in
Mexican securities. The Mexican securities markets are substantially smaller,
less liquid, and more volatile than the major securities markets in the United
States. Consequently, acquisitions and dispositions of securities by the Fund
may be inhibited.

- --------------------------------------------------------------------------------
Federal Taxation Notice (unaudited)

The Fund paid foreign taxes of $194,901 during the fiscal year ended July 31,
1997, which it intends to pass through pursuant to Section 853 of the Internal
Revenue Code, to its shareholders, which is deemed to be foreign source income
for tax information reporting purposes. During the fiscal year ended July 31,
1997, the Fund made long-term capital gains distributions of $5,794,384.
- --------------------------------------------------------------------------------


                                       22
<PAGE>

Results of Annual Shareholders Meeting                     The Mexico Equity and
                                                               Income Fund, Inc.

The Fund held its annual shareholders meeting on November 8, 1996. At the
meeting, shareholders elected each of the nominees proposed for election to the
Fund's Board of Directors and ratified the selection of Price Waterhouse LLP as
the independent accountants of the Fund for the year ending July 31, 1997. The
following table provides information concerning the matters voted on at the
meeting:

I. Election of Directors

Nominee                   Votes For                        Votes Abstained
- -------                   ---------                        ---------------
Luis Rubio                9,875,650                            533,655

At July 31, 1997, in addition to Luis Rubio the other directors of the Fund were
as follows:

Alan H. Rappaport
Frederick M. Bohen
Carroll W. Brewster
Sol Gittleman

II. Ratification of Price Waterhouse LLP as the Independent Accountants of the
Fund

Votes For                Votes Against                    Votes Abstained
- ---------                -------------                    ---------------
9,952,735                   174,999                           281,572


                                       23
<PAGE>

Report of Independent Accountants                          The Mexico Equity and
                                                               Income Fund, Inc.

To the Board of Directors and Shareholders of
The Mexico Equity and Income Fund, Inc.

In our opinion, the accompanying statement of assets and liabilities, including
the schedule of investments, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of The Mexico Equity and Income Fund,
Inc. (the "Fund") at July 31, 1997, the results of its operations for the year
then ended, the changes in its net assets for each of the two years in the
period then ended and the financial highlights for each of the five years in the
period then ended, in conformity with generally accepted accounting principles.
These financial statements and financial highlights (hereafter referred to as
"financial statements") are the responsibility of the Fund's management; our
responsibility is to express an opinion on these financial statements based on
our audits. We conducted our audits of these financial statements in accordance
with generally accepted auditing standards which require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of securities at July
31, 1997 by correspondence with the custodians and brokers and the application
of alternative auditing procedures where confirmations from brokers were not
received, provide a reasonable basis for the opinion expressed above.



PRICE WATERHOUSE LLP
1177 Avenue of the Americas
New York, New York
September 17, 1997


                                       24
<PAGE>

Dividends and Distributions;                               The Mexico Equity and
Dividend Reinvestment Plan                                     Income Fund, Inc.

The Fund intends to distribute to shareholders substantially all of its net
investment company taxable income at least annually. Investment company taxable
income, as defined in section 852 of the Internal Revenue Service Code of 1986,
includes all of the Fund's taxable income minus the excess, if any, of its net
realized long-term capital gains over its net realized short-term capital losses
(including any capital loss carryovers), plus or minus certain other required
adjustments. The Fund also expects to distribute annually substantially all of
its net realized long-term capital gains in excess of net realized short-term
capital losses (including any capital loss carryovers), except in circumstances
where the Fund realizes very large capital gains and where the Directors of the
Fund determine that the decrease in the size of the Fund's assets resulting from
the distribution of the gains would not be in the interests of the Fund's
shareholders generally. 

Pursuant to the Fund's Dividend Reinvestment Plan (the "Plan"), each shareholder
will be deemed to have elected, unless the Plan Agent (as defined below) is
otherwise instructed by the shareholder in writing, to have all distributions,
net of any applicable U.S. withholding tax, automatically reinvested in
additional shares of the Fund by PNC Bank, National Association, the Fund's
transfer agent, as the Plan Agent (the "Plan Agent"). Shareholders who do not
participate in the Plan will receive all dividends and distributions in cash,
net of any applicable U.S. withholding tax, paid in U.S. dollars by check mailed
directly to the shareholder by the Plan Agent, as dividend-paying agent.
Shareholders who do not wish to have dividends and distributions automatically
reinvested should notify the Plan Agent for The Mexico Equity and Income Fund,
Inc., c/o PNC Bank, National Association, 400 Bellevue Parkway, Wilmington,
Delaware 19809. Dividends and distributions with respect to shares of the Fund's
Common Stock registered in the name of a broker-dealer or other nominee (i.e.,
in "street name") will be reinvested under the Plan unless the service is not
provided by the broker or nominee or the shareholder elects to receive dividends
and distributions in cash. A shareholder whose shares are held by a broker or
nominee that does not provide a dividend reinvestment program may be required to
have his shares registered in his own name to participate in the Plan. Investors
who own shares of the Fund's Common Stock registered in street name should
contact the broker or nominee for details.

The Plan Agent serves as agent for the shareholders in administering the Plan.
If the Directors of the Fund declare an income dividend or a capital gains
distribution payable either in the Fund's Common Stock or in cash, as
shareholders may have elected, nonparticipants in the Plan will receive cash and
participants in the Plan will receive Common Stock, to be issued by the Fund. If
the market price per share on the valuation date equals or exceeds net asset
value per share on that date, the Fund will issue new shares to participants at
net asset value; or, if the net asset value is less than 95% of the market price
on the valuation date, then such shares will be issued at 95% of the market
price. If net asset value per share on the valuation date exceeds the market
price per share on that date, participants in the Plan will receive shares of
Common Stock from the Fund valued at market price. The valuation date is the
dividend or distribution payment date or, if that date is not a New York Stock
Exchange trading day, the next preceding trading day. If the Fund should declare
an income dividend or capital gains distribution payable only in cash, the Plan
Agent will, as agent for the participants, buy Fund shares in the open market on
the New York Stock Exchange or elsewhere, for the participants' accounts on, or
shortly after, the payment date.



                                       25
<PAGE>

Dividends and Distributions;                                   The Mexico Equity
and Dividend Reinvestment Plan (continued)                     Income Fund, Inc.

The Plan Agent maintains all shareholder accounts in the Plan and furnishes
written confirmations of all transactions in an account, including information
needed by shareholders for personal and tax records. Shares in the account of
each Plan participant will be held by the Plan Agent in noncertified form in the
name of the participant, and each shareholder's proxy will include those shares
purchased pursuant to the Plan.

In the case of shareholders such as banks, brokers or nominees that hold shares
for others who are beneficial owners, the Plan Agent will administer the Plan on
the basis of the number of shares certified from time to time by the
shareholders as representing the total amount registered in the shareholder's
name and held for the account of beneficial owners who participate in the Plan.

There is no charge to participants for reinvesting dividends or capital gains
distributions payable in either Common Stock or cash. The Plan Agent's fees for
the handling of reinvestment of such dividends and capital gains distributions
will be paid by the Fund. There will be no brokerage charges with respect to
shares issued directly by the Fund as a result of dividends or capital gains
distributions payable either in stock or in cash. However, each participant will
pay a pro rata share of brokerage commissions incurred with respect to the Plan
Agent's open market purchases in connection with the reinvestment of dividends
or capital gains distributions payable in cash.

Brokerage charges for purchasing small amounts of Common Stock for individual
accounts through the Plan are expected to be less than usual brokerage charges
for such transactions because the Plan Agent will be purchasing stock for all
participants in blocks and prorating the lower commissions thus attainable.
Brokerage commissions will vary based on, among other things, the broker
selected to effect a particular purchase and the number of participants on whose
behalf such purchase is being made.

The receipt of dividends and distributions in Common Stock under the Plan will
not relieve participants of any income tax (including withholding tax) that may
be payable on such dividends or distributions.

Experience under the Plan may indicate that changes in the Plan are desirable.
Accordingly, the Fund and the Plan Agent reserve the right to terminate the Plan
as applied to any dividend or distribution paid subsequent to notice of the
termination sent to participants at least 30 days before the record date for
such dividend or distribution. The Plan also may be amended by the Fund or the
Plan Agent, but (except when necessary or appropriate to comply with applicable
law, rules or policies of a regulatory authority) only upon at least 30 days'
written notice to participants. All correspondence concerning the Plan should be
directed to the Plan Agent at the address above.



                                       26
<PAGE>



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<PAGE>

                             THE MEXICO EQUITY AND
                               INCOME FUND, INC.


                              INVESTMENT ADVISERS:
                          ACCI WORLDWIDE, S.A. DE C.V.
                            ADVANTAGE ADVISERS, INC.

                                 ADMINISTRATOR:
                            OPPENHEIMER & CO., INC.

                               SUB-ADMINISTRATOR:
                                   PFPC INC.

                         TRANSFER AGENT AND REGISTRAR:
                                 PNC BANK, N.A.

                                  CUSTODIANS:
                                 PNC BANK, N.A.
                                 CITIBANK, N.A.




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