59 WALL STREET FUND INC
N-30D, 1998-07-09
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                                  Mid-Cap Fund

                               SEMI-ANNUAL REPORT

                                 April 30, 1998


<PAGE>

                         THE 59 WALL STREET MID-CAP FUND
                       STATEMENT OF ASSETS AND LIABILITIES
                                 April 30, 1998
                                   (unaudited)

ASSETS:
      Investments in U.S. Mid-Cap Portfolio
        (the "Portfolio"), at value (Note 1) ......................   $2,671,717
      Receivable for capital stock sold ...........................       26,000
      Receivable from administrator ...............................       20,379
      Deferred organization expenses (Note 1) .....................       10,656
                                                                      ----------
                Total Assets ......................................    2,728,752
                                                                      ----------

LIABILITIES:
      Payables for:
        Shareholder servicing/eligible institution fees (Note 2) ..          532
        Administrative fee (Note 2) ...............................          266
        Accrued expenses and other liabilities ....................        4,515
                                                                      ----------
                 Total  Liabilities ...............................        5,313
                                                                      ----------

NET ASSETS ........................................................   $2,723,439
                                                                      ==========
Net Assets Consist of:
        Paid-in capital ...........................................   $2,560,084
        Accumulated undistributed net investment income ...........            5
        Accumulated net realized gains ............................      139,425
        Net unrealized appreciation ...............................       23,925
                                                                      ----------
Net Assets ........................................................   $2,723,439
                                                                      ==========
NET ASSET VALUE AND OFFERING PRICE PER SHARE
         ($2,723,439 / 252,374 shares) ............................       $10.79
                                                                          ======

                       See Notes to Financial Statements.

<PAGE>

                         THE 59 WALL STREET MID-CAP FUND

                             STATEMENT OF OPERATIONS
             For the period from November 20, 1997 (commencement of
                    operations) to April 30, 1998 (unaudited)

INVESTMENT INCOME:
      Income:
        Dividend income allocated from Portfolio ....................   $ 7,462
        Interest income allocated from Portfolio.....................       179
        Expenses allocated from Portfolio............................    (4,012)
                                                                      ---------
            Total Income ............................................     3,629
                                                                      ---------
      Expenses:
        Shareholder servicing/eligible institution fees
          (Note 2)........                                                1,301
        Administrative fee (Note 2)..................................       650
        Directors' fees  and expenses (Note 2).......................     1,250
        Miscellaneous................................................       423
                                                                      ---------
            Total Expenses ..........................................     3,624
                                                                      ---------
            Net Investment Income   .................................         5
                                                                      ---------
NET REALIZED AND UNREALIZED GAIN (Notes 1 and 3):
        Net realized gain on investments.............................   139,425
        Net change in unrealized appreciation on investments ........    23,925
                                                                      ---------
            Net Realized and Unrealized Gain ........................   163,350
                                                                      ---------
        Net Increase in Net Assets Resulting from Operations ........  $163,355
                                                                      =========

                       See Notes to Financial Statements.

<PAGE>

                         THE 59 WALL STREET MID-CAP FUND

                       STATEMENT OF CHANGES IN NET ASSETS
             For the period from November 20, 1997 (commencement of
                    operations) to April 30, 1998 (unaudited)

INCREASE (DECREASE) IN NET ASSETS:
    Operations:
      Net investment income .....................................     $        5
      Net realized gain on investments ..........................        139,425
      Net change in unrealized appreciation of investments ......         23,925
                                                                      ----------
            Net increase in net assets resulting from
             operations .........................................        163,355
                                                                      ----------
    Capital stock transactions (Note 4):
      Increase in net assets resulting from sales of
        capital stock ...........................................      2,560,084
                                                                      ----------
            Total increase in net assets ........................      2,723,439
                                                                      ----------
NET ASSETS:
    Beginning of year ...........................................              0
                                                                      ----------
    End of year (including accumulated undistributed
        net investment income of $5) ............................     $2,723,439
                                                                      ==========

                       See Notes to Financial Statements.

<PAGE>

                         THE 59 WALL STREET MID-CAP FUND

                              FINANCIAL HIGHLIGHTS
                 Selected per share data and ratios for a share
                       outstanding throughout the period

                                                            For the period from
                                                             November 20, 1997
                                                              (commencement of
                                                               operations) to
                                                               April 30, 1998
                                                                (unaudited)
                                                            -------------------

    Net asset value, beginning of year........................    $10.00

    Income from investment operations:
        Net investment income.................................      0.00(1)
        Net realized and unrealized gain......................      0.79
                                                                  ------
        Net asset value, end of year..........................    $10.79
                                                                  ======
    Total return..............................................      7.90%(2)

    Ratios/Supplemental data:
        Net assets, end of year (000's omitted)...............    $2,723
        Ratio of expenses to average net assets...............      1.47%(3),(4)
        Ratio of net investment income to average
          net assets .........................................      0.00%(3)

- -----------
(1)  Less than $0.01 per share.
(2)  Not annualized
(3)  Annualized
(4)  Includes the Fund's share of U.S. Mid-Cap Portfolio expenses.

                       See Notes to Financial Statements.

<PAGE>

                         THE 59 WALL STREET MID-CAP FUND

                          NOTES TO FINANCIAL STATEMENTS
                                   (unaudited)

      1. Organization and Significant  Accounting  Policies.  The 59 Wall Street
Mid-Cap Fund (the "Fund") is a separate  series of The 59 Wall Street Fund, Inc.
(the  "Corporation")  which is registered  under the  Investment  Company Act of
1940,  as  amended.  The  Fund  is  a  separate  diversified  portfolio  of  the
Corporation.  The  Corporation  is an  open-end  management  investment  company
organized  under the laws of the State of  Maryland on July 16,  1990.  The Fund
commenced operations on November 20, 1997.

      The Fund  invests all of its  investable  assets in the Mid-Cap  Portfolio
(the "Portfolio"), a diversified,  open-end management investment company having
the same  investment  objectives  as the  Fund.  The  value  of such  investment
reflects the Fund's  proportionate  interest in the net assets of the  Portfolio
(approximately  24% at April 30, 1998).  The performance of the Fund is directly
affected by the  performance of the Portfolio.  The financial  statements of the
Portfolio, including the schedule of investments, are included elsewhere in this
report and should be read in connection with the Fund's financial statements.

      The Fund's financial  statements are prepared in accordance with generally
accepted  accounting   principles  which  require  management  to  make  certain
estimates and assumptions at the date of the financial statements and are based,
in part, on the following accounting policies.  Actual results could differ from
those estimates.

            A.  Valuation  of  Investments.  Valuation  of  investments  by  the
      Portfolio  is discussed  in Note 1 of the  Portfolio's  Notes to Financial
      Statements which are included elsewhere in this report.

            B.  Accounting  for  Investments.  The Fund records its share of net
      investment  income,  realized and unrealized gain and loss and adjusts its
      investment in the portfolio  each day. All the net  investment  income and
      realized and  unrealized  gain and loss of the  Portfolio is allocated pro
      rata among the Fund and other  investors  in the  Portfolio at the time of
      such determination.

            C. Federal Income Taxes.  It is the  Corporation's  policy to comply
      with the requirements of the Internal Revenue Code applicable to regulated
      investment  companies and to distribute  all of its taxable  income to its
      shareholders.  Accordingly,  no federal  income tax provision is required.
      The Fund files a tax return annually using tax accounting methods required
      under  provisions  of the  Internal  Revenue  Code which may  differ  from
      generally  accepted  accounting  principles,  the  basis  on  which  these
      financial  statements  are  prepared.   Accordingly,  the  amount  of  net
      investment  income  and net  realized  gain  reported  on these  financial
      statements  may differ from that  reported on the Fund's tax return due to
      certain  book-to-tax  timing  differences  such as losses  deferred due to
      "wash sale"  transactions.  These timing  differences  result in temporary
      over-distributions  for financial statement purposes and are classified as
      distributions  in excess of accumulated  net realized  gains. As such, the
      character  of  distributions  to  shareholders  reported in the  Financial
      Highlights  table may differ from that  reported to  shareholders  on Form
      1099-DIV. These distributions do not constitute a return of capital.

            D.  Dividends  and  Distributions  to  Shareholders.  Dividends  and
      distributions to shareholders are recorded on the ex-dividend date.

            E. Deferred Organization  Expense.  Expenses incurred by the Fund in
      connection  with the  organization  are being amortized on a straight-line
      basis over a five-year period.

      2. Transactions with Affiliates.

      Administrative  Fee. The Corporation has an administrative  agreement with
Brown Brothers Harriman & Co. (the  "Administrator") for which the Administrator
receives a fee from the Fund calculated daily and paid monthly at an annual rate
equivalent to 0.125% of the Fund's average daily net assets.  The  Administrator
has a subadministration  services agreement with 59 Wall Street


<PAGE>

                         THE 59 WALL STREET MID-CAP FUND

                    NOTES TO FINANCIAL STATEMENTS (continued)
                                   (unaudited)

Administrators, Inc. for which 59 Wall Street Administrators, Inc. receives such
compensation  as is from  time to time  agreed  upon,  but not in  excess of the
amount paid to the Administrator.  For the period ended April 30, 1998, the Fund
incurred $650 for administrative services.

      Shareholder  Servicing/Eligible Institution Agreement. The Corporation has
a shareholder  servicing  agreement and an eligible  institution  agreement with
Brown Brothers Harriman & Co. for which Brown Brothers Harriman & Co. receives a
fee from the Fund calculated daily and paid monthly at an annual rate equivalent
to 0.25% of the Fund's average daily net assets.  For the period ended April 30,
1998, the Fund incurred  $1,301 for Shareholder  Servicing/Eligible  Institution
fees.

      Board of Directors' Fees. Each Director  receives an annual fee as well as
reimbursement  for  reasonable  out-of-pocket  expenses  from the Fund.  For the
period ended April 30, 1998, the Fund incurred $1,250 for these fees.

      3. Investment  Transactions.  Investment transactions of the portfolio are
discussed in Note 3 of the Portfolio's  Notes to Financial  Statements which are
included elsewhere in this report.

      4. Capital  Stock.  The  Corporation  is permitted to issue  2,500,000,000
shares of capital stock, par value $.001 per share, of which  25,000,000  shares
have been  classified as shares of the Fund.  Transactions  in shares of capital
stock were as follows:
                                                                For the
                                                              Period ended
                                                             April 30, 1998
                                                             --------------
      Capital stock sold ..................................     252,374

<PAGE>

                             U.S. MID-CAP PORTFOLIO
                            PORTFOLIO OF INVESTMENTS
                                 April 30, 1998
                           (expressed in U.S. dollars)
                                   (unaudited)

    Shares                                                              Value
    ------                                                              -----
            COMMON STOCKS (87.7%)

            COMMERCIAL SERVICES (1.5%)
     4,285  Equifax, Inc........................................... $   165,776

            CONSUMER DURABLES (1.0%)
     6,525  Broderbund Software, Inc.*.............................     116,430

            CONSUMER NON-DURABLES (0.9%)
     2,600  Blyth Industries, Inc.*................................      95,388

            ELECTRONIC TECHNOLOGY (3.9%)
    13,500  Cypress Semiconductor Corp.*...........................     135,000
     7,000  Electronics For Imaging, Inc.*                              143,281
     9,582  Thermedics, Inc.*......................................     153,911
                                                                    -----------
                                                                        432,192
                                                                    -----------
            ENERGY MINERALS (5.9%)
     5,400  Apache Corp............................................     191,025
     3,700  Devon Energy Corp......................................     147,538
     4,900  Lyondell Petrochemical Co..............................     161,088
     2,500  Valero Energy Corp.....................................      80,938
     4,000  Vintage Petroleum, Inc.................................      78,000
                                                                    -----------
                                                                        658,589
                                                                    -----------
            FINANCE (16.9%)
     5,300  Ace, Ltd...............................................     200,737
     2,975  Commerce Group, Inc....................................     112,306
     6,500  Cousins Properties, Inc................................     196,625
     5,700  Crescent Real Estate
              Equities Co..........................................     194,512
     6,461  Equity Office Properties
              Trust................................................     183,735
     5,900  Highwoods Properties, Inc..............................     200,600
     7,500  Liberty Property Trust.................................     191,719
     6,800  Meditrust Companies....................................     204,425
       131  Security Capital Group
              (Warrants)...........................................         368
     8,798  Security Capital Pacific Trust ........................     196,855
    14,308  United Dominion Realty
              Trust, Inc...........................................     194,052
                                                                    -----------
                                                                      1,875,934
                                                                    -----------
            HEALTH SERVICES (1.2%)
    10,000  Novacare, Inc.*.............. .........................     139,375
                                                                    -----------

            INDUSTRIAL SERVICES (7.7%)
     5,000  Ensco International, Inc...............................     141,250
     3,000  Global Marine, Inc.*...................................      70,688
     2,000  Helmerich & Payne, Inc.................................      61,000
     6,500  Nabors Industries, Inc.*...............................     163,719
    20,000  Parker Drilling Co.*...................................     212,450
     6,000  Pride International, Inc.*.............................     145,875
     1,000  Seacor Smit, Inc.*.....................................      58,625
                                                                    -----------
                                                                        853,607
                                                                    -----------
            NON-ENERGY MINERALS (1.5%)
     2,450  Phelps Dodge Corp......................................     164,456

            PROCESS INDUSTRIES (9.2%)
     5,000  Agrium, Inc............................................      78,438
     9,320  Burlington Industries, Inc.*...........................     163,100
     5,800  Cheasapeake Corp.......................................     210,975
     5,800  Millennium Chemicals, Inc..............................     208,075
    13,913  Nova Corp..............................................     158,260
     6,765  Westvaco Corp..........................................     205,064
                                                                    -----------
                                                                      1,023,912
                                                                    -----------
            PRODUCER MANUFACTURING (3.8%)
     3,400  Dover Corp.............................................     134,300
     8,000  JLG Industries, Inc....................................     130,500
     2,700  Masco Corp.............................................     156,600
                                                                    -----------
                                                                        421,400
                                                                    -----------
            RETAIL TRADE (3.5%)
    11,500  Kmart Corp.............................................     200,531
     5,000  Lands' End, Inc........................................     184,375
                                                                    -----------
                                                                        384,906
                                                                    -----------

            TECHNOLOGY SERVICES (5.9%)
     9,500  CHS Electronics, Inc.*.................................     199,500
     5,000  Renaissance Worldwide, Inc.*...........................      89,688
     2,000  Tech Data Corp.*.......................................      99,625
     2,300  Technology Solutions Co.*..............................      73,744
     5,700  Wind River Systems, Inc.*..............................     197,897
                                                                    -----------
                                                                        660,454
                                                                    -----------
            TRANSPORTATION (7.0%)
     6,925  Alexander & Baldwin, Inc...............................     199,094
     4,300  Coach USA, Inc.*.......................................     203,981

<PAGE>

                             U.S. MID-CAP PORTFOLIO
                      PORTFOLIO OF INVESTMENTS--(Continued)
                                 April 30, 1998
                           (expressed in U.S. dollars)
                                   (unaudited)

    Shares                                                              Value
    ------                                                              -----
            TRANSPORTATION (Continued)
    10,345  Stolt-Nielson SA.......................................   $ 194,615
     4,700  Tidewater, Inc.........................................     186,238
                                                                    -----------
                                                                        783,928
                                                                    -----------
            UTILITIES (17.8%)
     5,700  Cincinnati Bell, Inc...................................     218,025
     6,150  Equitable Resources, Inc...............................     199,875
     2,646  KN Energy, Inc.........................................     155,287
     3,000  MDU Resources Group, Inc...............................     104,062
     3,350  National Fuel Gas Co...................................     154,100
     3,792  Nicor, Inc.............................................     155,235
     3,600  Pacific Enterprises....................................     140,175
     5,470  Peoples Energy Corp....................................     198,287
     3,200  Piedmont Natural
              Gas Co., Inc.........................................     109,000
     3,650  Questar Corp...........................................     158,319
    10,775  Seagull Energy Corp.*..................................     183,848
     7,300  Washington Gas Light Co................................     198,469
                                                                    -----------
                                                                      1,974,682
                                                                    -----------

TOTAL INVESTMENTS (identified cost $9,489,113) (a).......   87.7%     9,751,029
CASH AND OTHER ASSETS IN EXCESS IN OF LIABILITIES........   12.3      1,372,731
                                                           -----    -----------
NET ASSETS ..............................................  100.0%   $11,123,760
                                                           =====    ===========
- --------------
* non-income producing security

(a) The  aggregate  cost for  federal  income tax  purposes is  $9,489,113,  the
    aggregate gross unrealized appreciation is $629,141, and the aggregate gross
    unrealized   depreciation   is  $367,225,   resulting   in  net   unrealized
    depreciation of $261,915.

                       See Notes to Financial Statements.

<PAGE>

                             U.S. MID-CAP PORTFOLIO

                       STATEMENT OF ASSETS AND LIABILITIES
                                 April 30, 1998
                                   (unaudited)
                           (expressed in U.S. dollars)

ASSETS:
   Investments in securities, at value (identified
      cost $9,489,113) (Note 1) ..............................       $ 9,751,029
   Cash ......................................................         2,575,025
   Receivable for investments sold ...........................            15,000
   Dividends and other receivables ...........................            14,803
                                                                     -----------
           Total Assets ......................................        12,355,857
                                                                     -----------
LIABILITIES:
   Payables for:
      Investments purchased ..................................         1,214,815
      Foreign withholding taxes ..............................            17,282
                                                                     -----------
           Total Liabilities .................................         1,232,097
                                                                     -----------
NET ASSETS ...................................................       $11,123,760
                                                                     ===========
Net Assets Consist of:
     Paid-in capital .........................................       $10,861,839
     Net unrealized appreciation .............................           261,921
                                                                     -----------
Net Assets ...................................................       $11,123,760
                                                                     ===========

                       See Notes to Financial Statements.

<PAGE>

                             U.S. MID-CAP PORTFOLIO

                             STATEMENT OF OPERATIONS
                     For the six months ended April 30, 1998
                                   (unaudited)
                           (expressed in U.S. dollars)

INVESTMENT INCOME:
      Income:
         Dividends (net of foreign withholding taxes of $17,343).     $   51,471
         Interest ...............................................          5,156
                                                                      ----------
             Total Income .......................................         56,627
                                                                      ----------
      Expenses:
         Investment advisory fee (Note 2) .......................         28,333
         Expense reimbursement fee (Note 2) .....................          5,013
         Administrative fee (Note 2) ............................          1,526
                                                                        --------
             Total Expenses .....................................         34,872
                                                                      ----------
             Net Investment Income ..............................         21,755
                                                                      ----------
NET REALIZED AND UNREALIZED GAIN (Notes 1 and 3):
      Net realized gain on investments ..........................        951,253
      Net change in unrealized appreciation on
        investments .............................................        261,921
                                                                      ----------
           Net Realized and Unrealized Gain .....................      1,213,174
                                                                      ----------
      Net Increase in Net Assets Resulting from Operations ......     $1,234,929
                                                                      ==========

                       See Notes to Financial Statements.

<PAGE>

                             U.S. MID-CAP PORTFOLIO

                       STATEMENT OF CHANGES IN NET ASSETS
                                   (unaudited)
                           (expressed in U.S. dollars)


                                                             For the six months
                                                            ended April 30, 1998
                                                                 (unaudited)
                                                            --------------------
INCREASE IN NET ASSETS:
  Operations:
      Net investment income ...................................  $     21,755
      Net realized gain on investments ........................       951,253
      Net change in unrealized appreciation on investments ....       261,921
                                                                 ------------
        Net increase in net assets resulting from operations ..     1,234,929
                                                                 ------------
  Capital transactions:
      Proceeds from contributions .............................     9,929,036
      Value of withdrawals ....................................       (40,205)
                                                                 ------------
        Net increase in net assets resulting from
           capital transactions ...............................     9,888,831
                                                                 ------------
          Total increase in net assets ........................    11,123,760

NET ASSETS:
  Beginning of period .........................................             0
                                                                 ------------
  End of period ...............................................  $ 11,123,760
                                                                 ============

                       See Notes to Financial Statements.

<PAGE>

                             U.S. MID-CAP PORTFOLIO

                              FINANCIAL HIGHLIGHTS
                           (expressed in U.S. dollars)

                                                                  For the
                                                              six months ended
                                                               April 30, 1998
                                                                 (unaudited)
                                                               --------------
Ratios/Supplemental Data:
      Net assets, end of year (000's omitted) ................    $ 11,124
      Ratio of expenses to average net assets ................        0.80%*
      Ratio of net investment income to average net assets ...        0.25%*
      Portfolio turnover rate ................................          99%
      Average commission rate paid per share .................    $ 0.0600
- -----------------
  * Annualized

                       See Notes to Financial Statements.

<PAGE>

                              U.S MID-CAP PORTFOLIO

                          NOTES TO FINANCIAL STATEMENTS
                                   (unaudited)
                           (expressed in U.S. dollars)

      1.  Organization  and  Significant   Accounting  Policies.   U.S.  Mid-Cap
Portfolio (the  "Portfolio") is registered  under the Investment  Company Act of
1940,  as  amended,  as an  open-end  management  investment  company  which was
organized  as a trust under the laws of the State of New York on June 15,  1993.
The Portfolio commenced operations on November 1, 1997. The Declaration of Trust
permits the Trustees to create an unlimited  number of  beneficial  interests in
the Portfolio.

      The  Portfolio's  financial  statements  are prepared in  accordance  with
accounting principles generally accepted in the United States of America,  which
require  management to make certain estimates and assumptions at the date of the
financial  statements  and are  based,  in  part,  on the  following  accounting
policies. Actual results could differ from those estimates.

            A. Valuation of Investments.  (1) The value of investments listed on
      a securities exchange is based on the last price on that exchange prior to
      the time when assets are valued,  or in the absence of recorded  sales, at
      the  average of readily  available  closing  bid and asked  prices on such
      exchange;  (2) unlisted securities are valued at the average of the quoted
      bid and asked prices in the  over-the-counter  market;  (3)  securities or
      other assets for which market  quotations  are not readily  available  are
      valued at fair value in  accordance  with  procedures  established  by and
      under the general  supervision and  responsibility  of the Trustees.  Such
      procedures  include the use of  independent  pricing  services,  which use
      prices based upon yields or prices of securities  of  comparable  quality,
      coupon,  maturity and type;  indications as to the value from dealers; and
      general market conditions;  (4) short-term  investments which mature in 60
      days or less are valued at amortized cost if their  original  maturity was
      60 days or less,  or by  amortizing  their  value on the 61st day prior to
      maturity,  if their  original  maturity when acquired by the Portfolio was
      more than 60 days,  unless this is determined  not to represent fair value
      by the Trustees.

            B. Accounting for Investments.  Security  transactions are accounted
      for on the trade date. Realized gains and losses on security  transactions
      are determined on the identified  cost method.  Dividend  income and other
      distributions  from portfolio  securities are recorded on the  ex-dividend
      date.  Dividend  income is recorded net of foreign  taxes  withheld  where
      recovery of such taxes is not assured. Interest income is accrued daily.

            C.  Federal  Income  Taxes.  The  Portfolio  will  be  treated  as a
      partnership for federal income tax purposes. As such, each investor in the
      Portfolio  will be subject  to  taxation  on its share of the  Portfolio's
      ordinary  income and capital  gains.  It is intended that the  Portfolio's
      assets  will be managed in such a way that an  investor  in the  Portfolio
      will be able to comply with the  provisions  of the Internal  Revenue Code
      applicable to regulated investment  companies.  Accordingly,  no provision
      for federal income taxes is necessary.

      2. Transactions with Affiliates.

      Investment   Advisory  Fee.  The  Portfolio  has  an  investment  advisory
agreement with Brown Brothers  Harriman & Co. (the  "Adviser") for which it pays
the Adviser a fee calculated daily and paid monthly at an annual rate equivalent
to 0.65% of the Portfolio's  average daily net assets.  For the six months ended
April 30, 1998, the Portfolio incurred $26,333 for advisory services.

      Administrative  Fee. The Portfolio has an  administrative  agreement  with
Brown Brothers Harriman Trust Company (Cayman) Limited (the "Administrator") for
which it pays the  Administrator  a fee calculated  daily and paid monthly at an
annual rate  equivalent to 0.035% of the  Portfolio's  average daily net assets.
The Administrator


<PAGE>

                              U.S MID-CAP PORTFOLIO

                    NOTES TO FINANCIAL STATEMENTS (continued)
                                   (unaudited)
                           (expressed in U.S. dollars)

has a  subadministration  agreement with Signature Financial Group (Cayman) Ltd.
for which Signature  Financial Group (Cayman) Ltd. receives such compensation as
is from time to time agreed upon.  For the six months ended April 30, 1998,  the
Portfolio incurred $1,526 for administrative services.

      Expense  Reimbursement Fee. Brown Brothers Harriman Trust Company (Cayman)
Limited  pays  certain  expenses of the  Portfolio  and  receives a fee from the
Portfolio,  computed and paid  monthly,  such that after such fee the  aggregate
expenses will not exceed 0.80% of the Portfolio's  average daily net assets. For
the six months ended April 30,  1998,  Brown  Brothers  Harriman  Trust  Company
(Cayman) Limited  incurred  $12,991 in expenses on behalf of the Portfolio.  The
expense reimbursement agreement will terminate when the aggregate amount of fees
received by Brown Brothers Harriman Trust Co. (Cayman) Limited thereunder equals
the aggregate  amount of expenses paid by Brown Brother  Harriman  Trust Company
(Cayman) Limited thereunder.

      3. Investment  Transactions.  For the six months ended April 30, 1998, the
cost of purchases and the proceeds of sales of investment  securities other than
short-term investments were $15,809,873 and $7,834,597, respectively. There were
no purchases or sales of U.S. government obligations during the period.

<PAGE>


The 59 Wall Street Fund, Inc.

Investment Adviser and
  Administrator
Brown Brothers Harriman & Co.
59 Wall Street
New York, New York 10005

Distributor
59 Wall Street Distributors, Inc.
21 Milk Street
Boston, Massachusetts 02109

Shareholder Servicing Agent
Brown Brothers Harriman & Co.
59 Wall Street
New York, New York 10005
(800) 625-5759

This report is submitted for the general information of shareholders
and is not authorized  for  distribution  to  prospective  investors
unless preceded or accompanied by an effective  prospectus.  Nothing
herein  contained  is  to  be  considered  an  offer  of  sale  or a
solicitation  of an offer to buy shares of the Funds.  Such offering
is made only by prospectus,  which  includes  details as to offering
price and other material information.



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