LEGG MASON GLOBAL TRUST INC
N-30D, 1997-02-27
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                                 Annual Report
                               December 31, 1996

                                   Legg Mason
                                     Global
                                  Trust, Inc.

                            Global Government Trust
                           International Equity Trust
                             Emerging Markets Trust



                           Putting Your Future First


                               [Legg Mason Logo]
                                     FUNDS

Investment Advisers
      For Global Government:
      Western Asset Management Company
      Pasadena, CA

      For International Equity and
      Emerging Markets Trusts:
      Batterymarch Financial Management Inc.
      Boston, MA

Investment Manager
      Legg Mason Fund Adviser, Inc.
      Baltimore, MD

Board of Directors
      John F. Curley, Jr., Chairman
      Edward A. Taber, III, President
      Richard G. Gilmore
      Charles F. Haugh
      Arnold L. Lehman
      Dr. Jill E. McGovern
      T. A. Rodgers

Transfer and Shareholder Servicing Agent
      Boston Financial Data Services
      Boston, MA

Custodian
      State Street Bank & Trust Company
      Boston, MA

Counsel
      Kirkpatrick & Lockhart LLP
      Washington, D.C.

Independent Accountants
      Coopers & Lybrand L.L.P.
      Baltimore, MD


      This report is not to be distributed unless preceded or
      accompanied by a prospectus.


Legg Mason Wood Walker, Incorporated
- ---------------------------------------
      111 South Calvert Street
P.O. Box 1476, Baltimore, MD 21203-1476
           410 o 539 o 0000

[Recycle Logo] Printed on Recycled Paper

LMF-056


<PAGE>


To Our Shareholders,


   We are  pleased to  provide  you with a new  format  for your  funds'  annual
report. We have combined the three funds comprising Legg Mason Global Trust into
one report for a more consolidated view of our global funds.

   Beginning on the next page, the portfolio managers responsible for the Global
Trust  Portfolios  discuss 1996 results and the investment  outlook.  The Funds'
total returns in various periods since their inceptions are shown on pages 6 and
7. For each of our  funds,  we remind  you that  historical  performance  is not
indicative  of future  results,  and the  principal  value of our holdings  will
continue to fluctuate so that shares,  when redeemed,  may be worth more or less
than their original cost.

   Coopers & Lybrand, L.L.P., the Global Trust's independent  accountants,  have
completed their annual  examination,  and audited  financial  statements for the
fiscal year ended December 31, 1996 are included in this report.

   We hope you consider  using the funds in the Global Trust for  investments of
additional  funds as they become  available.  Some  shareholders  have chosen to
regularly add to their investment in the funds by authorizing  automatic monthly
transfers  from  their bank  checking  or Legg Mason  accounts.  Your  Financial
Advisor will be happy to help you make these  arrangements  if you would like to
purchase additional shares in this convenient manner.

                                   Sincerely,



                                   /s/ Edward A. Taber, III
                                   ------------------------
                                   Edward A. Taber, III
                                   President



February 7, 1997


<PAGE>


Portfolio Managers' Comments
Global Government Trust

   Global bond markets suffered through a roller-coaster year in 1996, as yields
rose in most markets in the first half,  only to decline in the second half.  To
make  matters  worse for U.S.  investors,  the dollar  appreciated  against most
currencies,  eroding the value of local currency returns. Despite this, non-U.S.
markets generally outperformed the U.S. market, rewarding global bond investors.
Emerging and  high-yielding  markets were the stars of the show, as policies and
politics stabilized and yields fell significantly.
   We're pleased to report that the Legg Mason Global  Government Trust produced
a  total  return  of 8.2%  for the  year,  substantially  exceeding  that of its
benchmark,  the Salomon  Brothers World  Government  Bond Index,  which returned
3.6%.  Over the past three years and since its inception,  the Fund continues to
rank  highly  in  the  Lipper  universe,   in  the  14th  and  13th  percentile,
respectively.  Due to heavy  competition  from funds  concentrating  in emerging
markets, for the year ended December 31, 1996, it placed squarely in the middle,
ranking 67 of 131 world bond funds as ranked by Lipper Analytical Services.  The
Fund's performance benefited from several factors,  particularly its emphasis on
emerging  market  debt,  its  decision  to  hedge  currency  exposure,  and  its
pronounced  underweighting  to the Japanese  bond  market,  which was one of the
worst performers of the year.
   The Fund's directors have approved a change to Global Government's  permitted
investments to include  lower-rated  debt securities of domestic  issuers.  This
change,  effective  September 27, 1996 will provide the  Portfolio  Manager with
more  flexibility  to  further  diversify  the  Fund  and to take  advantage  of
opportunities in higher yielding  assets.  To date, we have not invested in such
securities.
   Global bond markets have  enjoyed,  to varying  degrees,  the benefits of two
powerful,  secular  trends this past year. By gradually but  inexorably  tearing
down the  barriers  between  markets,  the  forces of  disinflation  and  fiscal
austerity  have set a plethora of countries on a track to economic and political
convergence.  Disinflation has resulted in an almost  unprecedented  lowering of
both the level and the  volatility  of  inflation in an  astonishing  variety of
countries.  As price  stability  has become the norm rather than the  exception,
economic agents throughout the world have been forced to become more productive,
since the only way to improve  one's bottom line in the absence of pricing power
is to work harder and smarter.  As governments have gradually shrunk relative to
their  economies,  this too has contributed to greater  economic  efficiency and
productivity,  as the private sector regains control over more of the economies'
resources. Thus, these trends have created an economic climate not seen for many
decades,  one in which  falling  inflation  has  generated  not only higher bond
prices but also stronger earnings.
   Financial  markets have largely  applauded  the success of these efforts with
higher debt and equity prices.  Though valuations have improved  dramatically in
most  countries  as a result,  there is little  reason to believe that an end to
either  trend is in  sight.  "Convergence"  is thus  likely  to remain a central
feature of the global  economic and financial  landscape  throughout  the coming
year.
   Nevertheless,  1997 is more  likely to be a year of  incremental  convergence
rather than the radical convergence we saw in 1996. There is still room left for
spreads of emerging market,  non-core  European and dollar-bloc bonds to narrow,
but markets will  undoubtedly  become more selective when bestowing their favors
in the future.  Investors may rapidly lose patience  with those  countries  that
fail to toe the line or  otherwise  "diverge"  from  the  pack.  Latin  American
economies have clearly survived the devastation of the Mexican devaluation,  but
countries  like Brazil and Argentina  will have to deliver on their  promises of
reform in order to retain the confidence of global investors.
   Furthermore, whereas "convergence" was a theme restricted largely to European
countries  following the holy grail of the European  Monetary Union ("EMU"),  it
may  take  on a new  meaning  in the  coming  year.  Convergence  benefited  the
outliers--e.g.,  Canada, Italy,  Spain--relative to the "core" countries such as
Germany and France,  as they demonstrated a new-found resolve to fight inflation
and redress fiscal imbalances.  In the future, though, investors are more likely
to ponder the  appropriateness of stock and bond valuations when compared to the
economic and political  fundamentals of each country.  In other words, it wasn't
so hard to see the value in Italy  relative to Germany once Italy  determined to
seek inclusion in the EMU, but it is more difficult to know if German yields are
attractive  relative to German inflation,  or whether U.S. yields should rise if
the economy picks up.

2


<PAGE>

   Similarly, as positive convergence plays--where spreads narrow as all spreads
decline--become  more  difficult to find and more risky to attempt,  we may also
see negative  convergence,  or  "divergence"  forces at work. With lower spreads
offering  less  protection  against  divergence,  the solid core  countries  may
recover some of their former strength.
   The most likely candidate for unpleasant convergence--i.e.,  narrower spreads
with  higher   rates--is  the  Japanese   economy.   Rather  than  enjoying  the
productivity  boost  which  is a  by-product  of  disinflation,  Japan  is still
struggling  to overcome the forces of deflation  which have  crippled its equity
and real  estate  markets  for  years.  Moreover,  and  alone  among  the  major
industrialized   economies,    Japan's   fiscal   situation   has   deteriorated
significantly  in recent years, as its population  ages and unfunded  retirement
obligations loom even larger.  With  deteriorating  economic  fundamentals and a
relatively  strong  yen,  there is little  scope for  monetary  tightening,  and
indeed, every reason for monetary policy to relax. As a consequence,  the yen is
unlikely to appreciate  relative to the dollar, and may well decline further. As
investors  become  increasingly  aware  of this  fact,  there  will be a  strong
tendency  for  Japanese  yields  to  rise  and the yen to  weaken,  as  Japanese
investors prefer the higher yields available elsewhere.
   Japan's weakness is likely to benefit most other core countries, but the U.S.
and other dollar-bloc markets may benefit the most. In local currency terms, all
non-dollar bond markets have  outperformed  the U.S. for the past year,  leaving
U.S. yields  relatively  high. One reason for this is that there is a widespread
perception  that the  so-called  "output gap" is greater in Europe than it is in
the U.S., and that consequently any upturn in the U.S. economy is more likely to
be met by tighter  monetary  policy.  This  conventional  wisdom is likely to be
challenged,  however, as suggested by the falling price of gold in dollars,  the
lack of any signs of a pickup in U.S. inflation,  and the merely average pace of
the current business cycle expansion. If U.S. growth is indeed the by-product of
a strong  disinflationary  trend,  then the U.S.  economy  likely enjoys greater
efficiencies  and  capacity  than many give it credit  for,  and  inflation  and
interest  rates are  unlikely  to rise even if the  economy  picks up next year.
Likewise,  the impressive gains against  inflation and improving public finances
in Canada,  Australia and New Zealand make these markets  attractive given their
spreads to the U.S.
   The risks to increased  capital flows to the dollar bloc could derive from an
unexpected  acceleration in the European and Japanese  economies,  as this would
remove an  important  barrier  that  makes it  difficult  for them to  prevent a
gradual  weakening  of their  currencies  against the dollar.  In the  meantime,
positive  interest rate  differentials and weak growth abroad should continue to
support the dollar.




                                                Western Asset Management Company

February 7, 1997


                                                                               3


<PAGE>

Portfolio Manager's Comments
International Equity Trust

   The  return for the Legg Mason  International  Equity  Trust was 4.5% for the
last six months of 1996 compared with the Morgan Stanley  International  Europe,
Australia and the Far East Index return of 1.6%. For the year ended December 31,
1996, the return for the Fund was 16.5% compared with 6.4% for the index.

   The  Fund  outperformed  the  index  for the  six  months  and the  year by a
significant  margin.  This  positive  excess  return can be  attributed  to good
results  in all  areas  of our  investment  process:  stock  selection,  country
selection and currency hedging.

   Stock  selection  for the Fund in 1996 was  excellent,  especially  in Japan,
Switzerland,  Finland, Italy and the Netherlands. In country selection, we added
value by  overweighting  the smaller  markets and by  underweighting  Japan.  At
year-end,  the Fund's  weight in Japan was 22% compared  with 32% for the index.
Currency  hedging made a positive  contribution  for the year. By year-end,  the
long-term  valuation  model component of our currency  hedging program  signaled
that the dollar is no longer undervalued against major currencies.

Market Commentary

   Although the strong U.S. market  garnered the headlines,  many markets around
the world  turned in returns for the year above 30%,  including  Spain,  Sweden,
Finland, Hong Kong and Ireland. In Japan, the market declined 15.4%.

   Markets in 1996 generally  performed  better in their local  currencies  than
they did for unhedged dollar  investors,  with the major exception of the United
Kingdom. The dollar rose more than 10% versus the yen and 7% versus the deutsche
mark in 1996.

Investment Outlook

   Globalization of trade is forcing the industrialized  world to restructure in
the  face  of  mounting  competition.  Restructuring  has  led to the  increased
competitiveness  of the U.S. and is being undertaken in various forms around the
world, such as merger activity in the U.K. and France, deregulation in Japan and
privatization in Germany. We expect more of the same in 1997.

   We continue to find better value and more attractive  growth-to-value  ratios
in companies in the smaller European markets than in the large markets of France
and  Germany.  Smaller  countries  are better  able to reform  their  regulatory
structures to accommodate the coming  opportunities of a unified  currency.  The
economic  recovery in Japan,  while weak,  is  attributable  in large measure to
government  pump-priming.  Monetary policy has little room for further  interest
rate cuts. Earnings revisions are strong in Japan, but valuations remain high.

   The Fund's  estimated EPS growth rate is higher than the index,  with a lower
estimated  P/E  ratio.  It is well  diversified  and  maintains  its  value  and
smaller-capitalization characteristics.




                                                         Charles F. Lovejoy, CFA

February 7, 1997

4


<PAGE>

Portfolio Manager's Comments
Emerging Markets Trust

   The total return for the Fund for the second half of 1996 was 5.2% (excluding
the 2% redemption fee assessed on shares  redeemed  within one year of purchase)
compared  with  -4.2%  for the  Morgan  Stanley  Capital  International-Emerging
Markets Free Index.

   The Fund's  performance  benefited  from good  stock  selection  and  country
weighting  decisions since its inception on May 28, 1996, with particularly good
stock selection in Mexico, China, Hong Kong and Malaysia.

   In selecting stocks, we research our universe of stocks for attractive growth
opportunities  at reasonable  valuations and use proprietary  measures of growth
and valuation that we tailor to each market.  We use both  fundamental  analysis
(review of  management,  competitive  resources,  market  position and financial
condition to develop  qualitative  stock  opinions) and  quantitative  valuation
(earnings expectations, growth, valuation and technical factors).

Market Commentary

   The emerging  markets index did not fare well over the last six months of the
year. Latin America was the strongest region, up 4%. Asian returns were negative
on average,  with the notable  exceptions of China and Hong Kong, which returned
20% and 18%, respectively.

   While markets of the Europe,  Middle East and African  regions were generally
strong for the six months, the index return was negative, due to the heavy index
weighting of South Africa, which declined nearly 12%.

Investment Outlook

   Our investment strategy is to seek well-managed, high quality companies which
are expected to participate in the rapid economic growth of emerging markets, at
reasonable prices.

   Our investment outlook revolves around the relative  valuations and prospects
for Latin America and Asia. Despite the continued  divergence in returns, we are
retaining our  overweight  position in Latin  America,  a strategy that has been
beneficial  for the Fund.  Looking  ahead,  we expect the region's  economies to
experience  higher  economic  growth (with the exception of Chile),  accelerated
corporate  earnings  momentum and increased  money flow into the region's equity
markets.
We continue to use careful stock selection in Asia.

   Emerging  markets  continue to be a very  attractive  asset  class,  based on
higher growth rates and lower  valuations or  "growth-at-a-price."  The ratio of
estimated  growth in  earnings-per-share  to forward P/E compares very favorably
for emerging markets relative to developed markets, including the U.S.

   Overall,  emerging  markets  companies are still growing faster than anywhere
else in the world and at attractive valuations. On average, the companies in the
Fund  have  higher  growth  rates  than  the  index  and  even  more  attractive
valuations. The Fund is well diversified across industry sectors and is invested
in 27 markets.




                                                        Stephen J. McCarthy, CFA

February 7, 1997

                                                                               5


<PAGE>


Performance Information
Legg Mason Global Trust, Inc.

Performance Comparison of a $10,000 Investment as of December 31, 1996

         The returns  shown on these pages are based on  historical  results and
      are not intended to indicate future performance. The investment return and
      principal  value of an investment in each of these funds will fluctuate so
      that an investor's shares,  when redeemed,  may be worth more or less than
      their original cost.  Average annual returns tend to smooth out variations
      in a fund's return, so they differ from actual  year-to-year  results.  No
      adjustment has been made for any income taxes payable by shareholders.

         The following  graphs compare each Fund's total returns against that of
      the most closely matched  broad-based  securities  market index. The lines
      illustrate the cumulative  total return of an initial  $10,000  investment
      for the periods  indicated.  The line for each Legg Mason Fund  represents
      the total return after deducting all Fund investment  management  expenses
      and the  transaction  costs of buying  and  selling  securities.  The line
      representing the securities  market index does not include any transaction
      costs associated with buying and selling  securities in the index or other
      administrative expenses.

Global Government Trust

                         Cumulative     Average Annual
                        Total Return     Total Return
- ------------------------------------------------------
 One Year                  +8.22%         +8.22%
 Life of Fund(dagger)      +37.62          +8.97
- ------------------------------------------------------
(dagger) Fund Inception--April 15, 1993




               [Graph appears here--plot points are listed below]


                                               Salomon Brothers
          Global Government Trust       World Government Bond Index(1)

3/93             10,000                            10,000

6/93             10,010                            10,123

12/93            10,676                            10,577

6/94             10,404                            10,648

12/94            10,526                            10,825

6/95             12,114                            10,648

12/95            12,716                            12,884

6/96             12,809                            12,693

12/96            13,762                            13,350


(1) The Salomon Brothers World Government Bond Index measures the
    total return, in U.S. dollar terms, of a portfolio of the most liquid and
    highest quality bonds of each of fourteen countries.


6

<PAGE>


Global Equity Trust

                         Cumulative     Average Annual
                        Total Return     Total Return
- ------------------------------------------------------
 One Year                  +16.49%         +16.49%
 Life of Fund(dagger)      +25.94          +13.10
- ------------------------------------------------------
(dagger) Fund Inception--February 17, 1995






               [Graph appears here--plot points are listed below]




                  Morgan Stanley
            Capital International Europe,
         Australia and the Far East Index(1)     International Equity Trust

2/95                  10,000                                10,000

6/95                  10,712                                10,400

12/95                 11,628                                10,811

6/96                  12,171                                12,054

12/96                 12,368                                12,594


(1) The Morgan Stanley Capital International Europe, Australia and the Far East
    Index is an unmanaged index based on share prices of approximately 1100
    companies listed on stock exchanges around the world. Twenty countries are
    included in the index's portfolio. Index returns are for the periods
    beginning February 28,1995.




Emerging Markets Trust

            Cumulative Total Return
- ---------------------------------------------
              Life of Fund(dagger)
- ---------------------------------------------
                    +3.30%*
- ---------------------------------------------
(dagger) Fund Inception--May 28, 1996
       * Net of 2.0% redemption fee assessed within twelve
         months of purchase.





               [Graph appears here--plot points are listed below]


                  Morgan Stanley
            Capital International Emerging
               Markets Free Index(1)               Emerging Markets Trust

5/28/96               10,000                                 10,000


6/30/96               10,062                                 10,020


9/30/96                9,698                                  9,771


12/31/96               9,641                                 10,330


(1) The Morgan Stanley Capital International Emerging Markets Free index is a
    market weighted aggregate of 26 individual emerging country indices and
    takes into account local and market restrictions on share ownership by
    foreigners. Index returns are for the periods beginning May 31, 1996.


                                                                               7




<PAGE>

Industry Diversification
Legg Mason Global Trust, Inc.
December 31, 1996

International Equity Trust

                              % of Net      Market
                               Assets        Value
- ---------------------------------------------------
                                             (000)
Aerospace                         1.9%     $  3,260
Agriculture/Food                  0.7         1,127
Air Transport                     1.1         1,917
Aluminum                          0.8         1,282
Apparel/Textiles                  0.4           660
Banks                             7.2        12,058
Beverage                          2.4         4,030
Business Machines                 2.3         3,789
Chemicals                         4.7         7,966
Coal & Uranium                    0.5           763
Construction                      6.4        10,812
Consumer Durables                 0.5           760
Containers                        0.4           604
Domestic Oil Reserves             0.9         1,487
Drugs/Medicine                    2.8         4,712
Electric Utilities                1.0         1,741
Electronics                       7.9        13,174
Finance                          12.4        20,807
Gas Utilities                     0.6         1,025
Health (Non-Drug)                 0.1           241
Hotel/Restaurant                  0.9         1,568
Iron & Steel                      1.6         2,633
Life Insurance                    5.2         8,648
Miscellaneous                     1.1         1,903
Motor Vehicles                    3.5         5,821
Non-Ferrous Metals                2.2         3,738
Oil Refining/Distribution         2.0         3,434
Oil Service                       0.5           857
Paper                             0.1           154
Photo/Optical                     1.0         1,670
Producer Goods                    4.2         7,056
Publishing                        0.1           111
Railroads/Transit                 0.4           740
Real Property                     1.5         2,553
Retail (Food)                     0.2           335
Retail (Non-Food)                 3.0         5,001
Services                          3.4         5,703
Soap/Housewares                   0.1           148
Telecommunications                5.4         9,139
Tire & Rubber                     2.6         4,434
Tobacco                           0.4           589
Trucking/Freight                  2.3         3,868
Water Transport                   0.2           315
Short-Term Investments            4.4         7,439
                                -----      --------
Total Investment Portfolio      101.3       170,072
Other Assets Less Liabilities    (1.3)       (2,146)
                                -----      --------
Net Assets                      100.0%     $167,926
                                -----      --------


Emerging Markets Trust
                              % of Net      Market
                               Assets        Value
- ---------------------------------------------------
                                             (000)
Agriculture/Food                  1.6%      $   334
Apparel/Textiles                  2.6           563
Banks                            11.4         2,407
Beverage                          1.1           239
Chemicals                         0.8           168
Coal & Uranium                    0.4            75
Construction                      8.3         1,760
Consumer Durables                 1.4           300
Domestic Oil Reserves             2.2           458
Drugs/Medicine                    1.0           215
Electric Utilities                4.9         1,040
Electronics                       1.3           276
Finance                           6.1         1,305
Gas Utilities                     2.1           437
Hotel/Restaurant                  1.5           323
Iron & Steel                      6.1         1,301
Leisure/Luxury                    1.0           204
Media                             0.8           177
Miscellaneous                     8.3         1,765
Motor Vehicles                    5.4         1,140
Non-Ferrous Metals                1.3           276
Oil Service                       1.7           363
Paper                             1.6           338
Producer Goods                    0.6           132
Railroads/Transit                 0.6           119
Real Property                     1.7           369
Retail (Food)                     1.1           234
Retail (Non-Food)                 2.9           618
Telecommunications               11.2         2,370
Tobacco                           2.0           427
Water Transport                   0.8           161
Short-Term Investments            6.9         1,464
                                -----       -------
Total Investment Portfolio      100.7        21,358
Other Assets Less Liabilities    (0.7)         (152)
                                -----       -------
Net Assets                      100.0%      $21,206
                                -----       -------

8




<PAGE>


Statements of Net Assets
Legg Mason Global Trust, Inc.
December 31, 1996
(Amounts in Thousands)

Global Government Trust

<TABLE>
<CAPTION>
                                                                      Maturity
                                                    Rate                Date        Currency      Par              Value
- ------------------------------------------------------------------------------------------------------------------------
<S><C>
Long-Term Debt Securities(A) -- 90.2%
      Australian Dollar -- 4.8%
      Commonwealth of Australia                     10%              10/15/07        AUD         8,300          $  7,815
                                                                                                                --------

      British Sterling -- 4.8%
      United Kingdom Treasury Stock                 7.50%            12/7/06         GBP         3,500             6,000
      United Kingdom Treasury Stock                 8%               6/12/21                     1,000             1,785
                                                                                                                --------
                                                                                                                   7,785
                                                                                                                --------

      Canadian Dollar --  8.0%
      Government of Canada                          8.00%            6/1/23          CAD        16,000            13,011
                                                                                                                --------
      Czech Koruna -- 8.8%
      ABN-Amro Bank N.V.                            11%              12/15/97        CZK       205,000             7,492
      Ceska Sporitelna A/S                          14.375%          1/27/01                   175,000             6,653
                                                                                                                --------

                                                                                                                  14,145
                                                                                                                --------
      Danish Krone -- 7.5%
      Kingdom of Denmark                            8%               3/15/06         DKK        65,000            12,137
                                                                                                                --------
      French Franc -- 1.4%
      Republic of Ivory Coast
        Restructured Loan                           0%                               FRF        23,304             1,572(B,C)
        Unstructured Loan                           6.875%                                       9,200               621(B,C)
                                                                                                                --------
                                                                                                                   2,193
                                                                                                                --------
      German Deutschmark -- 9.0%
      Deutsche Bundesrepublik                       6.25%            4/26/06         DEM        10,500             7,053
      German Unity Fund                             8%               1/21/02                    10,000             7,399
                                                                                                                --------
                                                                                                                  14,452
                                                                                                                --------
      Greek Drachma -- 6.3%
      Hellenic Republic Bond                        11%              11/26/99        GRD     1,000,000             4,082
      Hellenic Republic Floating Rate Bond          15.30%           2/14/03                   500,000             2,036(D)
      Hellenic Republic Floating Rate Bond          14.20%           9/30/03                   500,000             2,051
      Hellenic Republic Floating Rate Bond          12.60%           12/31/03                  500,000             2,049
                                                                                                                --------
                                                                                                                  10,218
                                                                                                                --------
      Hungarian Forint -- 0.8%
      Hungary Ministry of Finance                   0%               1/3/97          HUF       200,000             1,225
                                                                                                                --------
      Italian Lira -- 6.0%
      Buoni del Tesoro Poliennali                   9.50%            2/1/01          ITL    13,500,000             9,772
                                                                                                                --------
</TABLE>

                                                                               9



<PAGE>


Statements of Net Assets--Continued
Legg Mason Global Trust, Inc.

Global Government Trust--Continued

<TABLE>
<CAPTION>
                                                                      Maturity
                                                    Rate                Date        Currency      Par              Value
- ------------------------------------------------------------------------------------------------------------------------
<S><C>
      Japanese Yen -- 3.1%
      Government of Japan #177                      4.6%             3/21/05         JPY       500,000          $  4,982
                                                                                                                --------

      New Zealand Dollar -- 3.0%
      Government of New Zealand                     8%               11/15/06        NZD         6,500             4,838
                                                                                                                --------
      Spanish Peseta -- 2.2%
      Bonos del Estado                              11.45%           8/30/98         ESP       200,000             1,674
      Bonos del Estado                              10.15%           1/31/06                   200,000             1,880
                                                                                                                --------

                                                                                                                   3,554
                                                                                                                --------
      Swedish Krona -- 1.2%
      Kingdom of Sweden #1030                       13%              6/15/01         SEK        10,000             1,890
                                                                                                                --------

      Slovak Koruna -- 1.8%
      International Finance Corporation             11.75%           8/15/99         SKK        95,000             2,949
                                                                                                                --------

      United States Dollar -- 21.5%

      Emerging Markets -- 16.9%
      Argentina Bonos de Consolidacion
        Previsionales                               5.688%           4/1/01          USD         5,000             4,632(D)
      Kingdom of Morocco                            6.375%           1/1/09                      6,000             4,928(D)
      Republic of Argentina Floating Rate Bond      6.625%           3/31/05                     9,801             8,515(D)
      Republic of Poland Past Due Interest          3.75%            10/27/14                    4,000             3,375
      United Mexican States                         9.75%            2/6/01                      1,500             1,549
      United Mexican States                         9.50%            7/16/01                       553               558
      United Mexican States                         11.375%          9/15/16                     3,500             3,684
                                                                                                                --------
                                                                                                                  27,241
                                                                                                                --------
      U. S. Government Obligations -- 4.6%
      United States Treasury Bonds                  6%               2/15/26                     2,100             1,911
      United States Treasury Notes                  6.375%           9/30/01                     5,500             5,533
                                                                                                                --------
                                                                                                                   7,444
                                                                                                                --------

      Total Long-term Debt Securities  (Identified Cost-- $139,956)                                              145,651
- ------------------------------------------------------------------------------------------------------------------------
Short Term Investments -- 6.8%

      Currency Exchange-Linked Securities(E) -- 4.3%
      Canadian Imperial Bank of Commerce
        Hungarian Forint-Linked CD                  24.6%            2/26/97         USD         2,000             1,940
        Indonesian Rupiah-Linked Note               14%              11/21/01                    3,000             2,979(F)
      Bankers Trust Company Russian
        GKO-Linked Note                             0%               2/12/97                     2,000             1,955
                                                                                                                --------
                                                                                                                   6,874
                                                                                                                --------
</TABLE>

10


<PAGE>


<TABLE>
<CAPTION>

                                                                                                  Par              Value
- ------------------------------------------------------------------------------------------------------------------------
<S><C>
      Repurchase Agreement -- 2.5%
      Prudential Securities, Inc.
        7.15% dated 12/31/96, to be repurchased at $4,109
        on 1/2/97 (Collateral: $4,586 Federal National
        Mortgage Association Mortgage-backed Securities,
        8% due 12/1/24, value $4,209)                                                          $ 4,108          $  4,108
                                                                                                                --------
      Total Short-term Investments  (Identified Cost-- $11,075)                                                   10,982
- ------------------------------------------------------------------------------------------------------------------------
      Total Investments-- 97.0%  (Identified Cost-- $151,031)                                                    156,633
      Other Assets Less Liabilities-- 3.0%                                                                         4,916
                                                                                                                --------
      Net assets consisting of:
      Accumulated paid-in capital
        applicable to 15,512 shares outstanding                                               $156,839
      Accumulated net investment loss                                                             (469)
      Accumulated net realized loss on
        investments and currency transactions                                                      (51)
      Net unrealized appreciation of investments and
        foreign currency transactions                                                            5,230

      Net assets-- 100.0%                                                                                       $161,549
                                                                                                                --------
      Net asset value per share                                                                                   $10.41
                                                                                                                  ------
</TABLE>
- -----------------
(A) Listed by currency denomination.
(B) Illiquid Security--A security that cannot be disposed of within seven days
    for approximately the price at which the Fund values it.
(C) Non-income producing--Issuer is in default of interest and principal
    payments.
(D) Indexed  Security--The  rate of  interest  earned on each  security is tied
    to either the London  Interbank  Offered Rate (LIBOR) or the Global  Telecom
    Basket (GTB)  index.  The coupon rate for each is the rate as of December
    31, 1996.
(E) Total  maturity  value is  linked  to the  value of the  indicated  currency
    at maturity.
(F) Yield-to-maturity.

See notes to financial statements.

                                                                              11


<PAGE>


Statements of Net Assets
Legg Mason Global Trust, Inc.
December 31, 1996
(Amounts in Thousands)

International Equity Trust

<TABLE>
<CAPTION>
                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
Common Stocks and Equity Interests -- 96.0%
      Argentina -- 0.3%
      Inversiones y Representacion                                                               151              $    486
                                                                                                                  --------
      Australia -- 1.8%
      Advance Bank Australia Limited                                                              53                   297
      Commonwealth Bank of Australia                                                              58                   551
      QCT Resources Ltd.                                                                         357                   482
      Santos Limited                                                                             230                   934
      Southcorp Holdings Limited                                                                 212                   676
                                                                                                                  --------
                                                                                                                     2,940
                                                                                                                  --------
      Austria -- 1.1%
      Bohler-Uddeholm AG                                                                          10                   730
      OMV AG                                                                                      11                 1,184
                                                                                                                  --------
                                                                                                                     1,914
                                                                                                                  --------
      Belgium -- 2.8%
      Banque Bruxelles Lambert SA                                                                  2                   318
      Cie Financiere Europeenne et d'Outre-Mer SA                                                  3                   292
      Compagnie Belge de Participations Paribas SA                                                32                 1,220
      Fortis AG                                                                                    2                   305
      Groupe Bruxelles Lambert SA                                                                  4                   554
      Societe Generale de Belgique                                                                 7                   565
      Solvay                                                                                       3                 1,531
                                                                                                                  --------
                                                                                                                     4,785
                                                                                                                  --------
      Brazil -- 1.3%
      Telecomunicacoes Brasileiras S/A ADR                                                        21                 1,630
      Usinas Siderurgicas de Minas Gerais S/A ADS                                                 56                   568(A)
                                                                                                                  --------
                                                                                                                     2,198
                                                                                                                  --------
      Chile -- 0.8%
      Companhia de Telecomunicacoes ADR                                                            8                   779
      Enersis S.A. ADR                                                                            18                   494
                                                                                                                  --------
                                                                                                                     1,273
                                                                                                                  --------
      Denmark -- 2.3%
      Danisco A/S                                                                                  8                   486
      Den Danske Bank                                                                             12                   992
      FLS Industries A/S Manufactures                                                              5                   641
      Sophus Berendsen A/S                                                                         9                 1,190
      Superfos AS                                                                                  4                   506
                                                                                                                  --------
                                                                                                                     3,815
                                                                                                                  --------
</TABLE>

12


<PAGE>

<TABLE>
<CAPTION>

                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Finland -- 1.9%
      Kemira OY                                                                                  106              $  1,333
      Kesko                                                                                       30                   416
      Outokumpu OY                                                                                17                   289
      Rautaruukki OY                                                                              26                   240
      UPM-Kymmene Corporation                                                                      7                   155
      Valmet Corporation                                                                          45                   792
                                                                                                                  --------
                                                                                                                     3,225
                                                                                                                  --------
      France -- 4.6%
      Assurances Generales de France                                                              15                   497
      Compagnie Francaise d'Etudes et de Construction Technip                                      7                   708
      Compagnie Generale de Geophysique SA                                                         4                   270(B)
      Compagnie Generale des Eaux                                                                 17                 2,132
      Elf Gabon                                                                                    2                   562
      Michelin                                                                                    24                 1,306
      Moulinex                                                                                     9                   200(B)
      Rhone-Poulenc                                                                               38                 1,313
      SEITA                                                                                       11                   436
      Total SA                                                                                     3                   228
      Vallourec SA                                                                                 2                   122
                                                                                                                  --------
                                                                                                                     7,774
                                                                                                                  --------
      Germany -- 4.6%
      Bayer AG                                                                                    17                   692
      Bayerische Hypotheken Wechsel-Bank AG                                                       21                   637
      Commerzbank AG                                                                              16                   406
      Continental AG                                                                              68                 1,220
      Deutsche Telekom                                                                             6                   127
      Dresdner Bank AG                                                                            69                 2,075
      IWKA AG                                                                                      3                   628
      Preussag AG                                                                                  3                   623
      Viag AG                                                                                      1                   392
      Volkswagen AG                                                                                2                   853

                                                                                                                  --------
                                                                                                                     7,653
                                                                                                                  --------
      Greece -- 0.5%
      Ergo Bank S.A.                                                                              16                   812
                                                                                                                  --------
      Hong Kong -- 4.2%
      Cathay Pacific Airways                                                                     439                   692
      Dickson Concepts International Ltd.                                                        215                   807
      Guoco Group Ltd.                                                                           121                   677
      Henderson Land Development Company Ltd.                                                    150                 1,513(B)
      Hong Kong Telecommunications Ltd.                                                          183                   294
</TABLE>

                                                                              13


<PAGE>



Statements of Net Assets--Continued
Legg Mason Global Trust, Inc.

International Equity Trust--Continued


<TABLE>
<CAPTION>

                                                                                              Shares/Par          Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Hong Kong -- Continued
      HSBC Holdings plc                                                                           78             $  1,667
      Kumagai Gumi (Hong Kong) Limited                                                           379                  441
      Peregrine Investment Holdings Limited                                                      123                  211
      Sun Hung Kai Properties Ltd.                                                                39                  478
      Wheelock &Company, Ltd.                                                                    102                  292
                                                                                                                 --------
                                                                                                                    7,072
                                                                                                                 --------
      India -- 1.0%
      Great Eastern Shipping GDR                                                                  56                  318
      Hindalco Industries Ltd. GDR                                                                24                  595
      India Cements Ltd. GDR                                                                      30                   78
      Steel Authority of India Ltd. GDR                                                           43                  408(A)
      Tata Engineering & Locomotive Company Limited GDR                                           19                  200
                                                                                                                 --------
                                                                                                                    1,599
                                                                                                                 --------
      Indonesia -- 1.0%
      PT Bank Internasional Indonesia                                                            575                  566
      PT Gudang Garam                                                                            122                  527
      PT Indocement Tunggal Prakarsa                                                             223                  340
      PT Mulia Industrindo                                                                       175                  181
                                                                                                                 --------
                                                                                                                    1,614
                                                                                                                 --------
      Ireland -- 2.1%
      Allied Irish Banks plc                                                                     256                1,723
      Bank of Ireland                                                                            197                1,795
                                                                                                                 --------
                                                                                                                    3,518
                                                                                                                 --------
      Italy -- 2.1%
      Banca Popolare di Bergamo                                                                    2                   31
      Stet Societa' Finanziaria Telefonica S.p.A.                                                 82                  373
      Telecom Italia                                                                             876                2,276
      Telecom Italia Mobile S.p.A.                                                               371                  937
                                                                                                                 --------
                                                                                                                    3,617
                                                                                                                 --------
      Japan -- 21.7%
      Aoyama Trading Company                                                                      21                  564
      Best Denki Company                                                                           2                   23
      Bridgestone Corporation                                                                     55                1,045
      Canon Incorporated                                                                          48                1,061
      Citizen Watch Company                                                                      181                1,297
      Cosmo Oil Company                                                                          170                  818
      Dai-Tokyo Fire & Marine Insurance Co.                                                        6                   32
      Daiichi Pharmaceutical Company Ltd.                                                         60                  964
      Daiwa Kosho Lease Company Ltd.                                                              77                  592
</TABLE>

14


<PAGE>


<TABLE>
<CAPTION>
                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Japan -- Continued
      Daiwa Securities Company Ltd.                                                              101              $    898
      Denso Corporation                                                                            2                    48
      Eisai Company Ltd.                                                                          52                 1,027
      Fuji Photo Film Company                                                                     29                   957
      Furukawa Electric                                                                          236                 1,119
      Hitachi Cable                                                                              105                   712
      Hitachi Koki Company                                                                        95                   680
      Inabata & Company                                                                            7                    43
      Ishikawajima Har                                                                            95                   422
      Iwate (Bank of) Limited                                                                     16                   821
      Jaccs Company                                                                              105                   816
      Katokichi Company                                                                           16                   311
      Kawasaki Heavy Industries                                                                  168                   695
      Kishu Paper Company                                                                        162                   607
      Kitz Corporation                                                                             9                    33
      Konica Corporation                                                                         109                   723
      Koyo Seiko                                                                                  18                   149
      Kurimoto Company                                                                            33                   296
      Kyudenko Corporation                                                                         4                    41
      Lion Corporation                                                                            30                   149
      Maruzen Showa Unyu Co.                                                                      24                   102
      Matsushita Electric Industrial Company                                                      27                   441
      Matsushita Electric Works                                                                   45                   387
      Mitsubishi Heavy Industries Ltd.                                                           119                   945
      Mitsubishi Materials Corporation                                                            68                   275
      Mitsui Trust & Banking                                                                      28                   219
      National House Industrial Co.                                                               33                   439
      New Japan Securities                                                                        97                   327(B)
      NGK Insulators                                                                              51                   484
      Nichicon Corporation                                                                        69                   798
      Nichimen Corporation                                                                       111                   407
      Nippon Credit Bank                                                                         167                   440
      Nippon Densetsu                                                                             47                   438
      Nippon Metal Industry                                                                       16                    49
      Nippon Oil Company                                                                         238                 1,223
      Nippon Shinpan Company                                                                      17                    95
      Nippon Valqua Industries                                                                    40                   140
      Nishimatsu Construction                                                                     40                   349
      NTN Corp.                                                                                   94                   511
      Okuma Corporation                                                                           62                   495(B)
      Onward Kashiyama Company Ltd.                                                               16                   225
      Ricoh Company                                                                              110                 1,263
      Rohm Company                                                                                14                   919
      Sankyo Aluminium Industry Co.                                                               36                   142
</TABLE>


                                                                              15

<PAGE>



Statements of Net Assets--Continued
Legg Mason Global Trust, Inc.

International Equity Trust--Continued


<TABLE>
<CAPTION>

                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Japan -- Continued
      Sanwa Shutter Corporation                                                                   92              $    687
      Sekisui Chemical Co.                                                                        57                   576
      Shikoku Electric Power                                                                      20                   394
      Showa Electric Wire                                                                         53                   196
      Sony Corporation                                                                            10                   655
      Sumitomo Electric Industries                                                                 3                    42
      Taiyo Yuden Co.                                                                             12                   168
      Takeda Chemical Industries                                                                  83                 1,742
      Tatsuta Electric Wire & Cable                                                               16                    63
      TDK Corporation                                                                             19                 1,239
      Teijin                                                                                      74                   323
      Toagosei Co. Ltd.                                                                            7                    25
      Toda Corporation                                                                             5                    38
      Tokico Ltd.                                                                                 36                   122
      Toyota Motor Corporation                                                                    24                   690
      Tsubakimoto Chain Co.                                                                       18                    96
      Ube Industries, Ltd.                                                                        12                    34(B)
      Yamaichi Securities Company                                                                 29                   129
      Yamanouchi Pharmaceutical                                                                   49                 1,007
      Yokohama Rubber Company                                                                     29                   135
                                                                                                                  --------
                                                                                                                    36,417
                                                                                                                  --------
      Malaysia -- 3.9%
      AFFIN Holdings Bhd                                                                         120                   330
      AMMB Holdings Bhd                                                                           95                   796
      Arab Malaysian Corporation Berhad                                                          173                   863
      Edaran Otomobil Nasional                                                                    88                   880
      Malayan Cement Bhd                                                                         224                   514
      Malaysian Airline System Bhd                                                               112                   290
      Oriental Holdings Bhd                                                                       22                   150
      Rashid Hussain Bhd                                                                          88                   582
      Tan Chong Motor Holdings Berhad                                                            974                 1,651
      UMW Holdings Bhd                                                                           113                   528
                                                                                                                  --------
                                                                                                                     6,584
                                                                                                                  --------
      Mexico -- 1.5%
      ALFA, S.A. de C.V.                                                                         312                 1,456
      Apasco S.A. de C.V.                                                                         88                   604
      Industrias Penoles SA                                                                       83                   294
      GPO Financial Banamex                                                                       95                   201(B)
                                                                                                                  --------
                                                                                                                     2,555
                                                                                                                  --------
</TABLE>

16


<PAGE>


<TABLE>
<CAPTION>

                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Netherlands -- 7.1%
      ABN Amro Holding N.V.                                                                        7              $    475
      Aegon N.V.                                                                                  17                 1,062
      Ahrend Groep N.V.                                                                           10                   541
      Assurantiecomcern Stad Rotterdam N.V.                                                        5                   178(B)
      DSM NV                                                                                      10                 1,007
      Fortis Amev NV                                                                               7                   254
      Hollandsche Beton Groep N.V.                                                                 1                   249
      ING Groep NV                                                                                42                 1,518
      International Miller                                                                        19                   465
      Kon Ten Cate NV                                                                              3                   158
      Kondor Wessels Groep NV                                                                      6                   227
      Koninklijke Boskalis Westiminster N.V.                                                      50                 1,005
      Koninklijke Nedlloyd                                                                         7                   187
      Koninklijke Van Ommeren N.V.                                                                33                 1,504
      Koninklijke Volker Stevin N.V.                                                              15                 1,366
      NBM-Amstelland N.V.                                                                         31                   638
      Roto Smeets D Boerd                                                                         11                   455
      Twentsche Kabel Holding NV                                                                  11                   563
                                                                                                                  --------
                                                                                                                    11,852
                                                                                                                  --------
      New Zealand -- 0.5%
      Fletcher Challenge Paper                                                                   164                   477(B)
      Lion Nathon Limited                                                                        167                   400(B)
                                                                                                                  --------
                                                                                                                       877
                                                                                                                  --------
      Norway -- 2.1%
      Aker AS                                                                                      4                    81
      Den Norske Bank A/S                                                                        406                 1,536
      Hafslund ASA                                                                                11                    74
      Norsk Hydro AS                                                                              19                 1,028
      Nycomed ASA                                                                                 11                   166(B)
      Saga Petroleum AS                                                                           35                   585
                                                                                                                  --------
                                                                                                                     3,470
                                                                                                                  --------
      Philippines -- 0.9%
      Fortune Cement Corp.                                                                       246                   124(B)
      Philippine Long Distance Telephone Company                                                  24                 1,337
                                                                                                                  --------
                                                                                                                     1,461
                                                                                                                  --------
      Portugal -- 0.6%
      Portugal Telecom S.A.                                                                       37                 1,048(B)
                                                                                                                  --------
      Singapore -- 1.1%
      Goldtron Ltd.                                                                              240                   140
</TABLE>

                                                                              17


<PAGE>



Statements of Net Assets--Continued
Legg Mason Global Trust, Inc.

International Equity Trust--Continued

<TABLE>
<CAPTION>

                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Singapore -- Continued
      Jardine Strategic Holdings Ltd.                                                             84              $    304
      Singapore Airlines Ltd.                                                                     53                   481
      Wing Tai Holdings Ltd.                                                                     336                   961
                                                                                                                  --------
                                                                                                                     1,886
                                                                                                                  --------
      Spain -- 4.7%
      Autopistas del Mare Nostrum SA                                                               5                    85
      Banco Bilbao Vizcaya                                                                        25                 1,345
      Banco Central Hispanoamericano                                                              10                   249
      Banco Santander SA                                                                          13                   851
      Fuerzas Electricas de Cataluna, SA                                                          49                   480
      Gas y Electridad SA                                                                          9                   550
      Iberdrola S.A.                                                                             140                 1,979
      Sevillana de Electricidad SA                                                                27                   305
      Tabacalera SA                                                                                2                    65
      Union Electrica Fenosa SA                                                                  185                 1,995
                                                                                                                  --------
                                                                                                                     7,904
                                                                                                                  --------
      Sweden -- 1.1%
      Electrolux AB                                                                               24                 1,414
      Skane-Gripen AB                                                                             12                   517
                                                                                                                  --------
                                                                                                                     1,931
                                                                                                                  --------
      Switzerland -- 4.8%
      Alusuisse-Lonza Holding AG                                                                   2                 1,291
      CS Holding AG                                                                                9                   976
      Holderbank Financiere Glarus AG                                                           N.M.                   271
      Kuoni Reisen AG                                                                              1                 1,579
      Rieter Holdings Ltd.                                                                         1                   138
      Schweizerischer Bankverein                                                                   8                 1,578
      Schweizerische Rueckversicherungs-Gesellschaft                                               2                 1,772
      Swissair AG                                                                                  1                   461(B)
                                                                                                                  --------
                                                                                                                     8,066
                                                                                                                  --------
      Thailand -- 0.5%
      Bangkok Bank Company Ltd.                                                                   33                   320
      Charoen Pokphand Feedmill Public Company Limited                                            45                   163
      Siam Cement Public Company Limited                                                           3                    81
      TelecomAsia Corporation                                                                    106                   220(B)
                                                                                                                  --------
                                                                                                                       784
                                                                                                                  --------
      Turkey -- 0.3%
      Eregli Demir Ve Celik Fabrikalari T.A.S.                                                 2,906                   349
      Yapi Kredi Bank                                                                          6,601                   164
                                                                                                                  --------
                                                                                                                       513
                                                                                                                  --------
</TABLE>

18


<PAGE>

<TABLE>
<CAPTION>

                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      United Kingdom -- 12.8%
      Abbey National                                                                              45              $    586
      Anglian Water plc                                                                           84                   848
      Asda Group plc                                                                             353                   744
      Barclays PLC                                                                                39                   667
      Bass PLC                                                                                   131                 1,849
      British Aerospace PLC                                                                       72                 1,583
      Burton Group plc                                                                           575                 1,546
      Daily Mail and General Trust                                                                 5                   108
      General Electric                                                                            84                   548
      Ladbroke Group plc                                                                         263                 1,045
      Legal & General Group plc                                                                  115                   736
      Lloyds TSB Group plc                                                                       394                 2,914
      Lucas Varity plc                                                                            64                   244
      Marley PLC                                                                                 633                 1,361
      Misys plc                                                                                   18                   358
      Ocean Group plc                                                                             11                    88
      PowerGen plc                                                                                24                   237
      Prudential Corporation                                                                     101                   854
      Racal Electronic plc                                                                       106                   467
      RJB Mining                                                                                  39                   282
      Scottish & Newcastle PLC                                                                   130                 1,528
      Thames Water plc                                                                           177                 1,854
      United Utilities plc                                                                        16                   174
      W.H. Smith Group plc                                                                        98                   718
      Yorkshire Water PLC                                                                         18                   215
                                                                                                                  --------
                                                                                                                    21,554
                                                                                                                  --------
      Total Common Stocks and Equity Interests (Identified Cost-- $148,561)                                        161,197
- ---------------------------------------------------------------------------------------------------------------------------
Preferred Stocks-- 0.9%
      Brazil -- 0.4%
      Companhia de Tecidos Norte de Minas                                                         1,370                437
      Telecomunicacoes Brasileiras                                                                2,100                162
                                                                                                                  --------
                                                                                                                       599
                                                                                                                  --------
      Italy -- 0.5%
      Autostrade Concessioni E Construzioni
         Autostrade S.p.A.                                                                          237                466
      IFI (ISTIFFIN)                                                                                 32                359
                                                                                                                  --------
                                                                                                                       825
                                                                                                                  --------
      United Kingdom -- N.M.
      Wessex Water Plc                                                                               14                 12
                                                                                                                  --------
      Total Preferred Stocks  (Identified Cost-- $1,264)                                                             1,436
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

                                                                              19

<PAGE>


Statements of Net Assets--Continued
Legg Mason Global Trust, Inc.

International Equity Trust--Continued


<TABLE>
<CAPTION>


                                                                                              Shares/Par            Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
Repurchase Agreement  -- 4.4%
      Prudential Securities, Inc.
         7.15% dated 12/31/96, to be repurchased at $7,442
         on 1/2/97 (Collateral: $7,702 Federal Home Loan
         Mortgage Corporation Mortgage-backed securities,
         7% due 6/1/04, value $7,600) (Identified Cost-- $7,439)                               $  7,439           $  7,439
- ---------------------------------------------------------------------------------------------------------------------------
      Total Investments-- 101.3%  (Identified Cost-- $157,264)                                                     170,072
      Other Assets Less Liabilities-- (1.3%)                                                                        (2,146)
                                                                                                                  --------
      Net assets consisting of:
      Accumulated paid-in capital applicable to 13,888 shares outstanding                      $153,513
      Accumulated net investment loss                                                              (136)
      Undistributed net realized gain on investments and currency transactions                    1,758
      Unrealized appreciation of investments and foreign currency transactions                   12,791
                                                                                               --------
      Net assets-- 100.0%                                                                                         $167,926
                                                                                                                  --------
      Net asset value per share                                                                                     $12.09
                                                                                                                    ------

- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>


(A) Rule 144a Security -- a security  purchased  pursuant to Rule 144a under the
    Securities  Act of 1933 which may not be resold  subject to that rule except
    to qualified institutional investors.
(B) Non-income producing
N.M. Not meaningful
See notes to financial statements.

20


<PAGE>


Statements of Net Assets
Legg Mason Global Trust, Inc.
December 31, 1996
(Amounts in Thousands)

Emerging Markets Trust

<TABLE>
<CAPTION>

                                                                                              Shares/Par             Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
Common Stocks and Equity Interests -- 81.7%
      Argentina -- 3.3%
      Banco Frances del Rio de la Plata S.A.                                                      19               $   177
      Capex S.A.                                                                                  26                   213
      CIADEA S.A.                                                                                 36                   170(A)
      Siderca S.A.                                                                                82                   150
                                                                                                                   -------
                                                                                                                       710
                                                                                                                   -------
      Brazil -- 4.2%
      Brazil Realty S.A.                                                                          10                   190(A,B)
      Companhia Paulista de Forca e Luz                                                        1,800                   213(A)
      Companhia Siderurgica Nacional                                                           4,000                   112
      Telecomunicacoes Brasileiras S/A                                                         2,500                   179
      Telecomunicacoes Brasileiras S/A ADR                                                         3                   192
                                                                                                                   -------
                                                                                                                       886
                                                                                                                   -------
      Chile -- 2.2%
      Banco Bhif ADR                                                                               7                   116(A)
      Chilectra S.A. ADR                                                                           4                   186
      Sociedad Quimica Y Minera De Chile ADR                                                       3                   168
                                                                                                                   -------
                                                                                                                       470
                                                                                                                   -------
      China -- 5.0%
      The Guangshen Railway Company Limited                                                      276                   119(A)
      Huaneng Power International, Inc. ADR                                                        5                   112(A)
      Huaxin Cement Co. Ltd.                                                                     560                   157(A)
      Inner Mongolia Erdos Cashmere Products Co. Ltd.                                            298                   188
      Maanshan Iron and Steel Company                                                            394                    85
      Qingling Motors Company                                                                    604                   334
      Shanghai New Asia Group Co. Ltd.                                                           160                    70
                                                                                                                   -------
                                                                                                                     1,065
                                                                                                                   -------
      Croatia -- 1.4%
      Zagrebacka Banka GDR                                                                        15                   306(A,B)
                                                                                                                   -------

      Czech Republic -- 0.8%
      SPT Telekom a.s.                                                                             1                   171(A)
                                                                                                                   -------

      Egypt -- 2.8%
      Commercial International Bank Egypt GDR                                                     14                   190(A,B)
      Egypt Investment Company Ltd.                                                               15                   187(A,B)
      Suez Cement Company                                                                         14                   211(A,B)
                                                                                                                   -------
                                                                                                                       588
                                                                                                                   -------
</TABLE>

                                                                              21

<PAGE>


Statements of Net Assets--Continued
Legg Mason Global Trust, Inc.

Emerging Markets Trust--Continued




<TABLE>
<CAPTION>

                                                                                              Shares/Par             Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Greece -- 1.0%
      Alpha Credit Bank                                                                            1               $    75
      Intracom S.A.                                                                                3                    69
      National Bank of Greece S.A.                                                                 1                    70
                                                                                                                   -------
                                                                                                                       214
                                                                                                                   -------
      Hong Kong -- 6.1%
      Cheung Kong (Holdings) Ltd.                                                                 18                   160
      China Resources Enterprise Limited                                                         120                   270
      Citic Pacific Ltd.                                                                          22                   128
      Guangdong Investments                                                                      206                   198
      Guangdong Tannery                                                                           10                     3
      Hang Seng Bank Limited                                                                      10                   121
      New World Development Company Ltd.                                                          20                   135
      Shanghai Industrial Holdings Limited                                                        74                   270(A)
                                                                                                                   -------
                                                                                                                     1,285
                                                                                                                   -------
      Hungary -- 1.0%
      Richter Gedeon Rt GDR                                                                        4                   215
                                                                                                                   -------

      India -- 4.8%
      Crompton Greaves Ltd. GDR                                                                   24                    94(A,B)
      Hindalco Industries Ltd. GDR                                                                10                   245
      Larsen & Toubro Ltd. GDS                                                                    15                   206
      Steel Authority of India Ltd. GDR                                                           17                   158(A,B)
      Steel Authority of India Ltd. GDR                                                            3                    28(A,B)
      Tata Engineering & Locomotive Company Limited GDR                                           11                   112(A,B)
      Tata Engineering & Locomotive Company Limited GDR                                           15                   163
                                                                                                                   -------
                                                                                                                     1,006
                                                                                                                   -------
      Indonesia -- 3.1%
      PT Bank Internasional Indonesia                                                            196                   193
      PT Hanjaya Mandala Sampoerna                                                                27                   144
      PT Matahari Putra Prima                                                                    130                   151
      PT Telekomunikasi Indonesia                                                                100                   173(A)
                                                                                                                   -------
                                                                                                                       661
                                                                                                                   -------
      Israel -- 0.6%
      Zag Industries Ltd.                                                                          8                   132(A)
                                                                                                                   -------
      Malaysia -- 9.2%
      Arab Malaysian Corporation Berhad                                                           45                   224
      Berjaya Sports Toto Bhd                                                                     41                   205
      DCB Holdings Berhad                                                                         47                   161
      Kian Joo Can Factory Bhd                                                                    25                   139
      Malayan Banking BHD                                                                         20                   222
</TABLE>

22



<PAGE>


<TABLE>
<CAPTION>

                                                                                              Shares/Par             Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      Malaysia -- Continued
      Perusahaan Otomobil Nasional Bhd                                                            22               $   139
      Rashid Hussain Bhd                                                                          47                   311
      Rothmans of Pall Mall (Malaysia) Berhad                                                     15                   157
      Sime Darby Berhad                                                                           45                   177
      UMW Holdings Berhad                                                                         48                   224
                                                                                                                   -------
                                                                                                                     1,959
                                                                                                                   -------

      Mexico -- 10.2%
      ALFA, S.A. de C.V.                                                                          43                   198
      Apasco S.A. de CV                                                                           34                   233
      Carso Global Telecom                                                                        92                   219(A)
      Desc S.A. de C.V.                                                                           34                   186(A)
      Fomento Economico Mexicana, SA de C.V.                                                      70                   240
      Grupo Financiero Banamex Accival, SA de CV                                                  95                   201(A)
      Grupo Industrial Durango, S.A.                                                              34                   181(A)
      Grupo Industrial Maseca SA de CV                                                           185                   234
      Grupo Televisa S.A. GDR                                                                      7                   175(A)
      Tubos De Acero De Mexico SA ADR                                                             19                   302(A)
                                                                                                                   -------
                                                                                                                     2,169
                                                                                                                   -------
      Peru -- 0.6%
      Minsur S.A.                                                                                  9                    30
      Telefonica del Peru S.A. ADR                                                                 5                   100
                                                                                                                   -------
                                                                                                                       130
                                                                                                                   -------
      Philippines -- 4.1%
      Belle Corporation                                                                          531                   148(A)
      Manila Electric Company                                                                     20                   160
      Metropolitan Bank and Trust Company                                                          9                   215
      Philippine Long Distance Telephone Company                                                   3                   152
      SM Prime Holdings                                                                          240                    62
      Southeast Asia Cement Holdings, Inc.                                                     1,166                   135(A)
                                                                                                                   -------
                                                                                                                       872
                                                                                                                   -------
      Portugal -- 3.5%
      Cimpor Cimentos de Portugal S.A.                                                            15                   323
      Portugal Telecom SA                                                                          7                   185
      Telecel-Comunicacaoes Pessoais, SA                                                           4                   227(A)
                                                                                                                   -------
                                                                                                                       735
                                                                                                                   -------
      Russia -- 3.0%
      Lukoil Holding ADR                                                                           4                   202
      Tatneft ADR                                                                                  4                   192(A,B)
      Vimpel-Communications ADR                                                                   10                   235(A,B)
                                                                                                                   -------
                                                                                                                       629
                                                                                                                   -------
</TABLE>

                                                                              23


<PAGE>


Statements of Net Assets--Continued
Legg Mason Global Trust, Inc.

Emerging Markets Trust--Continued


<TABLE>
<CAPTION>


                                                                                              Shares/Par             Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
      South Africa -- 4.6%
      Anglo American Corporation of South Africa Limited                                           1               $    94
      Sasol Limited                                                                                6                    75
      Southern Africa Fund, Inc.                                                                  55                   798
                                                                                                                   -------
                                                                                                                       967
                                                                                                                   -------
      South Korea -- 3.3%
      Cho Hung Bank GDR                                                                            9                    69(A)
      Dong-Ah Construction Industrial Company EDR                                                  4                    40(A)
      Dong-Ah Construction Industrial Company EDR                                               N.M.                     3(A)
      Dong-Ah Construction Industrial Company EDR                                                  6                    67(A)
      Hana Bank GDR                                                                                5                    76(A)
      Korea Electric Power Corporation ADR                                                        11                   225
      Pohang Iron & Steel Company Ltd. ADR                                                         6                   126
      Yukong Ltd. GDR                                                                             15                    94
                                                                                                                   -------
                                                                                                                       700
                                                                                                                   -------
      Taiwan -- 1.7%
      Asia Cement Corporation GDR                                                                  3                    50
      President Enterprises GDR                                                                    9                   157(A,B)
      Yang Ming Marine Transport GDR                                                              13                   161(A,B)
                                                                                                                   -------
                                                                                                                       368
                                                                                                                   -------
      Thailand -- 2.1%
      Bangkok Bank Public Company Ltd.                                                            11                   104
      Phatra Thanakit Company, Ltd.                                                               18                    51
      PTT Exploration and Production Public Company Limited                                        6                    81
      Siam Makro Public Company Ltd.                                                              32                   133
      Thai Farmers Bank Public Company Limited                                                    13                    81
                                                                                                                   -------
                                                                                                                       450
                                                                                                                   -------
      Turkey -- 0.8%
      Sasa Sun I Ve Senetik Ejyaf                                                              2,660                   179(A)
                                                                                                                   -------


      Venezuela -- 1.1%
      Compania Anonima Nacional Telefonos de Venezuela ADR                                         8                   224(A)
                                                                                                                   -------

      Zimbabwe -- 1.2%
      Meikles Africa Limited                                                                     170                   243(A)
                                                                                                                   -------
      Total Common Stocks and Equity Interests  (Identified Cost-- $16,287)                                         17,334
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

24


<PAGE>


<TABLE>
<CAPTION>


                                                                                              Shares/Par             Value
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
Preferred Stocks -- 11.4%
      Brazil -- 10.4%
      Brasmotor S.A.                                                                             550               $   153
      Centrais Electricas Braseiras S/A                                                          750                   278
      Companhia de Tecidos Norte de Minas                                                        620                   198
      Companhia Energetica De Minas ADR                                                            6                   204
      Globex Utilidades S.A.                                                                      12                   191
      Industrias Klabin de Papel e Celulose S/A                                                  160                   148
      Petroleo Brasileiro S/A                                                                  1,640                   261
      Telecomunicacoes Brasileiras S/A ADR                                                     1,400                   108
      Telecomunicacoes de Minas Gerais                                                         1,680                   208
      Uniao de Bancos Brasileiros                                                              7,630                   249
      Usinas Siderurgicas de Minas Gerais S/A                                                195,000                   199
                                                                                                                   -------
                                                                                                                     2,197
                                                                                                                   -------
      Colombia -- 1.0%
      Banco Ganadero S.A. ADR                                                                     10                   215
                                                                                                                   -------
      Total Preferred Stocks  (Identified Cost-- $2,277)                                                             2,412
- ---------------------------------------------------------------------------------------------------------------------------
Convertible Bonds -- 0.7%
      Taiwan -- 0.7%
      Far Eastern Department Stores
        3%  7-06-01  (Identified Cost-- $148)                                                 $  140                   148
- ---------------------------------------------------------------------------------------------------------------------------
Repurchase Agreement -- 6.9%
      Prudential Securities, Inc.
         7.15% dated 12/31/96, to be repurchased at $1,464
         on 1/2/97 (Collateral: $1,486 Federal Home Loan
         Mortgage Corporation Mortgage-backed Securities,
         7.5% due 7/1/24, value $1,497)  (Identified Cost-- $1,464)                            1,464                 1,464
- ---------------------------------------------------------------------------------------------------------------------------
      Total Investments-- 100.7%  (Identified Cost-- $20,176)                                                       21,358
      Other Assets Less Liabilities-- (0.7)%                                                                          (152)
                                                                                                                   -------
      Net assets consisting of:
      Accumulated paid-in capital applicable to 2,018 shares outstanding                     $20,153
      Accumulated net investment loss                                                           (118)
      Accumulated net realized loss on investments and currency transactions                     (11)
      Unrealized appreciation of investments and foreign currency transactions                 1,182
                                                                                             -------
      Net assets-- 100.0%                                                                                          $21,206
                                                                                                                   -------
      Net asset value per share                                                                                     $10.51
                                                                                                                    ------

- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>


(A) Non-income producing
(B) Rule 144a Security -- a security purchased pursuant to Rule 144a under the
    Securities Act of 1933 which may not be resold subject to that rule except
    to qualified institutional investors.
N.M. Not meaningful
See notes to financial statements.

                                                                              25


<PAGE>



Statements of Operations
Legg Mason Global Trust, Inc.
(Amounts in Thousands)

<TABLE>
<CAPTION>


                                                                                          Year Ended 12/31/96
                                                                         --------------------------------------------------
                                                                                Global       International     Emerging
                                                                              Government        Equity          Markets
                                                                                 Trust           Trust          Trust(A)
- ---------------------------------------------------------------------------------------------------------------------------
<S><C>
Investment Income:
      Interest                                                                 $11,752          $  344         $   43
      Dividends                                                                     --           3,111            121
      Less: Foreign tax expense                                                     --            (392)           (10)
                                                                               -------         -------         ------
               Total income                                                     11,752           3,063            154
                                                                               -------         -------         ------


Expenses:
      Management fee                                                             1,150             934             84
      Distribution and service fees                                              1,150           1,245             84
      Custodian fee                                                                244             377             68
      Transfer agent and shareholder servicing expense                             104             138             13
      Audit and legal fees                                                          82              53             29
      Reports to shareholders                                                       46              57             11
      Registration fees                                                             36              48              8
      Organization expense                                                          26              14              7
      Other expenses                                                                10              23              1
      Directors' fees                                                                5               5              8
                                                                               -------         -------         ------
                                                                                 2,853           2,894            313
          Less fees waived                                                          --             (92)          (102)
                                                                               -------         -------         ------
          Total expenses, net of waivers                                         2,853           2,802            211
                                                                               -------         -------         ------

      Net Investment Income                                                      8,899             261            (57)
                                                                               -------         -------         ------

Net Realized and Unrealized Gain (Loss) on Investments:
      Realized gain (loss) on:
          Investments, options and futures                                       3,344           6,487             (4)
          Foreign currency transactions                                         (2,620)            226             (9)
                                                                               -------         -------         ------
                                                                                   724           6,713            (13)
                                                                               -------         -------         ------

      Change in unrealized appreciation of:
        Investments                                                              2,465          11,002          1,182
        Assets and liabilities denominated in foreign currencies                    (8)            (48)            --
                                                                               -------         -------         ------
                                                                                 2,457          10,954          1,182
                                                                               -------         -------         ------

      Net Realized and Unrealized Gain (Loss) on Investments                     3,181          17,667          1,169
- ---------------------------------------------------------------------------------------------------------------------------
      Change in Net Assets Resulting from Operations                           $12,080         $17,928         $1,112
                                                                               -------         -------         ------
</TABLE>


(A) For the period May 28 (Fund's inception)-December 31, 1996.

See notes to financial statements.

26


<PAGE>


Statements of Changes in Net Assets
Legg Mason Global Trust, Inc.
(Amounts in Thousands)

<TABLE>
<CAPTION>

                                                                    Global                  International            Emerging
                                                                  Government                   Equity                 Markets
                                                                     Trust                      Trust                  Trust
                                                         -------------------------------------------------------------------------
                                                              Year         Year         Year    Feb. 17, 1995(A)   May 28, 1996(A)
                                                              Ended        Ended        Ended         to                to
                                                            12/31/96     12/31/95     12/31/96   Dec. 31, 1995     Dec. 31, 1996
- ----------------------------------------------------------------------------------------------------------------------------------
<S><C>
Change in Net Assets:
      Net investment income                                $  8,899     $  8,551     $    261      $   158           $   (57)
      Net realized gain (loss)
        on investments, options, and futures
        and foreign currency transactions                       724       11,324        6,713          (89)              (13)
      Change in unrealized
        appreciation of investments
        and assets and liabilities
        denominated in foreign currency                       2,457        8,228       10,954        1,837             1,182
- ---------------------------------------------------------------------------------------------------------------------------------
      Change in net assets
         resulting from operations                           12,080       28,103       17,928        1,906             1,112
      Distributions to shareholders from:
        Net investment income                                (9,293)     (16,542)        (620)        (158)              (59)
        Net realized gain on investments                     (1,528)          --       (4,209)          --                --
        In excess of net realized gain on
          investments and currency transactions                  --           --           --         (434)               --
      Change in net assets
        from Fund share transactions                          6,336       (3,022)      88,880       64,632            20,152
- ---------------------------------------------------------------------------------------------------------------------------------
      Change in net assets                                    7,595        8,539      101,979       65,946            21,205

Net Assets:
      Beginning of period                                   153,954      145,415       65,947            1                 1
- ---------------------------------------------------------------------------------------------------------------------------------
      End of period                                        $161,549     $153,954     $167,926      $65,947           $21,206
- ---------------------------------------------------------------------------------------------------------------------------------
      Under/(over) distributions of
        net investment income                              $   (469)    $  1,167     $   (136)     $    --           $  (118)
- ---------------------------------------------------------------------------------------------------------------------------------
</TABLE>


(A) Commencement of operations

See notes to financial statements.

                                                                              27



<PAGE>

Financial Highlights
Legg Mason Global Trust, Inc.

           Contained below is per share operating  performance  data for a share
      of common stock outstanding,  total investment  return,  ratios to average
      net assets and other  supplemental data. This information has been derived
      from information provided in the financial statements.


<TABLE>
<CAPTION>

                                          Investment Operations                   Distributions From:
                                 ---------------------------------------  -----------------------------------
                                            Net Realized and
                                            Unrealized Gain
                                            (Loss) on Invest-                                      In Excess
                       Net Asset     Net     ments, Options     Total                     Net        of Net                Net Asset
                         Value,  Investment  and Futures and     From         Net      Realized     Realized                 Value
                       Beginning   Income   foreign currency  Investment  Investment   Gain on      Gain on       Total     End of
                       of Period   (Loss)     transactions    Operations    Income   Investments  Investments Distributions Period
- ------------------------------------------------------------------------------------------------------------------------------------
<S><C>
Global Government Trust
   Years Ended Dec. 31,
   1996                  $10.33    $0.59          $ 0.21       $ 0.80       $(0.62)     $(0.10)     $   --       $(0.72)    $10.41
   1995                    9.54     0.63(A)         1.32         1.95        (1.16)         --          --        (1.16)     10.33
   1994                   10.27     0.57(A)        (0.71)       (0.14)       (0.59)         --          --        (0.59)      9.54
   April 15, 1993(B)-
    Dec. 31, 1993         10.00     0.36(A)         0.31         0.67        (0.36)      (0.04)         --        (0.40)     10.27

International Equity Trust
   Year Ended Dec. 31,
    1996(E)              $10.70    $0.02(F)       $ 1.74       $ 1.76       $(0.05)     $(0.32)     $   --       $(0.37)    $12.09
   Feb. 17, 1995(B)-
    Dec. 31, 1995         10.00     0.04(F)         0.77         0.81        (0.04)         --       (0.07)       (0.11)     10.70

Emerging Markets Trust
  May 28, 1996(B)-
   Dec. 31, 1996(E)      $10.00   $(0.03)(G)      $ 0.57       $ 0.54       $(0.03)     $   --      $   --       $(0.03)    $10.51

</TABLE>



<TABLE>
<CAPTION>


                                                 Ratios/Supplemental Data
                            ----------------------------------------------------------------------
                                                              Net
                                                           Investment                 Net Assets
                                           Expenses      Income (Loss)   Portfolio      End of
                               Total      to Average      to Average      Turnover      Period
                               Return     Net Assets      Net Assets        Rate    (in thousands)
                            ----------------------------------------------------------------------
<S><C>
Global Government Trust
   Years Ended Dec. 31,
   1996                        8.22%         1.86%          5.80%            172%       $161,549
   1995                       20.80%         1.81%(A)       5.72%(A)         169%        153,954
   1994                      (1.40)%         1.34%(A)       5.71%(A)         127%        145,415
   April 15, 1993(B)-
    Dec. 31, 1993              6.76%(C)      0.27%(A,D)     5.41%(A,D)       128%(D)     161,072

International Equity Trust
   Year Ended Dec. 31,
    1996(E)                   16.49%         2.25%(F)       0.21%(F)          83%       $167,926
   Feb. 17, 1995(B)-
    Dec. 31, 1995              8.11%(C)      2.25%(D,F)     0.52%(D,F)        58%(D)      65,947

Emerging Markets Trust
  May 28, 1996(B)-
   Dec. 31, 1996(E)            5.40%(C)      2.50%(D,G)    (.68)%(D,G)        46%(D)    $ 21,206
</TABLE>


(A) Net of fees waived and reimbursements made by the manager for expenses in
    excess of voluntary expense limitations of 0.2% until  September  30, 1993;
    0.35% until  December 31, 1993;  0.5% until January 31, 1994; 0.7% until
    February 28, 1994; 0.9% until March 31, 1994; 1.1% until April 30, 1994;
    1.3% until May 31, 1994; 1.5% until June 30, 1994; 1.7% until July 31, 1994;
    and 1.9% indefinitely.
(B) Commencement of operations.
(C) Not annualized
(D) Annualized
(E) Pursuant  to  SEC regulations  adopted for fiscal years  beginning  after
    September  1,  1995,  the  average  commission  rate  paid  on  securities
    purchased   and  sold  during  the  year  ended   December  31,  1996  for
    International  Equity  Trust and  Emerging  Markets  Trust were $.0083 and
    $.0061, respectively.
(F) Net of fees waived and/or  expenses  reimbursed  pursuant to a voluntary
    expense  limitation  of  2.25%.
(G) Net  of  fees  waived  and/or  expenses reimbursed pursuant to voluntary
    expenses limitation of 2.50%.

See notes to financial statements.


28



<PAGE>

Notes to Financial Statements
Legg Mason Global Trust, Inc.
(Amounts in Thousands)
- --------------------------------------------------------------------------------

1. Significant Accounting Policies:
           The Legg Mason Global Trust, Inc. ("Trust"), consisting of the Global
      Government Trust ("Global  Government"),  the  International  Equity Trust
      ("International  Equity"),  and  the  Emerging  Markets  Trust  ("Emerging
      Markets") (each separately referred to as a "Fund" and collectively as the
      "Funds"),  is  registered  under the  Investment  Company Act of 1940,  as
      amended, as an open-end, diversified investment company.

      Security Valuation
           Each Fund's  securities are valued on the basis of market  quotations
      or,  lacking  such  quotations,  at fair  value as  determined  under  the
      guidance of the Board of Directors. Securities for which market quotations
      are readily  available  are valued at the last sale price of the day for a
      comparable  position,  or,  in the  absence  of any such  sales,  the last
      available bid price for a comparable position.  Where a security is traded
      on more than one market, which may include foreign markets, the securities
      are generally valued on the market considered by each Fund's adviser to be
      the primary  market.  Each Fund will value its foreign  securities in U.S.
      dollars on the basis of the then-prevailing exchange rates.
           Most securities held by Global  Government are valued on the basis of
      valuations  furnished  by  an  independent  service  which  utilizes  both
      dealer-supplied valuations and electronic data processing techniques which
      take into account appropriate factors such as  institutional-size  trading
      in similar groups of securities,  yield,  quality,  coupon rate, maturity,
      type of issue,  trading  characteristics  and other data.  Securities with
      remaining maturities of 60 days or less are valued at amortized cost.

      Currency Transactions
           The books and records of the Funds 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 closing daily rate of exchange, and
           (ii) purchases and sales of investment  securities,  interest income
                and expenses at the rate of exchange prevailing on the
                respective date of such transactions.
           The  effect of  changes in foreign  exchange  rates on  realized  and
      unrealized  security  gains or losses are reflected as a component of such
      gains or losses.

      Investment Income and Dividends to Shareholders
           Income and expenses are recorded on the accrual  basis.  Bond premium
      is amortized using the  yield-to-maturity  method for financial  reporting
      and tax  purposes.  Bond  discount,  other  than  original  issue,  is not
      amortized.  Dividends  from net  investment  income are  declared and paid
      monthly for Global  Government;  and are  declared  and paid  annually for
      International Equity and Emerging Markets.  Dividends payable are recorded
      on the dividend  ex-date.  At December 31, 1996,  dividends payable of $38
      were accrued for Global Government.

      Investment Transactions
           Security  transactions are recorded on the trade date. Realized gains
      and losses from security  transactions  are reported on an identified cost
      basis for both  financial  reporting and federal  income tax purposes.  At
      December 31, 1996,  receivables  for securities sold and not yet delivered
      and payables for securities purchased and not yet received for each of the
      Funds were as follows:

                                                        Payable for
                                     Receivable for      Securities
                                     Securities Sold     Purchased
- ----------------------------------------------------------------------
Global Government                        $   --         $   --
International Equity                      1,091          4,520
Emerging Markets                             --            506



                                                                              29


<PAGE>




Notes to Financial Statements--Continued
Legg Mason Global Trust, Inc.
(Amounts in Thousands)
- --------------------------------------------------------------------------------

      Deferred Organizational Expense
           Deferred organizational  expenses of $128 for Global Government,  $71
      for International Equity, and $73 for Emerging Markets are being amortized
      on a  straight-line  basis  over  5  years  beginning  on  the  date  each
      respective fund began operations.

      Federal Income Taxes
           No provision  for federal  income or excise  taxes is required  since
      Global Government and International Equity intend to continue and Emerging
      Markets  intends  to  qualify  as  regulated   investment   companies  and
      distribute all of their taxable income to their shareholders.

      Use of Estimates
           The  preparation  of the  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.

2. Financial Instruments:
           As part of its  investment  program,  each Fund may  utilize  forward
      currency  exchange  contracts and  repurchase  agreements.  The nature and
      risks of these  financial  instruments  and the reasons for using them are
      set forth more fully in the Trust's Prospectus and Statement of Additional
      Information.

      Emerging Markets
           Each Fund has investments in securities denominated in the currencies
      of emerging market countries, as well as in securities issued by companies
      located  in  emerging  market   countries  and,  with  respect  to  Global
      Government,  by governments of emerging market countries.  Future economic
      or political  developments  could adversely affect the liquidity or value,
      or both, of such securities.

      Options and Futures
           Upon the  purchase  of a put option or a call  option by a Fund,  the
      premium  paid  is  recorded  as an  investment,  the  value  of  which  is
      marked-to-market  daily.  When a purchased  option expires,  the Fund will
      realize a loss in the amount of the cost of the option. When a Fund enters
      into a closing  sale  transaction,  the Fund  will  realize a gain or loss
      depending on whether the sales proceeds from the closing sale  transaction
      are greater or less than the cost of the option.  When a Fund  exercises a
      put option, it will realize a gain or loss from the sale of the underlying
      security and the proceeds  from such sale will be decreased by the premium
      originally  paid.  When a Fund  exercises a call  option,  the cost of the
      security  which the Fund  purchases upon exercise will be increased by the
      premium originally paid.
           When a Fund writes a call option or a put option,  an amount equal to
      the premium received by the Fund is recorded as a liability,  the value of
      which is marked-to-market  daily. When a written option expires,  the Fund
      realizes a gain equal to the amount of the premium  received.  When a Fund
      enters into a closing purchase  transaction,  the Fund realizes a gain (or
      loss if the cost of the closing purchase  transaction  exceeds the premium
      received when the option was sold) without regard to any  unrealized  gain
      or loss on the  underlying  security,  and the  liability  related to such
      option is  eliminated.  When a written call option is exercised,  the Fund
      realizes a gain or loss from the sale of the  underlying  security and the
      proceeds from such sale are increased by the premium originally  received.
      When a  written  put  option  is  exercised,  the  amount  of the  premium
      originally  received  will reduce the cost of the  security  that the Fund
      purchased upon exercise.
           Upon entering into a futures contract,  a Fund is required to deposit
      with the broker an amount of cash or cash  equivalents  equal to a certain
      percentage of the contract amount.  This is known as the "initial margin."
      Subsequent payments  ("variation margin") are made or received by the Fund
      each day, depending on the daily fluctuation of the value of the contract.
      The daily changes in contract  value are recorded as  unrealized  gains or
      losses and the Fund  recognizes a realized  gain or loss when the contract
      is closed.  Futures  contracts  are valued daily at the  settlement  price
      established by the board of trade or exchange on which they are traded.


30



<PAGE>



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

2. Financial Instruments--Continued

      Repurchase Agreements
           All  repurchase  agreements are fully  collateralized  by obligations
      issued by the U.S.  government  or its agencies and such  collateral is in
      the  possession  of the  Funds'  custodian.  The value of such  collateral
      includes accrued interest. Risks arise from the possible delay in recovery
      or  potential  loss of rights in the  collateral  should the issuer of the
      repurchase agreement fail financially.
           The Funds'  investment  adviser  acting under the  supervision of the
      Board  of  Directors,   reviews  the  value  of  the  collateral  and  the
      creditworthiness  of those  banks and  dealers  with which the Funds enter
      into repurchase agreements to evaluate potential risks.

      Forward Currency Exchange Contracts
           Forward foreign currency contracts are  marked-to-market  daily using
      foreign  currency  exchange  rates  supplied  by  an  independent  pricing
      service.  The change in a contract's market value is recorded by a Fund as
      an  unrealized  gain or loss.  When the  contract is closed or delivery is
      taken,  the Fund records a realized  gain or loss equal to the  difference
      between the value of the  contract at the time it was opened and the value
      at the time it was closed.
           The use of forward  foreign  currency  contracts  does not  eliminate
      fluctuations  in the underlying  prices of the Fund's  securities,  but it
      does  establish  a rate of  exchange  that can be  achieved in the future.
      These forward foreign currency  contracts involve market risk in excess of
      amounts  reflected in the Financial  Statements.  Although forward foreign
      currency contracts used for hedging purposes limit the risk of loss due to
      a  decline  in the  value of the  hedged  currency,  they  also  limit any
      potential  gain  that  might  result  should  the  value  of the  currency
      increase.  In  addition,  the  Funds  could  be  exposed  to  risks if the
      counterparties  to the  contracts  are  unable  to meet the terms of their
      contracts.  Each Fund's adviser will enter into forward  foreign  currency
      contracts  only with parties  approved by the Board of  Directors  because
      there is a risk of loss to the Funds if the counterparties do not complete
      the transaction.

           At December 31, 1996, open forward currency exchange contracts were
as follows:


Global Government:

                          Contract to
    Settlement  ------------------------------   Unrealized
       Date            Receive         Deliver   Gain/(Loss)
- ----------------------------------------------------------------
      2/28/97   USD      6,476   AUD    8,000     $ 122
      2/28/97   DEM     13,002   DKK   50,000       (32)
      2/28/97   DEM      9,116   USD    6,000       (53)
      2/28/97   DEM      4,784   GBP    1,850       (44)
      2/28/97   GBP      1,866   JPY  350,000       145
      2/28/97   JPY  2,700,000   DEM   36,835      (520)
      2/28/97   NZD      6,386   JPY  500,000       144
      2/28/97   AUD      4,000   USD    3,214       (37)
      2/28/97   USD      3,192   AUD    4,000        15
      2/28/97   JPY    500,000   NZD    6,294       (80)
                                                  -----
                                                  $(340)
                                                  -----

International Equity:

                          Contract to
    Settlement  ------------------------------   Unrealized
       Date            Receive         Deliver   Gain/(Loss)
- ----------------------------------------------------------------
      02/06/97  USD    1,477     CHF   1,862      $  81
                CHF    1,862     USD   1,499       (102)
      02/20/97  USD    1,550     CHF   1,956         81
                CHF    1,956     USD   1,527        (58)
      03/05/97  USD    1,576     CHF   2,075         15
                CHF    2,075     USD   1,606        (46)
                                                  -----
                                                  $ (29)
                                                  -----

           As of December  31, 1996,  Emerging  Markets had not entered into any
forward currency contracts.

                                                                              31



<PAGE>

Notes to Financial Statements--Continued
Legg Mason Global Trust, Inc.
(Amounts in Thousands)
- --------------------------------------------------------------------------------

3. Options and Futures:
           As part of its  investment  program,  Global  Government  may utilize
      options  and  futures.  The risk  associated  with  purchasing  options is
      limited to the premium originally paid. Options written by a Fund involve,
      to varying  degrees,  risk of loss in excess of the option value reflected
      in the Statements of Net Assets. The risk in writing a covered call option
      is that a Fund may forego the  opportunity  for profit if the market price
      of the underlying security increases and the option is exercised. The risk
      in  writing  a covered  put  option is that a Fund may incur a loss if the
      market  price of the  underlying  security  decreases  and the  option  is
      exercised. In addition,  there is the risk a Fund may not be able to enter
      into a closing transaction because of an illiquid secondary market or, for
      over-the-counter  options,  because  of the  counterparty's  inability  to
      perform.  Call and put options  written by Global  Government  and related
      premiums received during the year were as follows:

                                 Calls                  Puts
- ----------------------------------------------------------------------
                           Actual                 Actual
                          Contracts   Premiums   Contracts   Premiums
- ----------------------------------------------------------------------
      Options outstanding
        December 31, 1995    --         $--         --         $ --
      Options written        --          --        200           84
      Options closed         --          --       (200)         (84)
- ----------------------------------------------------------------------
      Options outstanding
        December 31, 1996    --          --         --           --
- ----------------------------------------------------------------------

           The Funds enter into futures contracts as a hedge against anticipated
      changes in interest rates.  There are several risks in connection with the
      use of futures contracts as a hedging device.  Futures contracts  involve,
      to varying  degrees,  risk of loss in excess of amounts  reflected  in the
      financial  statements.  The  change  in the  value  of  futures  contracts
      primarily  corresponds  with the  value of their  underlying  instruments,
      which  may not  correlate  with the  change  in the  value  of the  hedged
      instruments. In addition, there is the risk that a Fund may not be able to
      enter into a closing transaction because of an illiquid secondary market.
           There were no open long or short  futures  contracts  at December 31,
1996.

4. Investment Transactions:
           Investment  transactions  for  the  year  ended  December  31,  1996,
(excluding short-term securities) were as follows:

                                                    Proceeds
                                  Purchases        from Sales
- -------------------------------------------------------------
      Global Government          $253,039          $249,526
      International Equity        185,023            98,944
      Emerging Markets             22,445             3,608

           At  December  31, 1996 the cost of  securities  and  aggregate  gross
      unrealized  appreciation  and depreciation for each Fund based on the cost
      of securities for federal income tax purposes was as follows:


                              Cost     Appreciation    (Depreciation)
- ---------------------------------------------------------------------
      Global Government     $151,031     $ 7,061          $(1,459)
      International Equity   157,650      20,032           (7,610)
      Emerging Markets        20,339       2,358           (1,339)

           Emerging  Markets  Trust has unused  capital loss  carryforwards  for
      federal income tax purposes of $11 which expire in December 2004.

32



<PAGE>


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

5. Transactions with Affiliates:
           Each Fund has a management  agreement  with Legg Mason Fund  Adviser,
      Inc.  ("Manager"),  a  corporate  affiliate  of Legg  Mason  Wood  Walker,
      Incorporated  ("Legg Mason"),  a member of the New York Stock Exchange and
      the distributor for each Fund. Under this agreement,  the Manager provides
      each Fund with management and administrative  services for which each Fund
      pays a fee at  annual  rates  based on its  average  daily  net  assets as
      follows:  Global Government and International  Equity, 0.75%; and Emerging
      Markets, 1.00%.
           The agreement with the Manager  provides that expense  reimbursements
      be made to each Fund for expenses (exclusive of taxes, interest, brokerage
      and  extraordinary  expenses)  which in any  month  are in  excess  of the
      following:  1.90% of average net assets for Global  Government;  2.25% for
      International  Equity and 2.50% for  Emerging  Markets.  Fees in excess of
      these limits will be waived indefinitely for Global Government and through
      May 1, 1997 for International  Equity and Emerging  Markets.  For the year
      ended December 31, 1996  management fees of $92 for  International  Equity
      and $84 for Emerging  Markets were waived.  No fees were waived for Global
      Government.  At  December  31, 1996  amounts  due to the  Manager  were as
      follows: Global Government, $102 and International Equity, $96.
           Western  Asset  Management  Company   ("Adviser"),   a  wholly  owned
      subsidiary of Legg Mason,  Inc.,  and an affiliate of the Manager and Legg
      Mason,  serves as investment adviser to Global Government.  The Adviser is
      responsible for the actual investment  activity of the Fund, for which the
      Manager  pays a fee at an annual rate equal to 531/3% of the fee  received
      by the Manager.
           Batterymarch Financial Management,  Inc.  ("Batterymarch"),  a wholly
      owned subsidiary of Legg Mason,  Inc., and an affiliate of the Manager and
      Legg Mason,  serves as the adviser to  International  Equity and  Emerging
      Markets. Batterymarch is responsible for the actual investment activity of
      these Funds.  The Manager pays  Batterymarch  a fee for its services at an
      annual  rate  equal  to 66% of  the  fee  received  by  the  Manager  from
      International Equity and 75% of the fee received from Emerging Markets.
           Legg  Mason,  as  distributor  of  each  Fund,   receives  an  annual
      distribution   fee  of  0.50%  for   Global   Government   and  0.75%  for
      International  Equity and Emerging  Markets,  and an annual service fee of
      0.25% of each  Fund's  average  daily  net  assets,  calculated  daily and
      payable monthly.  At December 31, 1996,  distribution and service fees due
      to the distributor were as follows:Global Government,  $102, International
      Equity, $136 and Emerging Markets, $66. Distribution and service fees of
      $17 were waived for Emerging Markets.
           Legg Mason also has an agreement  with the Funds'  transfer  agent to
      assist with  certain of its duties.  For this  assistance,  Legg Mason was
      paid the  following  amounts  by the  transfer  agent  for the year  ended
      December  31,  1996:  $31 for  Global  Government;  $43 for  International
      Equity; and $4 for Emerging Markets.

6. Line of Credit:
           In November  1995,  the Funds,  along with  certain  other Legg Mason
      Funds,  entered into a $75 million line of credit ("Credit  Agreement") to
      be utilized as an emergency source of cash in the event of  unanticipated,
      large  redemption  requests  by  shareholders.   Pursuant  to  the  Credit
      Agreement,  each  participating  Fund is  liable  only for  principal  and
      interest  payments  related to  borrowings  made by that Fund.  Borrowings
      under the line of credit bear interest at prevailing  short-term  interest
      rates.  For the year ended  December 31, 1996, the Funds had no borrowings
      under the line of credit.

7. Fund Share Transactions:
           At December 31, 1996, there were 1,000,000 shares authorized at $.001
      par value for all portfolios of the Trust.
      Share transactions were as follows:


<TABLE>
<CAPTION>

                                                                        Reinvestment
                                                        Sold          of Distributions      Repurchased              Net Change
                                                 -----------------    ----------------   -----------------        ----------------
                                                 Shares     Amount    Shares   Amount    Shares     Amount        Shares    Amount
- ----------------------------------------------------------------------------------------------------------------------------------
<S><C>
   Global Government
     Year Ended December 31, 1996                 3,220     $ 33,097      936  $ 9,577   (3,551)   $(36,338)        605   $ 6,336
     Year Ended December 31, 1995                 2,328       24,311    1,395   14,427   (4,059)    (41,760)       (336)   (3,022)

   International Equity
     Year Ended December 31, 1996                 8,861      102,294      404    4,782   (1,540)    (18,196)      7,725    88,880
     Feb. 17, 1995(dagger) to Dec. 31, 1995       6,453       67,708       55      587     (345)     (3,663)      6,163    64,632

   Emerging Markets
     May 28, 1996(dagger) through Dec. 31, 1996   2,092       20,888        5       59      (79)       (793)      2,018    20,154
</TABLE>



(dagger) Commencement of operations.

                                                                              33




<PAGE>

Report of Independent Accountants


To the Shareholders and Directors of Legg Mason Global Trust, Inc.:

   We have audited the  accompanying  statements of net assets of the Legg Mason
Global Government Trust,  International  Equity Trust and Emerging Markets Trust
("the Funds") as of December 31, 1996, and the related statements of operations,
the statements of changes in net assets and the financial highlights for each of
the  periods  indicated  therein.   These  financial  statements  and  financial
highlights are the responsibility of the Funds'  management.  Our responsibility
is to express an opinion on these financial  statements and financial highlights
based on our audits.

   We  conducted  our audits in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
December 31,1996 by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

   In our opinion, the financial statements and financial highlights referred to
above present fairly, in all material  respects,  the financial  position of the
Legg Mason  Global  Government  Trust,  International  Equity Trust and Emerging
Markets  Trust as of December  31,  1996,  and the results of their  operations,
their  changes  in net  assets and their  financial  highlights  for each of the
periods therein, in conformity with generally accepted accounting principles.



                                                        COOPERS & LYBRAND L.L.P.


Baltimore, Maryland
February 5, 1997

34


<PAGE>

                           Legg Mason Family of Funds

Equity Funds

Legg Mason Balanced Trust
Growth  and  Income--An   equity  mutual  fund  which  seeks  long-term  capital
appreciation  and  current  income  in  order to  achieve  an  attractive  total
investment return consistent with reasonable risk.

Legg Mason Total Return Trust
Growth and Income--An  equity mutual fund with investment  objectives of capital
appreciation  and current income.

Legg Mason American Leading Companies Trust
Growth--A large capitalization  equity mutual fund which seeks long-term capital
appreciation and current income consistent with prudent investment management.

Legg Mason Value Trust
Growth--An  equity mutual fund which seeks long-term growth of capital using the
"Value Approach" to investing.

Legg Mason Special Investment Trust
Aggressive Growth--An equity mutual fund which seeks capital appreciation.
It  invests  principally  in  securities  of  companies  that  are  involved  in
restructurings  or other  special  situations,  or are out of favor with, or not
closely followed by the market.

Global Funds

Legg Mason Emerging Markets Trust
Aggressive  Growth--A  mutual  fund  which is  designed  for  investors  seeking
long-term growth possibilities available in emerging markets.(dagger)

Legg Mason International Equity Trust
Aggressive  Growth--A  diversified,  professionally  managed  portfolio  seeking
maximum  long-term  total  return by  investing  primarily  in common  stocks of
companies located outside the United States.(dagger)

Legg Mason Global Government Trust
Growth and Income--A global bond fund which seeks to provide a competitive total
return  by  investing  primarily  in a global  portfolio  of high  quality  debt
securities   of   U.S.   and   foreign    governments,    their   agencies   and
instrumentalities, denominated in various currencies.(dagger)

Taxable Bond Funds

Legg Mason U.S. Government Intermediate-Term Portfolio
Conservative  Income--A  mutual fund which seeks to achieve high current  income
consistent with prudent investment risk and liquidity needs.

Legg Mason Investment Grade Income Portfolio
Income--A  mutual  fund which  seeks to provide  investors  with a high level of
current income through a diversified portfolio of debt instruments.

Legg Mason High Yield Portfolio
Growth and Income--A fund which seeks to provide high current  income,  and as a
secondary objective, seeks capital appreciation. Under normal circumstances, the
Fund will  invest a  majority  of its total  assets in high yield  fixed  income
securities  commonly  known as "junk"  bonds.  The Fund may  invest up to 25% of
total  assets in foreign  securities.

Tax-Free Bond Funds

Legg Mason Tax-Free Intermediate-Term Income Trust
Tax-Free Income--A fund which seeks a high level of current  income  exempt from
federal  income tax  consistent  with  prudent investment risk.(double dagger)

Legg Mason Maryland Tax-Free Income Trust
Tax-Free Income--A fund whose objective is a high level of current income exempt
from federal, Maryland state, and local income taxes.(double dagger)

Legg Mason Pennsylvania Tax-Free Income Trust
Tax-Free  Income--A  fund which seeks a high level of current income exempt from
federal income tax and Pennsylvania personal income tax.(double dagger)

Money Market Funds

Legg Mason U.S. Government Money Market Portfolio
A professionally  managed  portfolio seeking high current income consistent with
liquidity  and  conservation  of  principal.*

Legg Mason Cash Reserve Trust
A diversified  management investment company investing in money market
instruments to achieve  stability of principal and current income  consistent
with stability of  principal.*

Legg Mason Tax Exempt Trust
A money  market  fund  seeking to produce high current income exempt from
federal income tax, to preserve capital and to maintain liquidity.*

       (dagger) Investment in foreign securities involves increased risks, such
                as currency rate fluctuations, foreign taxation and political
                changes.

(double dagger) Income produced from the tax-free funds may be subject to state
                and local taxes. Long-term capital gain distributions generally
                are taxable. A portion of each Fund's dividends may be subject
                to the federal alternative minimum tax.

              * An investment in any of these Funds is neither insured nor
                guaranteed by the U.S. Government and there can be no guarantee
                that these Funds will maintain a stable $1 share price.

For a prospectus  containing more complete  information,  including  charges and
expenses on any of the Legg Mason  funds,  call  1-800-577-8589.  Please read it
carefully before investing or sending money.

                                                                              35


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