LEHMAN BROTHERS FUNDS INC
N-30B-2, 1994-09-23
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<PAGE>
                          Lehman Brothers Funds, Inc.
                                  -----------
                                  DAILY INCOME
                                      FUND
                                ---------------
                                MUNICIPAL INCOME
                                      FUND
                                ---------------
                                SELECTED GROWTH
                                STOCK PORTFOLIO
                                ---------------
 
                              -------------------
 
                                     ANNUAL
                                     REPORT
                                 July 31, 1994
 
                             ---------------------
 
                                LEHMAN BROTHERS
<PAGE>
                          Lehman Brothers Funds, Inc.
 
<TABLE>
<CAPTION>
                 PAGE
                   ----
<S>              <C>
Shareholder Letter........    1
Daily Income Fund:
  Portfolio of Investments............  5
Municipal Income Fund:
  Portfolio of Investments.............  9
Selected Growth Stock Portfolio:
  Portfolio of Investments.............  22
Statements of Assets and Liabilities............................  26
Statements of Operations.............................28
Statements of Changes in Net Assets............................    29
Financial Highlights:
  Daily Income Fund...................30
  Municipal Income Fund:
  Select Shares..................    31
    CDSC Shares..................    32
  Selected Growth Stock Portfolio.......................    33
Notes to Financial Statements........34
Report of Ernst & Young LLP, Independent Auditors.........................    
44
</TABLE>
 
                                 --------------
 
THIS REPORT IS FOR THE GENERAL INFORMATION OF THE SHAREHOLDERS OF THE
DAILY INCOME FUND, THE MUNICIPAL INCOME FUND AND THE SELECTED GROWTH STOCK
PORTFOLIO. ITS USE IN CONNECTION WITH ANY OFFERING OF THE FUNDS' SHARES IS
AUTHORIZED ONLY IF ACCOMPANIED OR PRECEDED BY THE FUNDS' CURRENT PROSPECTUS.
<PAGE>
DEAR SHAREHOLDER:
 
    It  is  with pleasure  that  we present  the  Annual Report  for  the 
Lehman
Brothers Funds,  Inc.  (the "Company")  for  the  period ended  July  31,  
1994.
Currently,   the  Company  includes  the  following  three  separate  
investment
portfolios:
 
/ / Daily Income Fund
                     / / Municipal Income Fund
                     / / Selected Growth Stock Portfolio
 
DAILY INCOME FUND
 
    INVESTMENT OBJECTIVE:  Daily  Income Fund is  designed to provide  
investors
with  as  high a  level of  current income  as is  consistent with  stability 
of
principal. The Fund invests in a portfolio  consisting of a broad range of  
U.S.
dollar-denominated  short-term instruments,  including U.S.  government and 
U.S.
and foreign bank and commercial  obligations and repurchase agreements  
relating
to such obligations.
 
    PERFORMANCE:   The  Fund's 7-day  and 30-day  yields on  July 31,  1994 
were
3.76%, and 3.69%, respectively.
 
MUNICIPAL INCOME FUND
 
    INVESTMENT  OBJECTIVE:    Municipal  Income  Fund  is  designed  to  
provide
investors  with as high a level of current income exempt from federal income 
tax
as is consistent with stability of principal. The Fund invests substantially 
all
of its assets  in short-term tax-exempt  obligations issued by  state and  
local
governments and tax-exempt derivative securities.
 
    PERFORMANCE:   The  Fund's 7-day  and 30-day  yields on  July 31,  1994 
were
2.47%, and 2.15%, respectively.
 
SELECTED GROWTH STOCK PORTFOLIO
 
    INVESTMENT OBJECTIVE:    Selected  Growth Stock  Portfolio  is  designed  
to
provide  investors  with  long-term capital  appreciation.  Under  normal 
market
conditions, the Fund  invests primarily  in equity securities  which the  
Fund's
investment  adviser  believes to  have the  potential for  above-average 
capital
appreciation. Typically, the Fund's  holdings will consist  of shares of  
small-
and medium-sized companies.
 
    PERFORMANCE:   From its inception on May  20, 1994 through July 31, 1994 
the
Fund's total return was  -2.70% compared with +0.74%  for the Standard &  
Poor's
500  Composite  Stock  Price  Index,  and  -1.70%  for  the  Russell  2000 
Small
Capitalization Index.
 
THE ECONOMY
 
    FIXED-INCOME MARKETS:   1994  began amidst  indications of  strong  
economic
growth  and attendant concerns  over rising inflation. In  an effort to 
moderate
the growth rate and dampen inflationary fears, the Federal Reserve Board 
("Fed")
tightened monetary policy on February 4  by targeting the federal funds rate  
at
 
                                                                               
1
<PAGE>
3.25%,  an increase of 25  basis points. The Fed  has tightened four times 
since
then, reversing the trend of five years of declining interest rates.  
Currently,
the Fed Funds and discount rates are 4.75% and 4.00%, respectively.
 
    The  speed and  magnitude of this  upward interest rate  movement has 
caused
investors to alter strategies and corporate  issuers to scale back new  
issuance
activity.  Due to  higher rates, the  economic growth rate  has since 
moderated,
partially due to higher rates, and inflation seems to be manageable at about  
3%
annually.  Nevertheless, investors  continue to  monitor economic  releases 
very
closely for  signs  of re-emerging  inflation  pressures in  order  to  
position
themselves  defensively if, and  when, further Fed  tightening occurs. Long-
term
interest rates, which have  moved over 150  basis points higher  in the past  
12
months, are expected to remain near current levels.
 
    Throughout  this  very difficult  operating  period, DAILY  INCOME  FUND 
and
MUNICIPAL INCOME FUND took defensive postures by steadily reducing their 
average
maturities in the face of falling prices.  It is notable that during the  
period
there was some publicity centering around the fact that a few money market 
funds
experienced  market losses on  certain higher risk  derivative structures. It 
is
important to mention that neither the Daily Income Fund nor the Municipal 
Income
Fund has  owned the  higher risk  structures that  the Securities  and  
Exchange
Commission  has subsequently identified  as "inappropriate" for  money fund 
use.
Both the overall credit quality of the  money market Funds and the liquidity  
of
the Funds' assets remain very high.
 
    EQUITY MARKETS:  The changes in interest rates resulted in turbulence in 
the
equity  markets, with all major indices declining meaningfully through the 
first
half of 1994. By mid-summer, this turbulence was replaced with renewed  
investor
confidence  regarding the economic  outlook for 1995. Our  view is that 
economic
growth will  extend into  1995, albeit  at moderating  levels. Inflation,  
while
anticipated  to be  higher in  the coming  year, will  likely not  be lethal 
for
equity markets.  Recent optimism  has  propelled equity  markets to  new  
highs.
However,  we  believe this  trend will  not continue.  In anticipation  of 
third
quarter  earnings  releases,  we  expect  investors'  optimism  to  be  
tempered
somewhat.
 
    SELECTED  GROWTH  STOCK  PORTFOLIO's  performance  reflected  overall 
market
volatility due to the Fed's actions. The current market environment can be  
best
described as troublesome for growth issues in general, but especially for 
growth
issues  that fall short of investor  expectations. In response to these 
changing
market dynamics, the strategy  for Selected Growth  Stock Portfolio during  
this
period  was one of  acquiring many small  holdings over a  wide cross-section 
of
industries with the goal  of building larger positions  in those companies  
that
meet  or surpass expectations and can  sustain growth during a changing 
economic
climate. To date,  this strategy  resulted in improving  the Fund's  
performance
significantly,  returning  2.50%  from its  inception  on May  20,  1994 
through
September 9,  1994. We  acknowledge that  past performance  is no  guarantee  
of
future results.
 
2
<PAGE>
LOOKING FORWARD
 
    As  this is written (September 9), we expect  the Fed to tighten by 25 to 
50
basis points by year-end. As we look  forward to the final quarter of the  
year,
we  plan  to maintain  shortened  average maturities  in  DAILY INCOME  FUND 
and
MUNICIPAL INCOME FUND until the threat of further Fed intervention has 
subsided.
 
    We believe  that  SELECTED GROWTH  STOCK  PORTFOLIO is  positioned  to  
take
advantage  of its focus  on growth stocks  which tend to  perform optimally 
when
economic  growth  moderates,   inflation  fears  subside   and  interest   
rates
demonstrate  a downward  bias. This  economic scenario  may well  materialize 
in
1995, and we are optimistic about the overall performance prospects of the  
Fund
in the coming months.
 
    In the near future, we plan to embark on a program to expand our mutual 
fund
offerings  by providing you with more portfolios with a variety of objectives 
to
meet more  adequately  your personal  investment  goals.  Be sure  to  ask  
your
Investment  Representative for more details. In the meantime, we appreciate 
your
support of Lehman Brothers Funds, Inc.  and look forward to continuing to  
serve
your investment needs.
 
Sincerely,
 
 Clinton J. Kendrick                      Peter Meenan
 Chairman of the Board of Directors       President
 
 September 9, 1994
 
                                                                               
3
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO HIGHLIGHTS                                  JULY 31, 1994 
(UNAUDITED)
 
                       ASSET DISTRIBUTION (BY INSTRUMENT)
 
Pie  charts depicting the allocation of Lehman Brothers Fund -- Municipal 
Income
Fund's  investment   securities   held  at   January   31,  1994   by   
industry
classification.  The pies  are broken in  pieces representing  industries in 
the
following percentages:
 
<TABLE>
<CAPTION>
                INSTRUMENT                   PERCENTAGE
<S>                                         <C>
Asset-Backed Security                              2.4%
Municipal Bonds and Notes                          3.8%
U.S. Government Agency Securities                  6.0%
Repurchase Agreements                             15.8%
Corporate Bonds and Notes                         30.7%
Commercial Paper                                  37.0%
Net Other Assets and Liabilities                   3.0%
Certificates of Deposit                            1.3%
</TABLE>
 
                     AVERAGE WEIGHTED MATURITY OF PORTFOLIO
 
                                    17 Days
 
4
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND
 
- ---------------------------------------------
 PORTFOLIO OF INVESTMENTS                                          JULY 31, 
1994
 
<TABLE>
<CAPTION>
    FACE                                                              VALUE
   VALUE                                                             (NOTE 1)
<C>            <S>                                                 <C>
- ------------------------------------------------------------------------------
- -
CORPORATE NOTES -- 32.7%
$ 25,000,000   Abbey National Treasury Services plc, Variable
               rate,
                 4.570% due 11/15/1994#                            $ 
24,994,822
  20,000,000   AT&T Capital Corporation, Variable rate,
                 4.750% due 01/26/1995                               
20,000,000
               Bear Stearns Companies, Inc., Variable rate:
  25,000,000     5.000% due 10/05/1994                               
25,000,000
  15,000,000     4.800% due 10/21/1994                               
15,000,000
  44,000,000   FCC National Bank, Variable rate,
                 5.080% due 01/11/1995                               
44,000,000
               General Motors Acceptance Corporation:
   2,450,000     8.700% due 10/17/1994                                
2,472,947
   1,000,000     6.450% due 01/17/1995                                
1,008,756
   9,000,000     6.650% due 02/10/1995                                
9,121,154
               Goldman Sachs Group L.P., Variable rate,
  35,000,000     4.820% due 10/12/1994#                              
35,000,000
               Household Finance Corporation, Variable rate:
  10,000,000     4.650% due 08/18/1994                                
9,999,071
  10,000,000     4.800% due 01/13/1995                               
10,000,000
  20,000,000     4.770% due 01/18/1995                               
20,000,000
  35,000,000   Morgan Stanley Group Inc., Variable rate,
                 4.563% due 11/08/1994                               
35,000,000
  16,000,000   Northern Trust Company,
                 3.625% due 12/30/1994                               
15,995,871
                                                                   -----------
- -
TOTAL CORPORATE NOTES (COST $267,592,621)                           
267,592,621
                                                                   -----------
- -
MUNICIPAL NOTES -- 13.3%
  17,000,000   Cuyahoga County, Ohio, Taxable Notes,
                 4.170% due 12/30/1994                               
17,014,904
               New York, New York, Taxable Notes, Series E,
  15,000,000     4.550% due 05/15/2018++                             
15,000,000
  20,000,000     4.550% due 05/15/2023++                             
20,000,000
  40,000,000   Orange County, California, Taxable Notes,
               Variable rate,
                 4.625% due 07/10/1995                               
39,982,760
  17,000,000   Virginia State Housing Development Authority,
               Taxable Notes,
               Series A, Variable rate,
                 4.450% due 03/01/2002++                             
17,000,000
                                                                   -----------
- -
TOTAL MUNICIPAL NOTES (COST $108,997,664)                           
108,997,664
                                                                   -----------
- -
</TABLE>
 
                       See Notes to Financial Statements.
                                                                               
5
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
    FACE                                                              VALUE
   VALUE                                                             (NOTE 1)
- ------------------------------------------------------------------------------
- -
<C>            <S>                                                 <C>
U.S. GOVERNMENT AGENCY SECURITIES -- 6.0%
               Federal Farm Credit Bank, Variable rate:
$ 22,000,000     4.450% due 09/07/1994                             $ 
21,997,565
   2,000,000     3.980%+ due 09/19/1994                               
1,989,166
                                                                   -----------
- -
                                                                     
23,986,731
                                                                   -----------
- -
  25,000,000   Federal National Mortgage Association, Variable
               rate,
                 4.850% due 10/07/1996                               
25,000,000
                                                                   -----------
- -
TOTAL U.S. GOVERNMENT AGENCY SECURITIES (COST $48,986,731)           
48,986,731
                                                                   -----------
- -
COMMERCIAL PAPER -- 3.7%
  10,000,000   Countrywide Funding Corporation,
                 4.430%+ due 08/22/1994                               
9,974,158
  20,000,000   Postipankki U.S. Inc.,
                 4.410%+ due 08/26/1994                              
19,938,750
                                                                   -----------
- -
TOTAL COMMERCIAL PAPER (COST $29,912,908)                            
29,912,908
                                                                   -----------
- -
ASSET-BACKED SECURITY -- 1.0% (COST $7,999,320)
   8,000,000   Capital Auto Receivables, Asset Trust, 1993-3
               Class A-1,
                 3.300% due 11/15/1994                                
7,999,320
                                                                   -----------
- -
TOTAL CORPORATE NOTES, MUNICIPAL NOTES,
  U.S. GOVERNMENT AGENCY SECURITIES, COMMERCIAL PAPER AND
  ASSET-BACKED SECURITY (COST $463,489,244)                         
463,489,244
                                                                   -----------
- -
REPURCHASE AGREEMENTS -- 42.2%
  40,000,000   Agreement with BZW Securities, Inc., 4.250% dated
                 07/29/1994, to be repurchased at $40,014,167 on
                 08/01/1994 collateralized by $253,950,964 U.S.
                 Government Securities with various maturities
                 and coupon rates (Value $40,800,001)                
40,000,000
  40,000,000   Agreement with First Boston Corporation, 4.320%
                 dated 07/29/94 to be repurchased at $40,014,400
                 on 08/01/1994 collateralized by $45,803,000
                 U.S. Government Securities with various
                 maturities and coupon rates (Value $44,065,935)     
40,000,000
 100,000,000   Agreement with Greenwich Capital Markets, Inc.,
                 4.310% dated 07/29/1994, to be repurchased at
                 $100,035,917 on 08/01/1994 collateralized by
                 $184,360,526 U.S. Government Securities with
                 various maturities and coupon rates (Value
                 $102,000,674)                                      
100,000,000
</TABLE>
 
                       See Notes to Financial Statements.
6
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
    FACE                                                              VALUE
   VALUE                                                             (NOTE 1)
- ------------------------------------------------------------------------------
- -
<C>            <S>                                                 <C>
REPURCHASE AGREEMENTS -- (CONTINUED)
$100,000,000   Agreement with Kidder Peabody Company, Inc.,
                 4.462% dated 07/29/1994 to be repurchased at
                 $100,037,183 on 08/01/1994 collateralized by
                 $272,730,865 U.S. Government Securities with
                 various maturities and coupon rates (Value
                 $102,681,290)                                     
$100,000,000
  40,947,000   Agreement with Merrill Lynch & Company, 4.270%
                 dated 07/29/1994, to be repurchased at
                 $40,961,570 on 08/01/1994 collateralized by
                 $55,535,892 U.S. Government Securities with
                 various maturities and coupon rates (Value
                 $41,768,066)                                        
40,947,000
  25,000,000   Agreement with Paine Webber Group, Inc., 4.250%
                 dated 07/29/1994, to be repurchased at
                 $25,008,854 on 08/01/1994 collateralized by
                 $25,180,000 Federal National Mortgage
                 Association Residential Program Note, 3.250%
                 due 09/07/1994 (Value $25,502,794)                  
25,000,000
                                                                   -----------
- -
TOTAL REPURCHASE AGREEMENTS (COST $345,947,000)                     
345,947,000
- ------------------------------------------------------------------------------
- -
TOTAL INVESTMENTS (COST $809,436,244*)                     98.9%    
809,436,244
OTHER ASSETS AND LIABILITIES (NET)                          1.1%      
9,118,687
- ------------------------------------------------------------------------------
- -
NET ASSETS                                                100.0%   
$818,554,931
- ------------------------------------------------------------------------------
- -
<FN>
 * Aggregate cost for Federal tax purposes.
 # Security exempt from registration under Rule 144A of the Securities Act of
   1933. These securities may be resold in transactions exempt from
   registration, normally to qualified institutional buyers.
 + Annualized yield at date of purchase (unaudited).
++ Put bonds and notes have demand features which mature within one year.
</TABLE>
 
                       See Notes to Financial Statements.
                                                                               
7
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- ---------------------------------------------------------------------------
 PORTFOLIO HIGHLIGHTS                                  JULY 31, 1994 
(UNAUDITED)
 
                        ASSET DISTRIBUTION (BY INDUSTRY)
 
Pie  charts depicting  the allocation  of Lehman  Brothers Fund  -- Daily 
Income
Fund's  investment   securities   held  at   January   31,  1994   by   
industry
classification.  The pies  are broken in  pieces representing  industries in 
the
following percentages:
 
<TABLE>
<CAPTION>
                 INDUSTRY                    PERCENTAGE
<S>                                         <C>
Net Other Assets and Liabilities                   0.5%
Transportation                                     5.5%
General Obligation                                 6.4%
Pollution Control                                  8.1%
Tax Revenue and Revenue Anticipation Notes         9.3%
Industrial Control                                10.3%
Utility                                           12.8%
Education                                         13.2%
Other                                             15.0%
Housing                                           19.4%
</TABLE>
 
                     AVERAGE WEIGHTED MATURITY OF PORTFOLIO
 
                                    76 Days
 
8
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- ---------------------------------------------
 PORTFOLIO OF INVESTMENTS                                          JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
<C>           <S>                                                 <C>
- ------------------------------------------------------------------------------
MUNICIPAL BONDS AND NOTES -- 99.5%
ARIZONA -- 5.1%
$ 3,300,000   Arizona Educational Loan Marketing Corporation
                (Hong Kong Shanghai, BPA),
                3.050% due 12/01/2008++                           $  3,300,000
  5,310,000   Phoenix, Arizona, Industrial Development
                Authority (First Interstate Bank, LOC),
                3.10% due 02/01/2024++                               5,310,000
              Pima County, Arizona, Industrial Development
                Authority Revenue:
    600,000     (Barclays Bank, LOC),
                3.050% due 12/01/2022++                                600,000
  4,400,000     (Bankers Trust, LOC),
                3.000% due 05/01/2025++                              4,400,000
                                                                  ------------
                                                                    13,610,000
                                                                  ------------
CALIFORNIA -- 17.0%
    200,000   Alameda County, California, Multi-family Housing
                Authority Revenue, (Federal Home Loan Bank,
                LOC),
                2.900% due 06/01/2015++                                200,000
  3,000,000   California Housing Finance Agency, Home Mortgage
                Revenue, Series D, (Dai Ichi Kangyo Bank, LOC),
                3.200% due 08/01/2025++                              3,000,000
  4,200,000   California State, Revenue Anticipation Notes,
                Series A,
                3.750% due 12/21/1994                                4,210,982
    400,000   Eastern Municipal Water District, California
                Water Revenue, (FGIC Insured), (Industrial Bank
                of Japan, LOC),
                2.650% due 07/01/2020++                                400,000
    400,000   Kern County, California, (Kern Facilities
                Project), (Sanwa Bank, LOC),
                2.700% due 08/01/2006++                                400,000
  4,000,000   Long Beach, California, Harbor Department, Series
                A-2, (Canadian Imperial Bank of Commerce,
                Industrial Bank of Japan, Banque Nationale
                Paris, National Westminster Bank, Interstate
                Bank of California, BPA),
                3.000% due 08/15/1994                                4,000,000
    300,000   Los Angeles County, California, Certificates of
                Partnerships,
                (Museum Art), Series A, (Bank of America, LOC),
                2.850% due 11/01/2015++                                300,000
</TABLE>
 
                       See Notes to Financial Statements.
                                                                               
9
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
CALIFORNIA -- (CONTINUED)
$   300,000   Los Angeles County, California, Multi-family
                Housing Authority Revenue, (Bank of America,
                LOC),
                2.750% due 07/01/2015++                           $    300,000
  3,800,000   Los Angeles County, California, Unified School
                District,
                4.500% due 07/10/1995                                3,831,000
  4,700,000   Marion County, California, Tax and Revenue
                Anticipation Notes,
                4.250% due 07/06/1995                                4,727,370
  1,900,000   Northern California Power Agency Revenue, Series
                A, Pre-refunded,
                9.500% due 07/01/2002+++                             2,036,650
    200,000   Placer County, California, Industrial Development
                Authority, Industrial Revenue, (Chesapeake
                Industries Project), (Barclays Bank, LOC),
                2.750% due 12/01/1995++                                200,000
  4,400,000   Rancho Santiago, California, Community College
                District, Tax and Revenue Anticipation Notes,
                3.150% due 11/16/1994                                4,400,000
              Riverside County, California, Industrial
                Development Revenue,
  1,400,000     4.050% due 04/01/2014++
                (Sumitomo Trust, LOC):                               1,400,000
  5,700,000     4.050% due 07/05/2014++                              5,700,000
    500,000     4.050% due 07/05/2019++                                500,000
    200,000   Sacramento County, California, Multi-family
                Housing Authority Revenue, Series A, (Dai Ichi
                Kangyo Bank, LOC),
                3.050% due 04/15/2007++                                200,000
    200,000   San Diego, California, Industrial Development
                Authority Revenue, (Kaiser Project), Series A,
                (ABN/AMRO Bank, LOC),
                3.050% due 10/01/2007++                                200,000
  9,065,000   Ventura County, California, Tax and Revenue
                Anticipation Notes,
                4.250% due 06/30/1995                                9,092,769
                                                                  ------------
                                                                    45,098,771
                                                                  ------------
COLORADO -- 0.2%
    400,000   Denver, Colorado, City and County Revenue,
                (Childrens Hospital), (FGIC Insured), (Sakura
                Bank, BPA),
                2.700% due 10/01/2018++                                400,000
                                                                  ------------
</TABLE>
 
                       See Notes to Financial Statements.
10
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
FLORIDA -- 3.2%
$ 2,500,000   Dade County, Florida, Industrial Development
                Authority Revenue, (Bank of Tokyo, LOC),
                3.100% due 12/01/2011++                           $  2,500,000
  4,400,000   Florida Housing Finance Agency, Multi-family
                Housing Authority Revenue, (PNC Bank, NA, LOC),
                3.050% due 12/01/2011++                              4,400,000
    100,000   Sarasota County, Florida, Health Facilities
                Authority (Barnett Bank, LOC),
                3.150% due 12/01/2019++                                100,000
  1,500,000   St. John's County, Florida, Industrial
                Development Authority Revenue, Series 86,
                (Kredietbank, N.W., LOC),
                3.150% due 12/01/2016++                              1,500,000
                                                                  ------------
                                                                     8,500,000
                                                                  ------------
GEORGIA -- 3.7%
  3,400,000   Clayton County, Georgia, Multi-family Housing
                Authority Revenue, (Ten Oaks Apartments),
                Series F, (FSA Insured), (Barclays Bank, BPA),
                3.000% due 01/01/2021++                              3,400,000
  1,000,000   Colquitt County, Georgia, Development Authority
                Revenue, (Williamsonhouse Regency), (Fleet
                National Bank, LOC),
                3.050% due 04/01/1998++                              1,000,000
  3,000,000   Municipal Electric Authority of Georgia, Series
                1985-A,
                Pre-refunded,
                10.500% due 01/01/2020+++                            3,155,924
  1,000,000   Municipal Electric Authority of Georgia, (General
                Resolution), Series B, (Morgan Guaranty, BPA),
                3.850% due 06/01/2020+++                             1,000,000
  1,100,000   Savannah, Georgia, Port Authority Revenue, (Pier
                One Imports), (National Westminster Bank, LOC),
                3.050% due 12/01/2026++                              1,100,000
                                                                  ------------
                                                                     9,655,924
                                                                  ------------
ILLINOIS -- 9.9%
  1,300,000   Chicago, Illinois, Metropolitan Sanitation
                District, General Obligation Bonds,
                8.000% due 01/01/1995                                1,324,853
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
11
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
ILLINOIS -- (CONTINUED)
$ 4,000,000   Chicago, Illinois, O'Hare International Airport,
                Special Facility Revenue, Series B, (Sanwa
                Bank, LOC),
                3.100% due 01/01/2018++                           $  4,000,000
  6,000,000   Illinois Development Finance Authority Revenue,
                (River Oaks Project), (Monsanto Company, GTC),
                3.100% due 11/01/2023++                              6,000,000
  2,000,000   Illinois Development Finance Authority, Pollution
                Control Revenue, Illinois Power Company, Series
                D, (Mitsubishi Bank, LOC),
                3.000% due 03/01/2017++                              2,000,000
  2,500,000   Illinois Health Facilities Authority Revenue,
                (Evanston Hospital Project), (FGIC Insured),
                (Financial Guaranty Insurance Corporation,
                BPA),
                3.750% due 10/01/2012+++                             2,500,000
  1,000,000   Lisle, Illinois, Multi-family Housing Revenue,
                (American National Bank, LOC),
                3.050% due 12/15/2025++                              1,000,000
  7,300,000   St. Charles, Illinois, Industrial Development
                Authority Revenue,
                (Pier 1), (National Westminster Bank, LOC),
                3.050% due 12/15/2026++                              7,300,000
  2,000,000   Wood Dale, Illinois, Industrial Development
                Authority Revenue, (Dai Ichi Kangyo, LOC),
                3.050% due 06/01/2000++                              2,000,000
                                                                  ------------
                                                                    26,124,853
                                                                  ------------
INDIANA -- 4.8%
  1,200,000   Indiana Bond Book, Advertising Progress Notes,
                Series A2,
                3.030% due 01/17/1995                                1,197,766
  8,500,000   Indiana Secondary Market Education Loan Revenue,
                Series B, (AMBAC Insured), (Fuji Bank, BPA),
                2.850% due 12/01/2014++                              8,500,000
  2,000,000   Indianapolis Industrial Economic Development
                Authority Revenue (Asahi Bank, LOC),
                3.900% due 09/01/1995++                              2,000,000
  1,050,000   Princeton, Indiana, Industrial Development
                Revenue, (Orion Denki American Inc. Project),
                (Mitsubishi Bank, LOC),
                3.050% due 04/30/2017++                              1,050,000
                                                                  ------------
                                                                    12,747,766
                                                                  ------------
</TABLE>
 
                       See Notes to Financial Statements.
12
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
KANSAS -- 0.6%
$ 1,700,000   Wichita, Kansas, Temporary Notes, Series 178,
                2.750% due 08/25/1994                             $  1,699,823
                                                                  ------------
KENTUCKY -- 2.3%
  2,495,000   Kentucky Rural Economic Development Authority
                Revenue, (Industrial Bank of Japan, LOC),
                3.350% due 12/01/2009++                              2,495,000
  3,500,000   Walton, Kentucky, Industrial Development Revenue,
                (Clarion Mortgage Company of America), (Asahi
                Bank, LOC),
                4.000% due 11/01/1996++                              3,500,000
                                                                  ------------
                                                                     5,995,000
                                                                  ------------
LOUISIANA -- 3.4%
              Louisiana Housing Finance Agency, Multi-family
                Housing Authority Revenue, (Sumitomo Trust &
                Banking Company, LOC):
  5,185,000   (Allouette Project),
                4.000% due 01/01/2026++                              5,185,000
  3,900,000   (New Orleans Project),
                4.000% due 12/01/2025++                              3,900,000
                                                                  ------------
                                                                     9,085,000
                                                                  ------------
MARYLAND -- 1.6%
  3,000,000   Maryland State, Community Development
                Administrations,
                2.900% due 04/01/2023+++                             3,000,000
  1,100,000   Montgomery County, Maryland, Housing
                Opportunities, (Draper Lane Apartments), Issue
                1, (FGIC Insured), (Sumitomo Bank, BPA),
                3.250% due 02/01/2026++                              1,100,000
                                                                  ------------
                                                                     4,100,000
                                                                  ------------
MICHIGAN -- 0.4%
  1,100,000   Michigan State Strategic Funding, (Hi-Lex
                Controls Incorporated Project), (Bank of Tokyo,
                LOC),
                3.100% due 07/01/1999++                              1,100,000
                                                                  ------------
MISSISSIPPI -- 0.2%
    545,000   Mississippi Business Finance Corporation, Series
                C, (Air Cruisers Project), (Credit Commerciale
                de France, LOC),
                3.450% due 10/01/2004++                                545,000
                                                                  ------------
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
13
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
MISSOURI -- 3.3%
$ 2,305,000   Kirksville, Missouri, Industrial Development
                Authority Revenue,
                (Optech Project), (Industrial Bank of Japan,
                LOC),
                3.350% due 10/01/2009++                           $  2,305,000
  1,000,000   Missouri Environmental Improvement & Energy
                Resource, Pollution Control Revenue, (Swiss
                Bank, LOC),
                3.750% due 06/01/2014+++                             1,000,000
              Missouri Higher Education Student Loan Authority:
  1,500,000     Series A, (Dai Ichi Kangyo, LOC),
                3.000% due 06/01/2017++                              1,500,000
  4,000,000     Series B, (National Westminster Bank, LOC),
                3.000% due 06/01/2020++                              4,000,000
                                                                  ------------
                                                                     8,805,000
                                                                  ------------
NEBRASKA -- 0.4%
  1,005,000   Nebraska Educational Facilities Authority,
                Equipment & Improvement Revenue, (Mitsubishi
                Bank, Credit Lyonnais, BPA),
                3.000% due 12/01/2000++                              1,005,000
                                                                  ------------
NEVADA -- 0.9%
    500,000   Clark County, Nevada, Industrial Development
                Revenue, (Nevada Power Company), (Fuji Bank,
                LOC),
                3.200% due 11/01/2018++                                500,000
              Nevada State, Department of Communications,
                Industrial Development Authority, Series A:
    150,000   (Kinplex Project), (Credit Commerciale de France,
                LOC),
                3.250% due 01/01/2009++                                150,000
    500,000   (Master Halco Project), (Asahi Bank, LOC),
                3.300% due 12/01/2009++                                500,000
    500,000   (Marshmallow Lane Partners), (Credit Commerciale
                de France, LOC),
                3.250% due 04/01/2009++                                500,000
    600,000   (Pilot Company Project), (Wells Fargo Bank, LOC),
                3.050% due 07/01/2016++                                600,000
                                                                  ------------
                                                                     2,250,000
                                                                  ------------
</TABLE>
 
                       See Notes to Financial Statements.
14
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
NEW HAMPSHIRE -- 0.3%
$   800,000   New Hampshire, Higher Education & Health
                Facilities Authority, (Mary Hitchcock Medical
                Center), (Sakura Bank, BPA),
                2.900% due 07/01/2021++                           $    800,000
                                                                  ------------
NEW MEXICO -- 2.2%
  3,200,000   Gulf Coast Waste Disposal Authority, (Amoco Oil),
                2.950% due 04/01/2015+++                             3,200,000
  2,500,000   Rio Arriba County, New Mexico, Industrial Revenue
                Bond, (NationsBank, Georgia, LOC),
                3.150% due 12/01/2007++                              2,500,000
                                                                  ------------
                                                                     5,700,000
                                                                  ------------
NEW YORK -- 3.8%
  5,300,000   New York, New York, City Municipal Water Finance
                Authority, (FGIC Insured), (Financial Guaranty
                Insurance Corporation, BPA),
                2.750% due 06/15/2024+                               5,300,000
  4,350,000   New York State, Mortgage Agency Revenue, (Bank of
                America, BPA),
                3.100% due 10/01/2009+++                             4,350,000
    500,000   Triborough Bridge and Tunnel Authority, New York
                Special Obligation Bonds, (MBIA Insured),
                (Bankers Trust, BPA),
                2.950% due 01/01/2004++                                500,000
                                                                  ------------
                                                                    10,150,000
                                                                  ------------
NORTH CAROLINA -- 6.8%
 11,800,000   Bladen County, North Carolina, Industrial
                Facilities & Pollution Control Revenue, (Bank
                of Tokyo, LOC),
                3.050% due 11/01/2020++                             11,800,000
              North Carolina, Eastern Municipal Power Agency
                Pre-refunded:
  1,000,000     10.625% due 01/01/2015+++                            1,062,670
  5,000,000   (AMBAC Insured),
                10.000% due 01/01/2018+++                            5,183,890
                                                                  ------------
                                                                    18,046,560
                                                                  ------------
OHIO -- 0.9%
              Cincinnati, Ohio, Student Loan Funding
                Corporation, Loan Revenue:
    400,000     Series 1983A, (Fuji Bank, LOC),
                2.600% due 12/29/1998++                                400,000
    500,000     Series-A1, (National Westminster Bank, LOC),
                2.900% due 01/01/2007++                                500,000
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
15
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
OHIO -- (CONTINUED)
$ 1,500,000   Columbus, Ohio, Industrial Economic Development
                Revenue,
                2.850% due 12/01/1995++                           $  1,500,000
                                                                  ------------
                                                                     2,400,000
                                                                  ------------
OREGON -- 0.8%
    800,000   Portland, Oregon, Industrial Development Revenue,
                (Columbia Grain Project), Series 1984, (Fuji,
                Bank of Tokyo, LOC),
                3.150% due 12/01/2014++                                800,000
  1,220,000   Oregon State, Economic Development Commission,
                (Toshi), Series B, (First Interstate, Oregon,
                LOC),
                3.500% due 07/01/2002++                              1,220,000
                                                                  ------------
                                                                     2,020,000
                                                                  ------------
PENNSYLVANIA -- 3.6%
  1,000,000   Allegheny County, Pennsylvania, Hospital
                Development Authority, (PNC Bank, N.A., LOC),
                2.800% due 03/01/2018++                              1,000,000
  2,000,000   Pennsylvania State, Higher Education Facilities
                Authority Revenue, (University of Pennsylvania,
                LOC),
                3.000% due 06/01/1999++                              2,000,000
  6,500,000   Philadelphia, Pennsylvania, Tax and Revenue
                Anticipation Notes, Series E, (PNC Bank, N.A.,
                LOC),
                4.750% due 06/15/1995                                6,546,402
                                                                  ------------
                                                                     9,546,402
                                                                  ------------
SOUTH CAROLINA -- 1.2%
              Piedmont Municipal Power Agency, South Carolina
                Electric Pre-refunded:
  1,985,000     11.000% due 01/01/2014+++                            2,113,345
  1,000,000     11.000% due 01/01/2025+++                            1,064,338
                                                                  ------------
                                                                     3,177,683
                                                                  ------------
SOUTH DAKOTA -- 1.3%
  1,370,000   South Dakota Housing Development Authority,
                (Homeownership Mortgage), Series C,
                3.300% due 05/01/2017+++                             1,370,000
</TABLE>
 
                       See Notes to Financial Statements.
16
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
SOUTH DAKOTA -- (CONTINUED)
              South Dakota, Student Loan Assistance, Series A:
$ 1,000,000     (Bayerische Landesbank, GTC),
                3.000% due 08/01/2001++                           $  1,000,000
  1,000,000     (Bayerische Landesbank, BPA),
                3.000% due 08/01/2004++                              1,000,000
                                                                  ------------
                                                                     3,370,000
                                                                  ------------
TENNESSEE -- 1.6%
    300,000   Chattanooga, Tennessee, Industrial Development
                Board, Industrial Develpoment Revenue,
                (ABN/AMRO Bank, LOC),
                3.050% due 12/15/2012++                                300,000
  2,200,000   Collierville, Tennessee, Industrial Development
                Bond Project, (Harris Trust, LOC),
                3.050% due 04/01/2009++                              2,200,000
  1,500,000   Hamilton County, Tennessee, Industrial
                Development Board, Industrial Development
                Revenue, (Seaboard Feeds Chattanooga Project),
                (Bank of New York, LOC),
                3.150% due 12/01/2017++                              1,500,000
    300,000   Metropolitan Nashville Airport Authority,
                Tennessee, Tennessee Airport Revenue, (FGIC
                Insured), (Societe Generale, BPA),
                2.950% due 07/01/2019++                                300,000
                                                                  ------------
                                                                     4,300,000
                                                                  ------------
TEXAS -- 8.4%
  2,000,000   Brazos, Texas, Higher Education Authority, Series
                B1, (Student Loan Marketing Association, LOC),
                3.800% due 06/01/2023+++                             1,999,962
    700,000   Capital Health Facilities Development Company,
                Texas, Health Facilities Revenue, (ABN/AMRO
                Bank, LOC),
                3.000% due 12/01/2016++                                700,000
              Houston, Texas, Airport Systems, Series A,
              (J.P. Morgan, Canada Imperial Bank of Commerce,
                LOC):
  4,600,000     3.100% due 10/05/1994                                4,600,000
  1,000,000     3.250% due 12/06/1994                                1,000,000
              North Texas Higher Education Authority, Student
                Loan Revenue, (Student Loan Marketing
                Association, LOC):
    800,000     2.850% due 03/01/2005++                                800,000
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
17
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
TEXAS -- (CONTINUED)
              North Texas Higher Education Authority, Student
                Loan Revenue, (Student Loan Marketing
                Association, LOC): (continued)
              (AMBAC Insured),
$   800,000     3.050% due 04/01/2020++                           $    800,000
    300,000   San Antonio, Texas, Housing Finance Corporation,
                Multi-family Housing, (Cape Cod Apartments),
                (Swiss Bank, LOC),
                2.950% due 06/01/2020++                                300,000
    100,000   Tarrant County, Texas, Health Facilities
                Development, (Harris Methodist Health Systems),
                (Fuji Bank, LOC),
                3.100% due 09/01/2018++                                100,000
  2,020,000   Texas Municipal Power Agency Revenue, (MBIA
                Insured),
                2.850% due 09/01/1994                                2,020,000
 10,000,000   Texas State Public Finance Authority, Series
                1993-A,
                2.900% due 11/03/1994                               10,000,000
                                                                  ------------
                                                                    22,319,962
                                                                  ------------
UTAH -- 0.9%
  2,400,000   Tooele County, Utah, (Hazardous Treatment
                Project), Series A,
                3.000% due 11/01/2026+++                             2,400,000
                                                                  ------------
VERMONT -- 0.8%
  2,100,000   Vermont Industrial Development Authority Revenue,
                (Ryegate Project) (First Boston Corporation,
                LOC),
                3.050% due 12/01/2015++                              2,100,000
                                                                  ------------
VIRGINIA -- 5.0%
    600,000   Peninsula, Port Authority, Virginia, Port
                Authority Revenue, (Shell Oil, GTC),
                2.700% due 12/01/2005+                                 600,000
              Virginia State, Housing Development Authority,
                Commonwealth Mortgage:
  3,000,000     Series I, Subseries I -- Stem,
                2.800% due 07/01/2020+++                             3,000,000
  9,500,000     Series K, Subseries K,
                2.650% due 01/01/2022+++                             9,500,794
                                                                  ------------
                                                                    13,100,794
                                                                  ------------
</TABLE>
 
                       See Notes to Financial Statements.
18
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
   FACE                                                              VALUE
   VALUE                                                            (NOTE 1)
- ------------------------------------------------------------------------------
<C>           <S>                                                 <C>
MUNICIPAL BONDS AND NOTES -- (CONTINUED)
WEST VIRGINIA -- 0.6%
$ 1,500,000   Marion County, West Virginia, County Commission,
                Solid Waste Disposal Facility Revenue, (Granite
                Town Project A), (National Westminster Bank,
                LOC),
                3.050% due 10/01/2017++                           $  1,500,000
                                                                  ------------
WISCONSIN -- 2.4%
  1,500,000   Milwaukee, Wisconsin, Metropolitan Sewer
                District,
                5.100% due 09/01/1994                                1,502,872
              Wisconsin Housing and Economic Development
                Authority:
  3,400,000     (Home Ownership Revenue), Series F,
                3.100% due 09/01/2018+++                             3,400,000
  1,440,000     Series D,
                3.100% due 09/01/2014+++                             1,440,000
                                                                  ------------
                                                                     6,342,872
                                                                  ------------
WYOMING -- 1.9%
  2,000,000   Lincoln County, Wyoming, Pollution Control
                Revenue, (Exxon Project), Series A, (Exxon,
                GTC),
                3.600% due 07/01/2017+++                             2,000,000
  3,000,000   Unita County, Wyoming, Pollution Control Revenue,
                (Chevron, GTC),
                2.650% due 08/15/2020+                               3,000,000
                                                                  ------------
                                                                     5,000,000
- ------------------------------------------------------------------------------
TOTAL INVESTMENTS (COST $262,996,410*)                    99.5%    262,996,410
OTHER ASSETS AND LIABILITIES (NET)                         0.5%      1,438,605
- ------------------------------------------------------------------------------
NET ASSETS                                               100.0%   $264,435,015
- ------------------------------------------------------------------------------
<FN>
  * Aggregate cost for Federal tax purposes.
  + Variable rate demand notes are payable upon not more than one business 
day's
    notice. The interest rate shown reflects the rate currently in effect.
 ++ Variable rate demand notes are payable upon not more than seven calendar
    days' notice. The interest rate shown reflects the rate currently in 
effect.
+++ Put bonds and notes have demand features which mature within one year.
AMBAC -- American Municipal Bond Assurance Corporation
BPA -- Instruments supported by bond purchase agreement.
FGIC -- Federal Guaranty Insurance Corporation
FSA -- Financial Security Association
GTC -- Instruments guaranteed by corporation.
LOC -- Instruments supported by bank letter of credit.
MBIA -- Municipal Bond Investors Assurance
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
19
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
                SUMMARY OF MUNICIPAL BONDS BY COMBINED RATINGS #
 
<TABLE>
<CAPTION>
 MOODY'S                           STANDARD & POOR'S
  RATING                  OR             RATING             TOTAL
 <S>                      <C>                               <C>
 
 Aaa                                      AAA                   6.7%
 Aa, Aa3                                   AA                   6.4%
 MIG1, VMG1, P-1                 A-1, A-1+, SP-1, SP 1+        77.3%
 MIG2, VMG2, P-2                          SP-2                  5.9%
 NON RATED                             NON RATED                3.7%
                                                            ------
                                                              100%
</TABLE>
 
# Bonds are not necessarily rated the same by both services.
 
                       See Notes to Financial Statements.
20
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
SELECTED GROWTH STOCK PORTFOLIO
 
- ---------------------------------------------------------------------------
 PORTFOLIO HIGHLIGHTS                                  JULY 31, 1994 
(UNAUDITED)
 
INDUSTRY BREAKDOWN
 
Pie  charts depicting  the allocation  of Lehman  Brothers Fund  -- Daily 
Income
Fund's  investment   securities   held  at   January   31,  1994   by   
industry
classification.  The pies  are broken in  pieces representing  industries in 
the
following percentages:
 
<TABLE>
<CAPTION>
                 INDUSTRY                    PERCENTAGE
<S>                                         <C>
Net Other Assets and Liabilities                   1.4%
Other                                             12.3%
Hospital                                           3.0%
Transportation                                     3.3%
Pollution Control                                  8.4%
Utility                                            9.1%
Industrial Control                                 9.2%
Education                                         12.7%
Housing                                           13.7%
Cash & Cash Equivalents                           26.9%
</TABLE>
 
TOP TEN HOLDINGS
 
<TABLE>
<CAPTION>
                                                         PERCENTAGE OF
COMPANY                                                    NET ASSETS
<S>                                                     <C>
- ------------------------------------------------------------------------
GTECH Holdings Corporation                                       1.5%
First Interstate Bancorp                                         1.4
McGraw-Hill, Inc.                                                1.3
Paychex, Inc.                                                    1.3
Dallas Semiconductor Corporation                                 1.1
Medaphis Corporation                                             1.1
MBIA, Inc.                                                       1.1
Genzyme Corporation                                              1.1
Scott Paper Company                                              1.1
Stop & Shop Companies                                            1.0
</TABLE>
 
                                                                              
21
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
SELECTED GROWTH STOCK PORTFOLIO
 
- ---------------------------------------------
 PORTFOLIO OF INVESTMENTS                                          JULY 31, 
1994
 
<TABLE>
<CAPTION>
                                                                      VALUE
   SHARES                                                            (NOTE 1)
<C>            <S>                                                 <C>
- ------------------------------------------------------------------------------
- -
COMMON STOCKS -- 39.2%
HEALTHCARE -- 3.5%
      10,000   Community Health Systems, Inc.**                    $    
215,000
      10,000   Genzyme Corporation**                                    
288,750
       7,000   Homedco, Inc.**                                          
206,500
       5,000   Manor Care, Inc.                                         
125,625
       5,000   Multicare Companies, Inc.**                               
81,250
                                                                   -----------
- -
                                                                        
917,125
                                                                   -----------
- -
MANUFACTURING -- 3.5%
       7,000   Electroglas, Inc.**                                      
246,750
      10,000   Fusion Systems Corporation**                             
200,000
       5,000   Scott Paper Company                                      
288,750
      10,000   Union Switch & Signal Corporation**                      
175,000
                                                                   -----------
- -
                                                                        
910,500
                                                                   -----------
- -
RETAIL -- 3.3%
       8,000   Heilig-Meyers Company                                    
212,000
      10,000   Home Shopping Network, Inc.**                            
118,750
       8,000   Sports & Recreation, Inc.**                              
264,000
      10,700   Stop & Shop Companies**                                  
272,850
                                                                   -----------
- -
                                                                        
867,600
                                                                   -----------
- -
BANKING -- 3.2%
      10,000   Ahmanson (H. F.) & Company                               
198,750
      10,000   Bank of Boston Corporation                               
263,750
       5,000   First Interstate Bancorp                                 
375,625
                                                                   -----------
- -
                                                                        
838,125
                                                                   -----------
- -
INSURANCE -- 2.6%
       8,000   CMAC Investment Corporation                              
209,000
       5,000   MBIA, Inc.                                               
290,000
       7,000   MGIC Investment Corporation                              
196,875
                                                                   -----------
- -
                                                                        
695,875
                                                                   -----------
- -
PUBLISHING -- 2.5%
       5,000   McGraw-Hill, Inc.                                        
347,500
       5,000   Scholastic Corporation**                                 
220,625
      10,000   Westcott Communications, Inc.**                          
103,125
                                                                   -----------
- -
                                                                        
671,250
                                                                   -----------
- -
</TABLE>
 
                       See Notes to Financial Statements.
22
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
                                                                      VALUE
   SHARES                                                            (NOTE 1)
- ------------------------------------------------------------------------------
- -
<C>            <S>                                                 <C>
COMMON STOCKS -- (CONTINUED)
COMPUTER & COMPUTER SERVICES -- 2.4%
      13,000   BISYS Group, Inc.**                                 $    
251,875
       5,000   Computer Sciences Corporation**                          
208,750
      10,000   Orbital Sciences Corporation**                           
172,500
                                                                   -----------
- -
                                                                        
633,125
                                                                   -----------
- -
ADMINISTRATIVE SERVICES -- 2.4%
      10,000   Medaphis Corporation**                                   
293,750
      10,000   Paychex, Inc.                                            
335,000
                                                                   -----------
- -
                                                                        
628,750
                                                                   -----------
- -
ELECTRIC -- 2.1%
       5,000   American Power Conversion Corporation**                   
82,500
      20,000   Dallas Semiconductor Corporation**                       
300,000
       5,000   Varian Associates, Inc.                                  
180,625
                                                                   -----------
- -
                                                                        
563,125
                                                                   -----------
- -
BROADCASTING -- 1.5%
       5,000   Clear Channel Communications**                           
231,250
      12,000   Emmis Broadcasting Corporation, Class A                  
171,000
                                                                   -----------
- -
                                                                        
402,250
                                                                   -----------
- -
AEROSPACE -- 1.5%
      20,000   GTECH Holdings Corporation**                             
380,000
                                                                   -----------
- -
TELECOMMUNICATIONS -- 1.4%
      10,000   Centennial Cellular Corporation, Class A                 
155,000
       5,000   Southwestern Bell Corporation                            
210,000
                                                                   -----------
- -
                                                                        
365,000
                                                                   -----------
- -
CABLE & TELEVISION -- 1.4%
      10,000   TCA Cable Television, Inc.                               
222,500
      10,000   United International Holdings, Inc., Class A**           
133,750
                                                                   -----------
- -
                                                                        
356,250
                                                                   -----------
- -
FINANCIAL SERVICES -- 1.3%
       6,000   Equifax Inc.                                             
174,750
      10,000   SEI Corporation                                          
172,656
                                                                   -----------
- -
                                                                        
347,406
                                                                   -----------
- -
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
23
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
                                                                      VALUE
   SHARES                                                            (NOTE 1)
- ------------------------------------------------------------------------------
- -
<C>            <S>                                                 <C>
COMMON STOCKS -- (CONTINUED)
MEDICAL & DENTAL EQUIPMENT -- 1.2%
       5,000   DENTSPLY International, Inc.**                      $    
172,500
      15,000   Orthofix International, Inc.**                           
150,000
                                                                   -----------
- -
                                                                        
322,500
                                                                   -----------
- -
OIL & GAS -- 0.9%
       5,000   Anadarko Petroleum Company                               
239,375
                                                                   -----------
- -
WASTE MANAGEMENT -- 0.9%
       8,000   WMX Technologies, Inc.                                   
233,000
                                                                   -----------
- -
BUILDING EQUIPMENT -- 0.9%
      12,000   Ply Gem Industries, Inc.                                 
229,500
                                                                   -----------
- -
AUTOMOTIVE PARTS & ACCESSORIES -- 0.8%
      12,000   Lear Seating Corporation**                               
217,500
                                                                   -----------
- -
CONSUMER SERVICES -- 0.8%
       7,000   CUC International, Inc.**                                
210,875
                                                                   -----------
- -
MARKETING SERVICES -- 0.7%
      20,000   Pharmaceutical Marketing Services, Inc.**                
187,500
                                                                   -----------
- -
METALS -- 0.4%
      10,000   WCI Steel, Inc.**                                        
100,000
                                                                   -----------
- -
TOTAL COMMON STOCKS (COST $10,429,155)                               
10,316,631
                                                                   -----------
- -
 NUMBER OF
 CONTRACTS
- ------------------------------------------------------------------------------
- -
PUT OPTION PURCHASED -- 0.2% (COST $92,750)
          50   Nasdaq 100 Index Put Option, December 1994, at
                 $360.00                                                 
60,625
- ------------------------------------------------------------------------------
- -
    FACE
   VALUE
- ------------------------------------------------------------------------------
- -
COMMERCIAL PAPER -- 22.8%
$  1,000,000   American Telephone and Telegraph Company,
                 4.350% due 08/24/1994                                  
997,221
   1,000,000   CIT Group Holdings Inc.,
                 4.260% due 08/10/1994                                
1,000,000
   1,000,000   Ford Motor Credit Company,
                 4.200% due 08/01/1994                                
1,000,000
</TABLE>
 
                       See Notes to Financial Statements.
24
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 PORTFOLIO OF INVESTMENTS (CONTINUED)                              JULY 31, 
1994
 
<TABLE>
<CAPTION>
    FACE                                                              VALUE
   VALUE                                                             (NOTE 1)
- ------------------------------------------------------------------------------
- -
<C>            <S>                                                 <C>
COMMERCIAL PAPER -- (CONTINUED)
$  1,000,000   General Electric Capital Corporation,
                 4.203% due 08/01/1994                             $  
1,000,000
   1,000,000   Household Finance Corporation,
                 4.386% due 08/25/1994                                
1,000,000
   1,000,000   Xerox Corporation,
                 4.380% due 08/22/1994                                  
997,445
                                                                   -----------
- -
TOTAL COMMERCIAL PAPER (COST $5,994,666)                              
5,994,666
                                                                   -----------
- -
TOTAL COMMON STOCKS, PUT OPTION PURCHASED
  AND COMMERCIAL PAPER (COST $16,516,571)                            
16,371,922
                                                                   -----------
- -
REPURCHASE AGREEMENTS -- 45.0%
   5,935,000   Agreement with Chase Securities, Inc., 4.250%
                 dated 07/29/1994 to be repurchased at
                 $5,937,102 on 08/01/1994 collateralized by
                 $5,745,000 U.S. Treasury Notes, 7.250% due
                 08/31/1996 (Value $5,937,067)                        
5,935,000
   5,936,000   Agreement with Morgan Stanley & Co., 4.250% dated
                 07/29/1994 to be repurchased at $5,938,102 on
                 08/01/1994 collateralized by $11,494,000
                 Federal Home Loan Mortgage Corporation, 4.922%
                 due 04/01/2017 (Value $6,080,377)                    
5,936,000
                                                                   -----------
- -
TOTAL REPURCHASE AGREEMENTS (COST $11,871,000)                       
11,871,000
                                                                   -----------
- -
TOTAL INVESTMENTS (COST $28,387,571*)                     107.2%     
28,242,922
- ------------------------------------------------------------------------------
- -
 NUMBER OF
 CONTRACTS
- ------------------------------------------------------------------------------
- -
PUT OPTION WRITTEN (0.1)% (PREMIUM RECEIVED $34,749)
          50   Nasdaq 100 Index Put Option, December 1994, at
                 $320.00  (0.1)%                                        
(19,375)
- ------------------------------------------------------------------------------
- -
OTHER ASSETS AND LIABILITIES (NET)                        (7.1)%     
(1,882,353)
- ------------------------------------------------------------------------------
- -
 NET ASSETS                                               100.0%   $ 
26,341,194
- ------------------------------------------------------------------------------
- -
<FN>
 * Aggregate cost for Federal tax purposes is $28,431,621.
** Non-income producing securities.
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
25
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
 
- ---------------------------------------------------------------------------
 STATEMENTS OF ASSETS & LIABILITIES                                JULY 31, 
1994
 
<TABLE>
<CAPTION>
                                                              DAILY        
MUNICIPAL      SELECTED
                                                              INCOME         
INCOME     GROWTH STOCK
                                                   NOTES       FUND           
FUND        PORTFOLIO
<S>                                                <C>     <C>            <C>           
<C>
- ------------------------------------------------------------------------------
- -------
ASSETS
    Investments, at value (Cost $809,436,244,
      $262,996,410 and $28,387,571,
      respectively)                                  1
      See accompanying schedules:
        Securities                                         $463,489,244   
$262,996,410  $ 16,371,922
        Repurchase Agreements                               345,947,000        
- --         11,871,000
- ------------------------------------------------------------------------------
- -------
    Total Investments                                       809,436,244    
262,996,410    28,242,922
    Cash                                                            584         
20,007       100,571
    Receivable for investment securities sold                   --             
- --            167,500
    Receivable from investment adviser               2          --             
- --             11,440
    Receivable from administrator                    2          --             
- --              3,051
    Receivable for Fund shares sold                          29,766,054      
4,565,482       161,607
    Dividends and/or interest receivable                      2,482,336      
1,552,938         8,325
    Unamortized organization costs                   7          388,632        
153,521       121,267
- ------------------------------------------------------------------------------
- -------
    TOTAL ASSETS                                            842,073,850    
269,288,358    28,816,683
- ------------------------------------------------------------------------------
- -------
LIABILITIES
    Option written, at value
      (Premium received $34,749)
      See accompanying schedule                      1          --             
- --             19,375
    Payable for investment securities purchased                 --             
- --          2,292,450
    Payable for Fund shares redeemed                         20,782,364      
4,149,202       --
    Organization costs payable                                  279,172         
91,404       102,568
    Dividends payable                                         1,783,666        
356,903       --
    Investment advisory fee payable                  2          186,848         
74,410       --
    Distribution fee payable                         3          130,400         
42,735        13,960
    Service fee payable                              3          --             
- --              4,653
    Transfer agent fees payable                      2           82,166          
6,241         1,138
    Administration fee payable                       2          144,566         
59,607       --
    Custodian fees payable                           2           40,000         
22,000         2,400
    Accrued Directors' fees and expenses             2            5,500          
5,500         5,500
    Accrued expenses and other payables                          84,237         
45,341        33,445
- ------------------------------------------------------------------------------
- -------
    TOTAL LIABILITIES                                        23,518,919      
4,853,343     2,475,489
- ------------------------------------------------------------------------------
- -------
NET ASSETS                                                 $818,554,931   
$264,435,015  $ 26,341,194
- ------------------------------------------------------------------------------
- -------
</TABLE>
 
                       See Notes to Financial Statements.
26
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
 
- --------------------------------------------------------------------
 STATEMENTS OF ASSETS & LIABILITIES (CONTINUED)                    JULY 31, 
1994
 
<TABLE>
<CAPTION>
                                                              DAILY        
MUNICIPAL      SELECTED
                                                              INCOME         
INCOME     GROWTH STOCK
                                                               FUND           
FUND        PORTFOLIO
- ------------------------------------------------------------------------------
- -------
<S>                                                <C>     <C>            <C>           
<C>
NET ASSETS consist of:
    Undistributed net investment income                    $     60,635   $     
23,114  $     38,112
    Accumulated net realized gain/(loss) on
      securities sold                                            16,570        
(12,327)     (219,954)
    Unrealized depreciation of securities and
      written options                                           --             
- --           (129,275)
    Par value                                                   818,538        
264,447         2,706
    Paid-in capital in excess of par value                  817,659,188    
264,159,781    26,649,605
- ------------------------------------------------------------------------------
- -------
                                                           $818,554,931   
$264,435,015  $ 26,341,194
- ------------------------------------------------------------------------------
- -------
NET ASSETS:
    Select Shares                                          $818,554,831   
$264,425,127       N/A
    CDSC Shares                                            $        100   $      
9,888       N/A
    Portfolio Shares                                           N/A            
N/A       $ 26,341,194
- ------------------------------------------------------------------------------
- -------
SHARES OUTSTANDING:
    Select Shares                                           818,538,261    
264,437,454       N/A
    CDSC Shares                                                     100          
9,888       N/A
    Portfolio Shares                                           N/A            
N/A          2,706,412
- ------------------------------------------------------------------------------
- -------
SELECT SHARES
    NET ASSET VALUE, offering and
      redemption price per share                                  $1.00          
$1.00       N/A
- ------------------------------------------------------------------------------
- -------
CDSC SHARES
    NET ASSET VALUE and offering price per share+                 $1.00          
$1.00       N/A
- ------------------------------------------------------------------------------
- -------
PORTFOLIO SHARES
    NET ASSET VALUE and offering price per share+              N/A            
N/A              $9.73
- ------------------------------------------------------------------------------
- -------
<FN>
+ Redemption price per share is equal to net asset value less any applicable
  contingent deferred sales charge.
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
27
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
 
- ---------------------------------------------------------------------------
 STATEMENTS OF OPERATIONS
 
FOR THE PERIOD ENDED JULY 31, 1994*
 
<TABLE>
<CAPTION>
                                                                 DAILY      
MUNICIPAL      SELECTED
                                                                INCOME        
INCOME     GROWTH STOCK
                                                      NOTES      FUND          
FUND        PORTFOLIO
<S>                                                   <C>     <C>           
<C>          <C>
- ------------------------------------------------------------------------------
- -------
INVESTMENT INCOME:
    Interest                                                  $26,779,283   
$6,046,443   $    102,880
    Dividends                                                     --            
- --              2,455
- ------------------------------------------------------------------------------
- -------
TOTAL INVESTMENT INCOME                                        26,779,283    
6,046,443        105,335
- ------------------------------------------------------------------------------
- -------
EXPENSES:
    Investment advisory fee                             2       2,185,627      
670,015         25,460
    Distribution fee                                    3       1,821,009      
558,354         25,460
    Service fee                                         3         --            
- --              8,487
    Administration fee                                  2       1,457,085      
446,676          6,790
    Transfer agent fees                                 2         881,847       
59,286          3,217
    Legal and audit fees                                           46,455       
41,033         20,795
    Shareholder reports expense                                    64,459        
5,805         10,000
    Custodian fees                                      2         105,924       
56,000          2,495
    Amortization of organization costs                  7          96,825       
38,158          5,125
    Directors' fees and expenses                        2          36,185       
36,185          5,500
    Other                                                         196,720       
82,558          2,650
    Fees waived and/or expenses reimbursed by
      investment adviser,                             2 and
      administrator and/or distributor                  3      (2,054,830)    
(555,919)       (46,741)
- ------------------------------------------------------------------------------
- -------
    TOTAL EXPENSES                                              4,837,306    
1,438,151         69,238
- ------------------------------------------------------------------------------
- -------
NET INVESTMENT INCOME                                          21,941,977    
4,608,292         36,097
- ------------------------------------------------------------------------------
- -------
REALIZED AND UNREALIZED GAIN/(LOSS)                   1 and
  ON INVESTMENTS:                                       5
    Net realized gain/(loss) on securities sold
      during the period                                 1          16,570      
(12,327)      (219,954)
- ------------------------------------------------------------------------------
- -------
    Net change in unrealized appreciation/
      (depreciation) of:
        Securities                                                --            
- --           (144,649)
        Written options                                           --            
- --             15,374
- ------------------------------------------------------------------------------
- -------
    Net unrealized depreciation of investments
      during the period                                           --            
- --           (129,275)
- ------------------------------------------------------------------------------
- -------
NET REALIZED AND UNREALIZED GAIN/
  (LOSS) ON INVESTMENTS                                            16,570      
(12,327)      (349,229)
- ------------------------------------------------------------------------------
- -------
NET INCREASE/(DECREASE) IN NET ASSETS
  RESULTING FROM OPERATIONS                                   $21,958,547   
$4,595,965   $   (313,132)
- ------------------------------------------------------------------------------
- -------
<FN>
* Lehman Brothers Daily Income Fund and Lehman Brothers Municipal Income Fund
  both commenced operations on August 2, 1993 and Lehman Brothers Selected
  Growth Stock Portfolio commenced operations on May 20, 1994.
</TABLE>
 
                       See Notes to Financial Statements.
28
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
 
- ---------------------------------------------------------------------------
 STATEMENTS OF CHANGES IN NET ASSETS
 
FOR THE PERIOD ENDED JULY 31, 1994*
 
<TABLE>
<CAPTION>
                                                                                          
SELECTED
                                                              DAILY        
MUNICIPAL       GROWTH
                                                              INCOME         
INCOME         STOCK
                                                   NOTES       FUND           
FUND        PORTFOLIO
<S>                                                <C>     <C>            <C>            
<C>
- ------------------------------------------------------------------------------
- -------------------
Net investment income                                      $ 21,941,977   $  
4,608,292   $    36,097
Net realized gain/(loss) on securities sold
 during the period                                               16,570        
(12,327)     (219,954)
Net unrealized depreciation of securities and
 written options during the period                              --             
- --           (129,275)
- ------------------------------------------------------------------------------
- -------
Net increase/(decrease) in net assets resulting
 from operations                                             21,958,547      
4,595,965      (313,132)
Distributions to shareholders from net investment
 income:
  Select Shares                                             (21,941,977)    
(4,608,279)      --
  CDSC Shares                                                   --                 
(13)      --
Net increase in net assets from share
 transactions:
  Select Shares                                      6      818,538,261    
264,437,454       --
  CDSC Shares                                        6              100          
9,888       --
  Portfolio Shares                                   6          --             
- --         26,654,326
- ------------------------------------------------------------------------------
- -------
Net increase in net assets                                  818,554,931    
264,435,015    26,341,194
NET ASSETS:
Beginning of period                                             --             
- --            --
- ------------------------------------------------------------------------------
- -------
End of period (including undistributed net
 investment income of $60,635, $23,114 and
 $38,112, respectively)                                    $818,554,931   
$264,435,015   $26,341,194
- ------------------------------------------------------------------------------
- -------
<FN>
* Lehman Brothers Daily Income Fund and Lehman Brothers Municipal Income Fund
  both commenced operations on August 2, 1993 and Lehman Brothers Selected
  Growth Stock Portfolio commenced operations on May 20, 1994.
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
29
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND
 
- ---------------------------------------------------------------------------
 FINANCIAL HIGHLIGHTS
 
FOR A SELECT SHARE OUTSTANDING THROUGHOUT THE PERIOD.
 
<TABLE>
<CAPTION>
                                                                       PERIOD
                                                                       ENDED
                                                                     07/31/94*
<S>                                                                 <C>
Net asset value, beginning of period                                $   1.00
- ------------------------------------------------------------------------------
- --
Net investment income+++                                              0.0297
Dividends from net investment income                                 (0.0297)
- ------------------------------------------------------------------------------
- --
Net asset value, end of period                                      $   1.00
- ------------------------------------------------------------------------------
- --
Total return++                                                              
3.03%
- ------------------------------------------------------------------------------
- --
Ratios to average net assets/supplemental data:
  Net assets, end of period (in 000's)                              $818,555
  Ratio of net investment income to average net assets                  
3.01%**
  Ratio of operating expenses to average net assets+                    
0.66%**
- ------------------------------------------------------------------------------
- --
<FN>
  * Lehman Brothers Daily Income Fund Select Shares commenced operations on
    August 2, 1993.
 ** Annualized.
  + Annualized operating expense ratio before waiver of fees by investment
    adviser, administrator and distributor for the period ended July 31, 1994
    was 0.95%.
 ++ Total return represents aggregate total return for the period indicated.
+++ Net investment income before waiver of fees by investment adviser,
    administrator and distributor for the period ended July 31, 1994 was
    $0.0269.
</TABLE>
 
                       See Notes to Financial Statements.
30
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- ---------------------------------------------------------------------------
 FINANCIAL HIGHLIGHTS
 
FOR A SELECT SHARE OUTSTANDING THROUGHOUT THE PERIOD.
 
<TABLE>
<CAPTION>
                                                                      PERIOD
                                                                       ENDED
                                                                     07/31/94*
<S>                                                                 <C>
Net asset value, beginning of period                                $     1.00
- ------------------------------------------------------------------------------
- -
Net investment income+++                                                0.0207
Dividends from net investment income                                   
(0.0207)
- ------------------------------------------------------------------------------
- -
Net asset value, end of period                                      $     1.00
- ------------------------------------------------------------------------------
- -
Total return++                                                            
2.09%
- ------------------------------------------------------------------------------
- -
Ratios to average net assets/supplemental data:
  Net assets, end of period (in 000's)                              $  264,425
  Ratio of net investment income to average net assets                    
2.06%**
  Ratio of operating expenses to average net assets+                      
0.64%**
- ------------------------------------------------------------------------------
- -
<FN>
  * Lehman Brothers Municipal Income Fund Select Shares commenced operations 
on
    August 2, 1993.
 ** Annualized.
  + Annualized operating expense ratio before waiver of fees by investment
    adviser, administrator and distributor for the period ended July 31, 1994
    was 0.89%.
 ++ Total return represents aggregate total return for the period indicated.
+++ Net investment income before waiver of fees by investment adviser,
    administrator and distributor for the period ended July 31, 1994 was
    $0.0182.
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
31
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
MUNICIPAL INCOME FUND
 
- ---------------------------------------------------------------------------
 FINANCIAL HIGHLIGHTS
 
FOR A CDSC SHARE OUTSTANDING THROUGHOUT THE PERIOD.
 
<TABLE>
<CAPTION>
                                                                      PERIOD
                                                                       ENDED
                                                                     07/31/94*
<S>                                                                 <C>
Net asset value, beginning of period                                $     1.00
- ------------------------------------------------------------------------------
- -
Net investment income+++                                                0.0018
Dividends from net investment income                                   
(0.0018)
- ------------------------------------------------------------------------------
- -
Net asset value, end of period                                      $     1.00
- ------------------------------------------------------------------------------
- -
Total return++                                                            
0.18%
- ------------------------------------------------------------------------------
- -
Ratios to average net assets/supplemental data:
  Net assets, end of period (in 000's)                              $       10
  Ratio of net investment income to average net assets                   
2.06%**
  Ratio of operating expenses to average net assets+                     
0.64%**
- ------------------------------------------------------------------------------
- -
<FN>
  * Lehman Brothers Municipal Income Fund CDSC Shares commenced operations on
    July 6, 1994.
 ** Annualized.
  + Annualized operating expense ratio before waiver of fees by investment
    adviser, administrator and distributor for the period ended July 31, 1994
    was 0.89%.
 ++ Total return represents aggregate total return for the period indicated 
and
    does not reflect any applicable contingent deferred sales charge.
+++ Net investment income before waiver of fees by investment adviser,
    administrator and distributor for the period ended July 31, 1994 was
    $0.0017.
</TABLE>
 
                       See Notes to Financial Statements.
32
 
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
SELECTED GROWTH STOCK PORTFOLIO
 
- ---------------------------------------------------------------------------
 FINANCIAL HIGHLIGHTS
 
FOR A PORTFOLIO SHARE OUTSTANDING THROUGHOUT THE PERIOD.
 
<TABLE>
<CAPTION>
                                                                      PERIOD
                                                                      ENDED
                                                                    07/31/94*
<S>                                                                 <C>
Net asset value, beginning of period                                $   10.00
- ------------------------------------------------------------------------------
Income from investment operations:
Net investment income+++                                                 0.01
Net realized and unrealized loss on investments                         (0.28)
- ------------------------------------------------------------------------------
Total from investment operations                                        (0.27)
- ------------------------------------------------------------------------------
Net asset value, end of period                                      $    9.73
- ------------------------------------------------------------------------------
Total return++                                                          
(2.70)%
- ------------------------------------------------------------------------------
Ratios to average net assets/supplemental data:
  Net assets, end of period (in 000's)                              $  26,341
  Ratio of net investment income to average net assets                   
1.06%**
  Ratio of operating expenses to average net assets+                     
2.04%**
  Portfolio turnover rate                                                  33%
- ------------------------------------------------------------------------------
<FN>
  * Lehman Brothers Selected Growth Stock Portfolio Shares commenced 
operations
    on May 20, 1994.
 ** Annualized.
  + Annualized operating expense ratio before waiver of fees and expenses
    reimbursed by investment adviser and administrator for the period ended 
July
    31, 1994 was 3.42%.
 ++ Total return represents aggregate total return for the period indicated 
and
    does not reflect any applicable contingent deferred sales charge.
+++ Net investment income before waiver of fees and expenses reimbursed by
    investment adviser and administrator for the period ended July 31, 1994
    rounded to less than $0.00.
</TABLE>
 
                       See Notes to Financial Statements.
                                                                              
33
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- ---------------------------------------------
 NOTES TO FINANCIAL STATEMENTS
 
   1. SIGNIFICANT ACCOUNTING POLICIES
 
   Lehman  Brothers Funds, Inc. (the "Company")  was incorporated under the 
laws
of the State of Maryland on May 5, 1993. It is an open-end management 
investment
company, which currently offers three  funds: Lehman Brothers Daily Income  
Fund
("Daily  Income Fund"), Lehman Brothers Municipal Income Fund ("Municipal 
Income
Fund") and  Lehman  Selected  Growth Stock  Portfolio  ("Selected  Growth  
Stock
Portfolio")  (the "Funds").  All Funds  except Selected  Growth Stock 
Portfolio,
currently offer two classes of shares:  Select Shares and CDSC Shares.  
Selected
Growth  Stock Portfolio currently offers one  class of shares: Portfolio 
Shares.
Select Shares are offered without a front-end sales load or contingent  
deferred
sales  charge ("CDSC").  CDSC Shares  and Portfolio Shares  may be  subject to 
a
CDSC. All classes of  shares of each Fund  represent interests in proportion  
to
their  net asset value and otherwise have identical rights and privileges 
except
with respect to  the effect of  the respective sales  charges, the  
distribution
and/or  service fees borne by each class, expenses allocable exclusively to 
each
class and voting rights on matters affecting a single class. The following is  
a
summary of significant accounting policies consistently followed by the Funds 
in
the preparation of their financial statements.
 
   PORTFOLIO  VALUATION: Portfolio securities held by  the Daily Income Fund 
and
the Municipal Income Fund are valued at amortized cost which approximates 
market
value. Amortized cost valuation  involves valuing a  security at cost  
initially
and, thereafter, assuming a constant amortization to maturity of any discount 
or
premium,  regardless of the  impact of fluctuating interest  rates on the 
market
value of the instrument. Portfolio securities held by the Selected Growth  
Stock
Portfolio which are traded on a recognized stock exchange are valued at the 
last
sale  price on  the securities exchange  on which such  securities are 
primarily
traded or at the  last sale price  on the national securities  market or in  
the
absence  of sales in such market, at the  mean between the closing bid and 
asked
prices.  Selected   Growth   Stock   Portfolio   securities   traded   only   
on
over-the-counter markets are valued on the basis of the closing over-the-
counter
bid prices or if no sale occurred on such day at the mean of the current bid 
and
ask  prices. Certain  securities of the  Selected Growth Stock  Portfolio may 
be
valued by one or more principal market makers. Restricted securities, 
securities
for   which    market    quotations    are   not    readily    available,    
and
 
34
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
other  assets of the  Selected Growth Stock  Portfolio are valued  at fair 
value
under the supervision  of the  Board of Directors.  Short-term investments  
that
mature in 60 days or less are valued at amortized cost.
 
   REPURCHASE   AGREEMENTS:  The  Funds  may   engage  in  repurchase  
agreement
transactions. Each  Fund  values  repurchase  agreements  at  cost  and  
accrues
interest  into  interest receivable.  Under the  terms  of a  typical 
repurchase
agreement, the Fund takes possession of an underlying debt obligation subject 
to
an obligation  of  the  seller  to  repurchase, and  the  Fund  to  resell,  
the
obligation  at  an agreed-upon  price and  time,  thereby determining  the 
yield
during the Fund's holding  period. There is  potential loss to  the Fund in  
the
event  of default by the seller, including  the risk of adverse market action 
or
delay in  connection with  the disposition  of the  underlying obligations.  
The
Funds  review the  creditworthiness of  those banks  and dealers  with which 
the
Funds enter into repurchase agreements to evaluate potential risks.
 
   OPTION CONTRACTS: The Selected  Growth Stock Portfolio  may engage in  
option
contracts.  Upon the purchase of a put option  or a call option by the 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  the 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 the  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 the  
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 the 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 call option  
is
exercised,   the  Fund  realizes   a  gain  or   loss  from  the   sale  of  
the
 
                                                                              
35
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
underlying security and the proceeds from such sale are increased by the 
premium
originally received. When a put option  is exercised, the amount of the  
premium
originally  received  will  reduce  the  cost of  the  security  which  the 
Fund
purchased upon exercise.
 
   The risk  associated  with  purchasing  options is  limited  to  the  
premium
originally  paid. The risk in  writing a call option is  the Fund may forego 
the
opportunity of profit if the market  price of the underlying security  
increases
and  the option is exercised. The risk in  writing a put option is that the 
Fund
may incur a loss if  the market price of  the underlying security decreases  
and
the option is exercised.
 
   SECURITIES  TRANSACTIONS AND  INVESTMENT INCOME:  Securities transactions 
are
recorded as of the trade date. Interest income is recorded on the accrual 
basis.
Dividend income is recorded on the  ex-dividend date. Realized gains and  
losses
on  investments sold  are recorded on  the basis of  identified cost. 
Investment
income and realized and unrealized gains and losses are allocated based upon 
the
relative net assets of each class of shares.
 
   FEDERAL INCOME TAXES:  The Funds  intend to qualify  as regulated  
investment
companies  by complying  with the requirements  of the Internal  Revenue Code 
of
1986, as  amended  and  applicable  to regulated  investment  companies  and  
by
distributing  substantially all of  their taxable income  to their 
shareholders.
Therefore, no Federal income tax provision is required.
 
   DIVIDENDS AND DISTRIBUTIONS  TO SHAREHOLDERS: Dividends  from net  
investment
income  of the Daily Income Fund and the Municipal Income Fund are determined 
on
a class  level and  are declared  daily  and paid  monthly. Dividends  from  
net
investment  income of the Selected Growth  Stock Portfolio are declared and 
paid
annually.  Capital  gains,   unless  offset  by   any  available  capital   
loss
carryforward,  are distributed to  shareholders annually after  the close of 
the
fiscal year in which earned or more frequently to maintain the Fund's net  
asset
value of $1.00 per share for the Daily Income Fund and Municipal Income Fund. 
In
order  to avoid  the application  of a 4%  non-deductible excise  tax on 
certain
undistributed amounts of ordinary income and  capital gains, each Fund may  
make
additional  distributions of any undistributed  ordinary income or capital 
gains
before each December  31, and  expects to make  any other  distributions as  
are
necessary to avoid the application of this tax. Income
 
36
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
distributions  and capital gain distributions  are determined in accordance 
with
income tax  regulations  which may  differ  from generally  accepted  
accounting
principles.  These  differences are  primarily  due to  differing  treatments 
of
income and gains  on various  investment securities  held by  the Funds,  
timing
differences and differing characterization of distributions made by each Fund 
as
a whole.
 
   For the period ended July 31, 1994, permanent differences resulting from 
book
and tax accounting for organizational costs were reclassified to paid-in 
capital
at period end.
 
   2. INVESTMENT ADVISORY FEE, ADMINISTRATION FEE AND OTHER
       RELATED PARTY TRANSACTIONS
 
   Lehman  Brothers Global Asset Management Inc.  ("LBGAM") serves as the 
Funds'
investment adviser pursuant to separate investment advisory agreements. LBGAM 
is
a wholly-owned subsidiary of Lehman  Brothers Holdings Inc. ("Holdings").  
Prior
to  May 31, 1994, all  of the issued and  outstanding common stock 
(representing
92% of  the voting  stock) of  Holdings  was held  by American  Express  
Company
("American  Express").  The remainder  of Holding's  voting  stock was  owned 
by
Nippon Life Insurance Company. On May 31, 1994, American Express distributed  
to
holders  of common  stock of American  Express all outstanding  shares of 
common
stock of Holdings. As of May 31, 1994, Nippon Life Insurance Company owned 
11.2%
of the outstanding voting securities of Holdings. Under the investment  
advisory
agreements,  the Daily Income Fund  and the Municipal Income  Fund pay a 
monthly
fee at an annual  rate of 0.30% of  the value of such  Fund's average daily  
net
assets. The Selected Growth Stock Portfolio pays a monthly fee at an annual 
rate
of  0.75%  of  the value  of  the Fund's  average  daily net  assets.  LBGAM 
may
voluntarily waive fees  and reimburse expenses.  For the period  ended July  
31,
1994, LBGAM voluntarily waived fees and reimbursed expenses as follows:
 
<TABLE>
<CAPTION>
                                                                           
EXPENSES
                                                           FEES WAIVED    
REIMBURSED
      <S>                                                  <C>            <C>
      -----------------------------------------------------------------
      Daily Income Fund                                      $918,678        -
- -
      Municipal Income Fund                                   245,504        -
- -
      Selected Growth Stock Portfolio                          25,460       
$11,440
      -----------------------------------------------------------------
</TABLE>
 
                                                                              
37
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
   The  Shareholder Services Group, Inc.  ("TSSG"), a wholly-owned subsidiary 
of
First Data  Corporation,  serves as  the  Funds' administrator  pursuant  to  
an
administration  agreement. Under the  administration agreement each  Fund pays 
a
monthly fee at an annual  rate of 0.20% of the  value of its respective  
average
daily  net assets.  Prior to the  close of business  on May 6,  1994, The 
Boston
Company Advisors, Inc. ("Boston Advisors"), a wholly-owned subsidiary of  
Mellon
Bank  Corporation ("Mellon"),  served as  the Funds'  administrator and 
received
fees equivalent to the  current rate for  its services. On  May 6, 1994,  
Mellon
sold  the assets comprising Boston Advisors' third party mutual fund business 
to
TSSG. Effective  as of  the  close of  business on  that  day, TSSG  became  
the
administrator pursuant to an assignment to TSSG by Boston Advisors of the 
Funds'
administration   agreement.  TSSG  may  voluntarily  waive  fees  and  
reimburse
expenses. For  the  period  ended  July  31,  1994,  Boston  Advisors  and  
TSSG
voluntarily waived fees and reimbursed expenses as follows:
 
<TABLE>
<CAPTION>
                                                           FEES WAIVED       
FEES
                                                               BY           
WAIVED       EXPENSES
                                                             BOSTON           
BY        REIMBURSED
                                                            ADVISORS         
TSSG        BY TSSG
      <S>                                                  <C>            <C>           
<C>
      -----------------------------------------------------------------
      Daily Income Fund                                      $548,029       
$78,490        --
      Municipal Income Fund                                   138,772        
15,298        --
      Selected Growth Stock Portfolio                          --             
6,790       $ 3,051
      -----------------------------------------------------------------
</TABLE>
 
   For  the  period ended  July 31,  1994, the  Selected Growth  Stock 
Portfolio
incurred total brokerage commissions  of $21,670, of which  $14,392 was paid  
to
Lehman Brothers Inc. ("Lehman Brothers").
 
   A CDSC may be imposed upon the redemption of CDSC Shares and Portfolio 
Shares
within  two years after the date of purchase. The amount of the CDSC will 
depend
on the number  of years  since the shareholder  made the  purchase payment  
from
which the amount is being redeemed. During the period ended July 31,1994, 
Lehman
Brothers  received $908 in CDSC Fees for  the Portfolio Shares, and no CDSC 
Fees
for the CDSC Shares.
 
   No employee of Lehman Brothers, LBGAM or TSSG receives any compensation  
from
the   Company  for   serving  as  an   officer  or  Director   of  the  
Company.
 
38
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
The Company pays each Director who is not a director, an officer or employee  
of
Lehman  Brothers, LBGAM or TSSG or their  affiliates a fee of $20,000 per 
annum,
plus $500  per meeting  attended, and  reimburses each  of them  for travel  
and
out-of-pocket expenses.
 
   Boston Safe Deposit and Trust Company, an indirect wholly owned subsidiary 
of
Mellon,  serves  as the  Funds' custodian.  TSSG serves  as the  Funds' 
transfer
agent.
 
   3. SERVICE AGREEMENTS
 
   Lehman Brothers acts as the distributor of Fund shares.
 
   Pursuant to Rule 12b-1 under the Investment Company Act of 1940, the  
Company
has  adopted a plan of distribution (the "Plan of Distribution") with respect 
to
each class of shares  of the Daily  Income Fund and  the Municipal Income  
Fund.
Under  the Plan of Distribution  the Daily Income Fund  and the Municipal 
Income
Fund have agreed with respect to each  class to pay Lehman Brothers monthly  
for
advertising,  marketing and distributing its shares,  at an annual rate of 
0.25%
of the value of its respective average daily net assets.
 
   In addition, the Company has adopted  a services and distribution plan  
("The
Plan")  with respect to the Selected Growth Stock Portfolio. Under the Plan, 
the
Selected Growth Stock Portfolio has agreed to pay Lehman Brothers a service 
fee,
accrued daily and paid monthly, at an annual  rate of 0.25% of the value of  
the
Fund's  average daily net assets, and a distribution fee, accrued daily and 
paid
monthly, at an annual rate of 0.75% of the value of the Fund's average daily 
net
assets.  The  service  fee  is  used  by  Lehman  Brothers  to  pay   
Investment
Representatives  or Introducing Brokers for  servicing shareholder accounts. 
The
distribution fee  is paid  to  Lehman Brothers  for advertising,  marketing  
and
distributing Portfolio shares.
 
   For  the  period  ended  July  31, 1994,  each  Fund  incurred  the 
following
distribution fees:
 
<TABLE>
<CAPTION>
                                                                         
PORTFOLIO
                                         SELECT SHARES    CDSC SHARES     
SHARES
      <S>                                <C>              <C>            <C>
      -----------------------------------------------------------------
      Daily Income Fund                    $1,821,009       --              --
      Municipal Income Fund                   558,352          $2           --
      Selected Growth Stock Portfolio         --            --            
$25,460
      -----------------------------------------------------------------
</TABLE>
 
                                                                              
39
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
   The Selected Growth Stock Portfolio incurred  service fees of $8,487 for  
the
period ended July 31, 1994.
 
   For the period ended July 31, 1994, Lehman Brothers waived fees as follows:
 
<TABLE>
<CAPTION>
                                                           FEES WAIVED
      <S>                                                  <C>            <C>
      -----------------------------------------------------------------
      Daily Income Fund                                      $509,633
      Municipal Income Fund                                   156,345
      -----------------------------------------------------------------
</TABLE>
 
   4. EXPENSE ALLOCATION
 
   Expenses  for each  Fund not  directly attributable  to the  operation of 
any
class of  shares are  prorated among  the classes  based upon  the relative  
net
assets  of each class  of shares. Operating expenses  directly attributable to 
a
class of shares are charged to that class' operations.
 
   5. PURCHASE AND SALES OF SECURITIES
 
   Cost of purchases and proceeds from sales of securities, excluding short-
term
investments, aggregated $12,041,922 and $1,392,813, respectively, for the 
period
ended July 31, 1994 for the Selected  Growth Stock Portfolio. At July 31,  
1994,
aggregate  gross unrealized appreciation for all securities in which there is 
an
excess of  value over  tax  cost was  $339,133  and aggregate  gross  
unrealized
depreciation  for all securities  in which there  is an excess  of tax cost 
over
value was  $527,832 for  the  Selected Growth  Stock Portfolio.  Net  
unrealized
depreciation  was $188,699 for  the Selected Growth Stock  Portfolio at July 
31,
1994.
 
   Written option  activity for  the  Selected Growth  Stock Portfolio  for  
the
period ended July 31, 1994 was as follows:
 
<TABLE>
<CAPTION>
                                                           NUMBER OF
                                                           CONTRACTS   PREMIUM
      <S>                                                  <C>         <C>
      -----------------------------------------------------------------
      Option outstanding at May 20, 1994                         0     $    0
      Option written                                            50     34,749
      -----------------------------------------------------------------
      Option outstanding at July 31, 1994                       50     $34,749
      -----------------------------------------------------------------
</TABLE>
 
40
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
   6. SHARES OF CAPITAL STOCK
 
   At   July  31,  1994,  the  Board   of  Directors  have  authority  to  
issue
10,000,000,000 shares  of  capital  stock  ($0.001 par  value)  for  the  
Lehman
Brothers  Funds, Inc.  The shares  of the  Daily Income  Fund and  the 
Municipal
Income Fund  are divided  into two  classes of  shares, Select  Shares and  
CDSC
Shares.  Since the  Daily Income  Fund and the  Municipal Income  Fund have 
sold
shares, issued shares as reinvestments of dividends and redeemed shares only  
at
a  constant net asset value of $1.00 per share, the number of shares 
represented
by such sales, reinvestments and redemptions  is the same as the dollar  
amounts
shown below for such transactions.
 
   The  tables  below summarize  the capital  stock  transactions for  the 
Daily
Income Fund and the Municipal Income Fund:
 
<TABLE>
<CAPTION>
                                                              PERIOD ENDED
                                                               07/31/94*
      <S>                                                  <C>
                                                           SHARES AND AMOUNT
      -----------------------------------------------------------------
 
      DAILY INCOME FUND:
      Select Shares:
      Sold                                                 $   4,591,256,544
      Dividend Reinvestment                                       19,498,755
      Redeemed                                                (3,792,217,038)
      -----------------------------------------------------------------
      Net increase                                         $     818,538,261
      -----------------------------------------------------------------
<FN>
 * The Daily Income Fund Select Shares commenced operations on August 2, 1993.
</TABLE>
 
   At July 31, 1994, the Daily Income Fund had 100 CDSC Shares issued with a
value of $100.00 to Lehman Brothers. During the period ended July 31, 1994,
there was no income or expenses allocated to the 100 CDSC Shares.
 
                                                                              
41
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
<TABLE>
<CAPTION>
                                                              PERIOD ENDED
                                                               07/31/94*
      <S>                                                  <C>
                                                           SHARES AND AMOUNT
      -----------------------------------------------------------------
 
      MUNICIPAL INCOME FUND:
      Select Shares:
      Sold                                                    $1,214,682,908
      Dividend Reinvestment                                        4,150,160
      Redeemed                                                  (954,395,614)
      -----------------------------------------------------------------
      Net increase                                             $ 264,437,454
      -----------------------------------------------------------------
 
<CAPTION>
 
                                                              PERIOD ENDED
                                                               07/31/94**
                                                           SHARES AND AMOUNT
      <S>                                                  <C>
      -----------------------------------------------------------------
 
      MUNICIPAL INCOME FUND:
      CDSC Shares:
      Sold                                                            $9,888
      -----------------------------------------------------------------
      Net increase                                                    $9,888
      -----------------------------------------------------------------
<FN>
 * The Municipal Income Fund Select Shares commenced operations on August 2,
   1993.
** The Municipal Income Fund CDSC Shares commenced operations on July 6, 1994.
</TABLE>
 
   The table below summarizes  the capital stock  transactions for the  
Selected
Growth Stock Portfolio:
 
<TABLE>
<CAPTION>
                                                           PERIOD ENDED
                                                            07/31/94***
      <S>                                             <C>         <C>
                                                       SHARES       AMOUNT
      -----------------------------------------------------------------
 
      SELECTED GROWTH STOCK PORTFOLIO:
      Portfolio Shares:
      Sold                                            2,712,257   $26,711,937
      Redeemed                                           (5,845)      (57,611)
      -----------------------------------------------------------------
      Net increase                                    2,706,412   $26,654,326
      -----------------------------------------------------------------
<FN>
*** The Selected Growth Stock Portfolio commenced operations on May 20, 1994.
</TABLE>
 
42
<PAGE>
LEHMAN BROTHERS FUNDS, INC.
DAILY INCOME FUND/MUNICIPAL INCOME FUND/
SELECTED GROWTH STOCK PORTFOLIO
 
- --------------------------------------------------------------------
 NOTES TO FINANCIAL STATEMENTS (CONTINUED)
 
   7. ORGANIZATION COSTS
 
   The Funds bear all costs in connection with their organization including 
fees
and  expenses of registering and qualifying  their shares for distribution 
under
Federal and state securities regulations. All such costs are being amortized  
on
the  straight-line method over a  period of five years  from the commencement 
of
operations of the  Funds. In the  event that any  of the initial  shares of  
the
Funds are redeemed during such amortization period, the Funds will be 
reimbursed
for  any unamortized organization costs in the  same proportion as the number 
of
shares redeemed  bears to  the number  of initial  shares held  at the  time  
of
redemption.
 
                                                                              
43
<PAGE>
               REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
 
To the Shareholders and Directors
Lehman Brothers Funds, Inc.
 
   We  have  audited  the  accompanying statements  of  assets  and 
liabilities,
including the portfolios  of investments,  of Lehman Brothers  Funds, Inc.  
(the
"Fund"),  (comprising, respectively, the Lehman  Brothers Daily Income Fund, 
the
Lehman Brothers Municipal Income  Fund and the  Lehman Brothers Selected  
Growth
Stock  Portfolio) as of July 31, 1994,  and the related statements of 
operations
and changes in net assets, and the financial highlights for the period 
indicated
therein for each Fund class of shares. These financial statements and  
financial
highlights  are the responsibility of  the Fund's management. Our 
responsibility
is to express an opinion on these financial statements and financial  
highlights
based on our audit.
 
   We conducted our audit in accordance with generally accepted 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 July  31, 1994,  
by
correspondence  with  the custodian  and brokers  or other  appropriate 
auditing
procedures where replies from brokers were not received. An audit also  
includes
assessing  the  accounting principles  used  and significant  estimates  made 
by
management, as well as evaluating the overall financial statement  
presentation.
We believe that our audit provides a reasonable basis for our opinion.
 
   In our opinion, the financial statements and financial highlights referred 
to
above  present fairly, in all material  respects, the financial position of 
each
of the respective portfolios  constituting Lehman Brothers  Funds, Inc. at  
July
31,  1994, the results of  their operations and changes  in their net assets 
and
financial highlights for  the period indicated  therein for each  Fund class  
of
shares, in conformity with generally accepted accounting principles.
 
Boston, Massachusetts
August 31, 1994
 
44
<PAGE>
                                LEHMAN BROTHERS
                   Lehman Brothers Inc.   All Rights Reserved
                                  Member SIPC




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