LEXINGTON INTERNATIONAL FUND INC
N-30D, 1997-08-25
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                                    LEXINGTON
================================================================================


                                    LEXINGTON
                                  INTERNATIONAL
                                   FUND, INC.

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

                       Seeks long-term growth of capital,
                         primarily through investment in
                           common stocks of companies
                         domiciled in foreign countries.

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

                               SEMI-ANNUAL REPORT
                                  JUNE 30, 1997

                               The Lexington Group
                                   of No Load
                              Investment Companies
================================================================================

<PAGE>

DEAR SHAREHOLDERS:
- --------------------------------------------------------------------------------

      The  Lexington  International  Fund  appreciated  9.4%*  during the second
quarter,   and  for  the  first  half  of  1997  advanced  11.9%*.  The  average
international  fund  returned  11.1% for the quarter and 12.5%  during the first
half of 1997, according to Lipper Analytical Services,  Inc. Due to a 23.7% gain
in Japan  during the second  quarter the  unmanaged  Morgan  Stanley  EAFE Index
jumped  13.0%.  For the first  half the  unmanaged  Morgan  Stanley  EAFE  Index
returned 11.2%.

      The  Lexington  International  Fund  slightly  underperformed  the  Lipper
average due to an  underweighting of European equities and weakness in Southeast
Asian markets.  In dollar terms European  equities  appreciated 14.3% during the
first half of the year.  European equities are advancing due to several positive
factors.  Interest  rates have been  falling due to low  inflation  and investor
belief  in  European  monetary  union.  The  profit  outlook  is also  improving
stimulated  by low  interest  rates  and  increasingly  competitive  currencies.
Finally,  many  European  companies  are  restructuring  operations by divesting
non-core or  underperforming  businesses,  while reducing headcount and lowering
costs.  Although the outlook remains positive,  valuation levels have now become
stretched.  Due to excessive valuation levels, the Fund is underweight  European
equities. Many fundamentally attractive companies simply fail our value bias due
to the higher risk they  present.  The Fund has cut back its  weighting in Asia,
but holdings in Malaysia and the Philippines did hurt returns in March and April
as these markets  began a sharp  decline.  The focus of Lexington  International
Fund  remains  on stock  selection.  Weighing  both risk and reward has led to a
heavy weighting of Canadian issues. Stocks such as Bombardier and IMAX have been
strong performers in 1997.

      Equity markets are enjoying an historic climb in most countries around the
world.  Monetary  stimulus from central banks in Europe and Japan has stimulated
financial asset inflation as weak economies can't absorb these funds. Of course,
there are other positive factors as well, such as global restructuring, European
Monetary  Union and Latin  American  economic  recovery.  However,  like Federal
Reserve   Chairman   Greenspan,   we  wonder   whether   investors  have  become
"irrationally  exuberant."  Conditions  are positive for stocks yet much, if not
all, the good news seems reflected in valuations. Markets may continue advancing
but clearly the risks have become very high.  Any  external  shock could cause a
sharp fall in global  equities.  Signs of inflation  would likely lead to a bear
market as interest rates would have to rise.

      The challenge to investors remains participating in this great bull market
while  maintaining  a healthy  respect for risk and  downside  protection.  As a
result, the Fund continues with its value bias. Due to the advent of index funds
and high  institutional  cashflows,  many larger  companies have stock prices at
extremely  expensive levels.  The Lexington  International Fund has found better
value  in  smaller  companies  which  should  offer  more  downside  protection.
Regionally,  the Fund remains  overweight in Canada,  Australia and New Zealand.
Southeast Asian stocks have been reduced due to rising interest rates and a poor
profit  outlook.   European  holdings  are  mainly  comprised  of  restructuring
companies and cyclicals.  However, the Fund is underweight European equities due
to what we believe to be excessive  valuations on many stocks.  Japanese  stocks
also remain unattractive as the economy is likely to slow during the second half
of the  year.  Japanese  companies  have  also  been  slow  to  restructure  and
maximizing returns is still not a priority for corporate Japan.  Finally,  Latin
America  is  enjoying  a strong  economic  recovery.  Mexican  stocks  look very
attractive  as profits  are  accelerating.  A recently  completed  Congressional
election  has given  investors  additional  confidence  in the newly  democratic
political system. Mexican equities are still relatively cheap and should perform
well if interest rates fall as expected over the next year. Currently,  the Fund
has over 3% in Mexican equities.

                                      Sincerely,




/s/ Richard T. Saler                              /s/ Robert M. DeMichele
- ------------------------                          --------------------------
Richard T. Saler                                  Robert M. DeMichele
Portfolio Manager                                 President
August, 1997                                      August, 1997


*13.47%  and 10.63%  are the one year and since  commencement  (1/3/94)  average
annual standard total returns, respectively, for the period ended June 30, 1997.
Investment return and principal value of an investment will fluctuate so that an
investor's  shares,  when  redeemed,  may be  worth  more or less  than at their
original cost. Total return represents past performance and is not predictive of
future results.


                                       1
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30,1997 (unaudited)

  NUMBER OF                                      VALUE
   SHARES                SECURITY              (NOTE 1)
- --------------------------------------------------------

              COMMON STOCK: 93.2%
              Argentina: 1.8%
   28,400     Perez Companc S.A. ..........    $ 228,080
   14,900     Transportadora de Gas del
                Sur, S.A. (ADR) ...........      186,250
                                             -----------
                                                 414,330
                                             -----------
              Australia: 2.7%
  211,400     Foster's Brewing Group, Ltd.       389,588
   37,925     QBE Insurance Group, Ltd. ...      227,290
                                             -----------
                                                 616,878
                                             -----------
              Austria: 5.2%
    8,800     Boehler-Uddeholm AG .........      682,554
    2,500     Wienerberger 
                Baustoffindustrie AG ......      513,620
                                             -----------
                                               1,196,174
                                             -----------
              Brazil: 2.6%
   18,800     Aracruz Celulose S.A. (ADR) .      383,050
  290,000     Companhia Cervejaria Brahma
                (Preferred shares) ........      222,238
                                             -----------
                                                 605,288
                                             -----------
              Canada: 8.1%
   17,200     Bombardier, Inc. "B" ........      390,241
   10,700     Hudson's Bay Company ........      240,439
   24,600     Imax Corporation2 ...........      607,313
    7,200     Jetform Corporation2 ........       94,950
   25,900     Noranda Forest, Inc .........      190,557
    7,200     Tarragon Oil & Gas, Ltd.2 ...       84,549
   57,600     Yogen Fruz World-Wide, Inc.2       252,603
                                             -----------
                                               1,860,652
                                             -----------
              Chile: 2.1%
   27,850     Antofagasta Holdings Plc ....      212,518
    8,300     Banco Santander (ADR)
                (Preferred Shares) ........      122,425
    8,600     Maderas y Sinteticos Sociedad
                Anonima S.A. (ADR) ........      142,975
                                               ---------
                                                 477,918
                                               ---------
              France: 4.4%
    2,080     Alcatel Alsthom .............      260,756
    5,300     Elf Aquitaine S.A. (ADR) ....      288,519
    3,600     Lafarge .....................      224,121
    1,930     Sidel .......................      149,576
    4,400     Unisor Sacilor ..............       79,442
                                               ---------
                                               1,002,414
                                               ---------
              Germany: 3.6%
    7,300     Continental AG ..............      181,397
    4,600     Deutsche Bank AG ............      268,999
    2,100     Hoechst AG ..................       89,156
    7,500     Rofin Sinar Technologies2 ...      143,438
      346     Sto AG (Preferred shares) ...      144,751
                                             -----------
                                                 827,741
                                             -----------
              Greece: 0.4%
      732     Hellenic Tellecommunication
                Organization S.A. (Rights)2        1,200
   12,600     Michaniki S.A. ..............       95,486
                                             -----------
                                                  96,686
                                             -----------
              Hong Kong: 5.1%
    7,600     HSBC Holdings Plc ...........      228,571
  280,000     JCG Holdings, Ltd. ..........      225,886
  248,000     National Mutual Asia, Ltd. ..      275,297
    4,000     Nu Skin Asia Pacific, Inc.2 .      106,000
  163,000     Peregrine Investment 
                Holdings, Ltd. ............      335,582
                                             -----------
                                               1,171,336
                                             -----------
              Indonesia: 0.7%
   96,500     PT Tambang Timah ............      149,820
                                             -----------
              Ireland: 3.8%
   29,000     Allied Irish Banks Plc ......      221,920
    2,900     Elan Corporation Plc2 .......      131,225
  132,200     Jefferson Smurfit Group .....      382,922
   25,000     Ryanair Holdings Plc2 .......      132,758
                                             -----------
                                                 868,825
                                             -----------
              Italy: 1.9%
    9,100     Industrie Natuzzi Spa (ADR) .      233,187
   36,800     Stet Societa' Finanziaria
                Telefonica Spa. ...........      214,138
                                             -----------
                                                 447,325
                                             -----------
              Japan: 15.7%
    3,600     Acom Company, Ltd. ..........      173,661
   10,800     Amway Japan, Ltd. ...........      366,198
    2,800     Doutor Coffee Company, Ltd. .      113,781
   15,000     Fuji Bank, Ltd. .............      225,465
    8,000     Fujitsu, Ltd. ...............      111,160
   22,000     Kubota Corporation ..........      107,856
    2,200     Maruco Company, Ltd. ........       18,341
   13,000     Matsushita Electric Industrial
                Company, Ltd. .............      262,431
   16,000     Mitsubishi Estate Company ...      232,107
    8,000     NEC Corporation .............      111,859
   99,000     Nippon Steel Corporation ....      316,648
    5,000     Omron Corporation ...........      104,431
    5,100     Sony Corporation ............      445,242
    7,000     Sumitomo Electric Industries       117,452
   12,000     The Bank of Tokyo--
                Mitsubishi, Ltd. ..........      241,195
    2,100     Tiemco, Ltd. ................       93,594
    5,000     Tokyo Electron, Ltd. ........      239,448
   25,000     Toshiba Corporation .........      161,015
   19,000     Yamato Kogyo Company, Ltd. ..      187,625
                                             -----------
                                               3,629,509
                                             -----------

                            2
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30,1997 (unaudited) (continued)

  NUMBER OF                                      VALUE
   SHARES                SECURITY              (NOTE 1)
- --------------------------------------------------------

              Malaysia: 1.9%
  126,000     Tanjong Plc .................  $   434,310
                                             -----------
              Mexico: 2.1%
  100,800     Cemex S.A. de C.V. "B" ......      490,408
                                             -----------
              Netherlands: 1.0%
    3,180     Philips Electronics N.V. ....      228,195
                                             -----------
              New Zealand: 3.0%
  198,800     Brierley Investments, Ltd. ..      194,015
   95,800     Carter Holt Harvey, Ltd. ....      247,370
   81,300     Fletcher Challenge Building .      244,090
    3,252     Fletcher Challenge Forests ..        4,716
                                             -----------
                                                 690,191
                                             -----------
              Norway: 1.9%
   22,600     Saga Petroleum AS ...........      429,106
                                             -----------
              Philippines: 0.7%
  457,300     C & P Homes, Inc. ...........      171,643
                                             -----------
              Poland: 1.5%
    3,756     Debica S.A. .................       77,149
   10,242     Elektrim Towarzystwo 
                Handlowe S.A. .............       89,135
    3,371     Wedel S.A. ..................      181,565
                                             -----------
                                                 347,849
                                             -----------
              Singapore: 1.9%
   26,200     Clipsal Industries, Ltd. ....       92,748
   44,000     Jardine Strategic 
                Holdings, Ltd. ............      166,320
    2,200     Jardine Strategic 
                Holdings, Ltd. (Warrants)2            99
   52,800     Want Want Holdings2 .........      175,296
                                             -----------
                                                 434,463
                                             -----------
              Spain: 2.7%
    5,500     Adolfo Dominguez S.A.2 ......      216,903
    1,100     Banco Popular Espanol S.A. ..      270,007
    2,200     Tele Pizza, S.A.2 ...........      129,843
                                             -----------
                                                 616,753
                                             -----------
              Sweden: 1.6%
   35,000     Industrial & Financial Systems,
                IFS, AB1,2 ................      169,741
   17,900     Skandinaviska Enskilda ......      193,298
                                             -----------
                                                 363,039
                                             -----------
              Switzerland: 6.6%
      240     ABB AG ......................      363,823
      205     Nestle S.A. .................      270,830
      170     Novartis AG .................      272,168
      490     Saurer AG2 ..................      325,020
      330     Winterthur Schweizerische
                Versicherungs-Gesellschaft       291,100
                                             -----------
                                               1,522,941
                                             -----------
              Thailand: 0.3%
    9,000     BEC World Public Company, ...       77,128
                                             -----------

              United Kingdom: 9.9%
  127,900     Aegis Group Plc .............      133,572
    3,800     Blacks Leisure Group Plc ....       28,776
   20,330     D.F.S. Furniture Company Plc       190,154
   50,500     George Wimpey Plc ...........      113,464
   22,800     Grand Metropolitan Plc ......      220,656
   18,300     Harvey Nichols Plc ..........       85,888
   96,400     Inchcape Plc ................      454,041
    8,000     Oriflame International S.A. .       64,575
   19,800     PizzaExpress Plc ............      207,275
   10,000     Provident Financial Plc .....       92,702
   13,360     RTZ Corporation Plc .........      232,690
   54,800     Tomkins Plc .................      237,129
   45,800     Vodafone Group Plc ..........      222,958
                                             -----------
                                               2,283,880
                                             -----------
              TOTAL COMMON STOCK
                (cost $19,073,554) ........   21,454,802
                                             -----------
              SHORT-TERM INVESTMENTS: 4.3%
$1,000,000    Federal Home Loan Mortgage
                Corporation, 5.42%, due 7/14/97
                (cost $998,043) ...........      998,043
                                             -----------
              TOTAL INVESTMENTS: 97.5%
                (Cost $20,071,597+) (Note 1)  22,452,845
                                             -----------
              Other assets in excess of
                liabilities: 2.5% .........      581,484
                                             -----------
              TOTAL NET ASSETS: 100.0%
                (equivalent to $12.15 per 
                share on 1,895,902 shares 
                outstanding) ..............  $23,034,329
                                             ===========

1Restricted Security (Note 8).
2Non income producing security.
ADR -- American Depository Receipt.
+Aggregate cost for Federal Income tax purposes is $20,085,420.


                                       3
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
STATEMENT OF NET ASSETS
(INCLUDING THE PORTFOLIO OF INVESTMENTS)
June 30,1997 (unaudited) (continued)

At June  30,  1997,  the  composition  of the  Fund's  net  assets  by  industry
concentration was as follows:

Banking ...................................    7.7%
Capital Equipment .........................   11.8
Construction & Housing ....................    1.7
Consumer Durable ..........................    5.6
Consumer Nondurable .......................   11.7
Electric & Electronics ....................    2.3
Energy Sources ............................    4.3
Financial Services ........................    8.2%
Health &Personal Care .....................    2.5
Materials .................................   18.5
Merchandising .............................    4.8
Multi-Industry ............................    4.5
Real Estate ...............................    1.0
Services ..................................    3.7
Telecommunications ........................    1.9%
Trade .....................................    2.4
Transportation ............................    0.6
Other assets ..............................    6.8
                                             -----
  Total Net Assets ........................  100.0%
                                             =====

LEXINGTON INTERNATIONAL FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
June 30,1997 (unaudited)

ASSETS
Investments, at value (cost $20,071,597) (Note 1) ................   $22,452,845
Cash .............................................................     1,115,408
Receivable for investment securities sold ........................       428,427
Receivable for shares sold .......................................        51,483
Dividends and interest receivable ................................        52,916
Foreign taxes recoverable ........................................        33,528
Unrealized gain on open forward contracts (Note 7) ...............        31,347
Deferred organization expenses, net (Note 1) .....................        16,381
                                                                     -----------
       Total Assets ..............................................   $24,182,335
                                                                     -----------
LIABILITIES
Due to Lexington Management Corporation (Note 2) .................         9,388
Payable for investment securities purchased ......................     1,056,925
Payable for shares redeemed ......................................         1,231
Accrued expenses .................................................        80,462
                                                                     -----------
       Total Liabilities .........................................     1,148,006
                                                                     -----------
NET ASSETS  (equivalent to $12.15 per share on 1,895,902 shares
  outstanding) (Note 4) ..........................................   $23,034,329
                                                                     ===========
Net Assets consist of:
Capital stock--authorized 1,000,000,000 shares,
  $.001 par value per share ......................................   $     1,896
Additional paid-in capital (Note 1) ..............................    19,317,911
Undistributed net investment income (Note 1) .....................        79,401
Accumulated net realized gain on investments and foreign
  currency holdings (Note 1) .....................................     1,226,419
Unrealized appreciation of investments and foreign
  currency holdings ..............................................     2,408,702
                                                                     -----------
         TOTAL NET ASSETS ........................................   $23,034,329
                                                                     ===========

   The Notes to Financial Statements are an integral part of these statements.


                                       4
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
STATEMENT OF OPERATIONS
Six months ended June 30,1997 (unaudited)

INVESTMENT INCOME
Dividends ............................................   $  303,825
Interest .............................................       43,106
                                                         ----------
                                                            346,931
Less: foreign tax expense ............................       34,710
                                                         ----------
   Total investment income ..........................                 $  312,221

EXPENSES
  Investment advisory fee (Note 2) ...................      100,763
  Custodian expense ..................................       37,235
  Distribution expense (Note 3) ......................       25,191
  Printing and mailing expenses ......................       16,837
  Transfer agent and shareholder servicing
    expense (Note 2) .................................       15,975
  Accounting expenses (Note 2) .......................       10,409
  Registration fees ..................................        9,631
  Directors' fees and expenses .......................        7,597
  Amortization of organization costs (Note 1) ........        5,468
  Professional fees ..................................        5,085
  Computer processing fees ...........................        2,887
  Other expenses .....................................        3,437
                                                         ----------
    Total expenses ...................................      240,515
    Less: expenses recovered under contract with
       investment adviser (Note 2) ...................       64,180      176,335
                                                         ----------    ---------
    Net investment income ............................                   135,886

REALIZED AND UNREALIZED GAIN ON INVESTMENTS (NOTE 5)
  Net realized gain on:
    Investments ......................................    1,302,640
    Foreign currency transactions ....................       32,968
                                                         ----------
      Net realized gain ..............................                 1,335,608
  Net change in unrealized appreciation on:
    Investments ......................................      826,886
    Foreign currency translations of other assets
      and liabilities ................................       42,298
                                                         ----------
      Net change in unrealized appreciation ..........                   869,184
                                                                      ----------
      Net realized and unrealized gain ...............                 2,204,792
                                                                      ----------
INCREASE IN NET ASSETS RESULTING FROM OPERATIONS .....                $2,340,678
                                                                      ==========

    The Notes to Financial Statements are an integral part of this statement.


                                       5
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
STATEMENT OF CHANGES IN NET ASSETS
                                  
<TABLE>
<CAPTION>
     `                                                      SIX MONTHS    
                                                               ENDED         YEAR ENDED
                                                           JUNE 30, 1997    DECEMBER 31,
                                                            (UNAUDITED)         1996
                                                            -----------     ------------
<S>                                                        <C>              <C>          
Net investment income (loss) ...........................   $    135,886     $    (73,734)
Net realized gain from investments and foreign                             
  currency transactions ................................      1,335,608        2,161,800
Net change in unrealized appreciation of                                   
  investments and foreign currency translations ........        869,184          377,550
                                                           ------------     ------------
    Increase in net assets resulting from operations ...      2,340,678        2,465,616
Distributions to shareholders from net investment income           --           (319,185)
Distributions to shareholders from net realized gains                      
  from security transactions (Note 1) ..................           --         (1,538,614)
Increase in net assets from capital share                                  
  transactions (Note 4) ................................      1,802,683          428,512
                                                           ------------     ------------
    Net increase in net assets .........................      4,143,361        1,036,329
                                                                           
NET ASSETS:                                                                
  Beginning of period ..................................     18,890,968       17,854,639
                                                           ------------     ------------
  End of period (including undistributed net investment                    
      income of $79,401 and distributions in excess of                     
      net investment income of $56,485, respectively) ..   $ 23,034,329     $ 18,890,968
                                                           ============     ============
</TABLE>                                                                
   The Notes to Financial Statements are an integral part of these statements.


                                       6
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996

1.  SIGNIFICANT ACCOUNTING POLICIES
Lexington  International  Fund,  Inc.  (the  "Fund") is an open-end  diversified
management  investment  company  registered under the Investment  Company Act of
1940, as amended. The Fund's investment objective is to seek long-term growth of
capital  through  investment  in common  stocks  and  equivalents  of  companies
domiciled  in foreign  countries.  The  following  is a summary  of  significant
accounting  policies  followed by the Fund in the  preparation  of its financial
statements:

     INVESTMENTS Security  transactions are accounted for on a trade date basis.
Realized  gains and losses  from  investment  transactions  are  reported on the
identified  cost basis.  Securities  traded on a recognized  stock  exchange are
valued at the last sales price  reported by the exchange on which the securities
are traded.  If no sales price is  recorded,  the mean  between the last bid and
asked  price is used.  Securities  traded on the over-  the-counter  market  are
valued at the mean  between  the last  current bid and asked  price.  Short-term
securities  having a maturity of 60 days or less are stated at  amortized  cost,
which approximates market value.  Securities for which market quotations are not
readily  available and other assets are valued by Fund  management in good faith
under the direction of the Fund's Board of Directors.  All investments quoted in
foreign  currencies  are  valued in U.S.  dollars  on the  basis of the  foreign
currency exchange rates prevailing at the close of business. Dividend income and
distributions  to shareholders  are recorded on the ex-dividend  date.  Interest
income,  adjusted for  amortization  of premiums and accretion of discounts,  is
accrued as earned.

     FOREIGN  CURRENCY  TRANSACTIONS  Foreign  currencies  (and  receivables and
payables  denominated in foreign  currencies)  are translated  into U.S.  dollar
amounts at current  exchange rates.  Translation  gains or losses resulting from
changes in exchange  rates and realized  gains and losses on the  settlement  of
foreign currency  transactions  are reported in the statement of operations.  In
addition, the Fund may enter into forward foreign exchange contracts in order to
hedge  against  foreign  currency  risk in the  purchase  or sale of  securities
denominated in foreign currency.  The Fund may also enter into such contracts to
hedge against changes in foreign currency exchange rates on portfolio positions.
These  contracts  are marked to market  daily,  by  recognizing  the  difference
between the contract  exchange  rate and the current  market rate as  unrealized
gains or losses.  Realized  gains or losses are  recognized  when  contracts are
closed and are reported in the statement of operations.

     FEDERAL   INCOME  TAXES  It  is  the  Fund's  policy  to  comply  with  the
requirements of the Internal  Revenue Code  applicable to "regulated  investment
companies"  and to  distribute  all of its taxable  income to its  shareholders.
Therefore, no provision for Federal income taxes is required.

     DISTRIBUTIONS Dividends from net investment income and net realized capital
gains  are  normally  declared  and  paid  annually,   but  the  Fund  may  make
distributions  on  a  more  frequent  basis  to  comply  with  the  distribution
requirements of the Internal  Revenue Code. The character of income and gains to
be distributed are determined in accordance  with income tax  regulations  which
may differ from generally accepted accounting principles.  At December 31, 1996,
reclassifications  were made to the Fund's capital accounts to reflect permanent
book/tax  differences  and income and gains  available for  distributions  under
income tax regulations. Net investment income, net realized gains and net assets
were not affected by this change.

     DEFERRED  ORGANIZATION  EXPENSES  Organization expenses aggregating $48,067
have been deferred and are being  amortized on a  straight-line  basis over five
years.

                                       7
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996 (continued)

     USE OF ESTIMATES The preparation of financial statements in conformity with
generally accepted  accounting  principles requires management to make estimates
and  assumptions  that affect the reported  amounts of assets and liabilities at
the date of the financial  statements and the reported  amounts of increases and
decreases in net assets from  operations  during the  reporting  period.  Actual
results could differ from those estimates.

2.  INVESTMENT ADVISORY FEE AND OTHER TRANSACTIONS WITH AFFILIATE
The Fund pays an  investment  advisory fee to Lexington  Management  Corporation
("LMC") at an annual rate of 1.00% of the Fund' s average daily net assets.  For
1997,  LMC has  agreed  to  voluntarily  limit the  total  expenses  of the Fund
(including management fees, but excluding interest, taxes, brokerage commissions
and  extraordinary  expenses)  to an annual rate of 1.75% of the Fund's  average
daily net assets.  Total reimbursement was $64,180 for the six months ended June
30, 1997, and is set forth in the statement of operations.  The Fund  reimbursed
LMC for certain expenses,  including accounting and shareholder  servicing costs
of $26,384 which are incurred by the Fund, but paid by LMC.

3.  DISTRIBUTION PLAN
The Fund has a distribution  Plan (the "Plan") which allows  payments to finance
activities  associated  with the  distribution  of the Fund's  shares.  The Plan
provides  that the  Fund may pay  distribution  fees on a  reimbursement  basis,
including  payments to Lexington Funds  Distributor,  Inc.  ("LFD"),  the Fund's
distributor,  in amounts  not  exceeding  0.25% per annum of the Fund's  average
daily net assets. Total distribution  expenses for the six months ended June 30,
1997 were $25,191 and are set forth in the statement of operations.

4.  CAPITAL STOCK

Transactions in capital stock were as follows:

<TABLE>
<CAPTION>
                                      Six months ended
                                        June 30, 1997                  Year ended
                                         (unaudited)                December 31, 1996
                                  ------------------------    --------------------------
                                    Shares       Amount          Shares       Amount
                                  ----------- ------------    ------------ -------------
<S>                                 <C>        <C>                <C>        <C>        
Shares sold .................       202,877    $ 2,332,157        317,658    $ 3,566,613
Shares issued on reinvestment
  of dividends ..............          --             --          149,131      1,605,600
                                    -------    -----------        -------    -----------
                                    202,878      2,332,157        466,789      5,172,213
Shares redeemed .............       (45,966)      (529,474)      (412,925)    (4,743,701)
                                    -------    -----------        -------    -----------         
Net increase ................       156,911    $ 1,802,683         53,864    $   428,512
                                    =======    ===========        =======    ===========
</TABLE>

5.  PURCHASES AND SALES OF INVESTMENT SECURITIES
The cost of purchases and proceeds  from sales of securities  for the six months
ended June 30, 1997,  excluding  short-term  securities,  were  $14,502,633  and
$13,652,205  respectively.  

At June 30, 1997, the aggregate gross unrealized appreciation for all securities
in which there is an excess of value over tax cost  amounted to  $2,902,614  and
aggregate gross unrealized  depreciation for all securities in which there is an
excess of tax cost over value amounted to $493,912.


                                       8
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
NOTES TO FINANCIAL STATEMENTS
June 30, 1997 (unaudited) and December 31, 1996 (continued)

6.  INVESTMENT AND CONCENTRATION RISKS
The Fund's  investments  in foreign  securities may involve risks not present in
domestic  investments.  Since foreign securities may be denominated in a foreign
currency  and  involve  settlement  and pay  interest  or  dividends  in foreign
currencies, changes in the relationship of these foreign currencies to the U.S..
dollar can significantly affect the value of the investments and earnings of the
Fund.  Foreign  investments  may also  subject  the Fund to  foreign  government
exchange  restrictions,  expropriation,  taxation or other political,  social or
economic  developments,  all of which could affect the market and/or credit risk
of the investments.  In addition to the risks described  above,  risks may arise
from forward foreign currency  contracts as a result of the potential  inability
of counterparties to meet the terms of their contracts.

7.  FORWARD FOREIGN EXCHANGE CONTRACTS
At June 30, 1997,  the Fund was committed to sell foreign  currencies  under the
following forward foreign exchange contracts:

<TABLE>
<CAPTION>
                                              Contract                                  Unrealized
                            Settlement         Amount          Contract     Current       Gain at
      Security                 Date       (Local Currency)       Rate        Rate      June 30, 1997
       -------               ---------      -------------      --------    --------    ------------
<S>                           <C>             <C>              <C>          <C>          <C>     
New Zealand Dollar ........   10/3/97             849,980        0.6900       0.6783      $ 9,932
French Franc ..............   12/2/97           2,780,125        5.6747       5.8215       12,354
Italian Lira ..............   12/2/97         267,411,158      1,699.22     1,710.70        1,056
Spanish Pesetas ...........   12/2/97          47,247,745       143.485       147.06        8,005
                                                                                          -------
                                                                                          $31,347
                                                                                          =======
</TABLE>

8.  Restricted Securities
The following  security was purchased  under Rule 144A of the  Securities Act of
1933 and, unless registered under the Act or exempted from registration,  may be
sold only to qualified institutional investors.

<TABLE>
<CAPTION>

                                               Acquisition             Average Cost     Market      % of Net
   Security                                       Date        Shares     Per Share       Value       Assets
   --------                                    ------------    ------  ------------    ---------    ---------
<S>                                              <C>          <C>          <C>          <C>           <C>  
Industrial and Financial Systems IFS,AB .....    6/12/97      35,000       $4.88        $169,741      0.74%
</TABLE>

Pursuant  to  guidelines  adopted  by  the  Fund's  Board  of  Directors,   this
unregistered security has been deemed to be illiquid.  The Fund currently limits
investment  in illiquid  securities  to 15% of the Fund's net assets,  at market
value, at the time of purchase.

                                       9
<PAGE>

LEXINGTON INTERNATIONAL FUND, INC.
FINANCIAL HIGHLIGHTS
Selected per share data for a share outstanding throughout the period:

<TABLE>
<CAPTION>
                                                         Six months
                                                            ended 
                                                          June 30,             Year ended December 31,
                                                            1997        ------------------------------------
                                                         (unaudited)       1996         1995         1994
                                                         ----------     ----------   -----------  ----------
<S>                                                         <C>           <C>           <C>          <C>   
Net asset value, beginning of period ...................    $10.86        $10.60        $10.37       $10.00
                                                            ------        ------       -------      -------
Income (loss) from investment operations:
Net investment income (loss) ...........................      0.07         (0.02)        (0.01)       (0.08)
Net realized and unrealized gain
  on investments and foreign
  currency transactions ................................      1.22          1.45          0.61         0.67
                                                            ------        ------       -------      -------
Total income from investment operations ................      1.29          1.43          0.60         0.59
Less distributions:
Distributions from net investment income ...............        --         (0.20)           --           --
Distributions in excess of net investment income
(temporary book-tax difference) ........................        --            --         (0.35)          --
Distributions from net realized gains ..................        --         (0.97)        (0.02)       (0.10)
Distributions in excess of net realized gains
(temporary book-tax difference) ........................        --            --            --        (0.12)
                                                            ------        ------       -------      -------
Total distributions ....................................        --         (1.17)        (0.37)       (0.22)
                                                            ------        ------       -------      -------

Net asset value, end of period .........................    $12.15        $10.86        $10.60       $10.37
                                                            ======        ======       =======      =======
Total return ...........................................     23.95%*       13.57%         5.77%        5.87%

Ratio to average net assets:
Expenses, before reimbursement or waivers ..............      2.39%*        2.45%         2.46%        2.39%
Expenses, net of reimbursement or waivers ..............      1.75%*        2.45%         2.46%        2.39%
Net investment income (loss), before reimbursement
  or waivers ...........................................      1.99%*       (0.39%)       (0.12%)       0.94%
Net investment income (loss) ...........................      1.35%*       (0.39%)       (0.12%)       0.94%
Portfolio turnover rate ................................    146.18%*      113.55%       137.72%      100.10%
Average commission paid on equity
security transactions** ................................     $0.01         $0.03            --           --
Net assets, end of period (000's omitted) ..............   $23,034       $18,891       $17,855      $17,843
</TABLE>

* Annualized.
**In  accordance  with SEC disclosure  guidelines,  the average  commissions are
calculated for the periods  beginning with the year ended December 31, 1996, but
not for prior periods.


                                       10
<PAGE>
LEXINGTON
INVESTOR SERVICES
- --------------------------------------------------------------------------------

As a Lexington  shareholder,  you should be aware of the many services available
to you.

NO  LOAD--The  Lexington  Funds  are no load  funds.  That is,  investments  and
redemptions are made without any sales charges, commissions or redemption fees.

                                   ----------

FREE TELEPHONE EXCHANGE--Investments in the Lexington Funds may be exchanged for
shares of a different Lexington Fund at any time.

                                   ----------

CHECK  WRITING   PRIVILEGES--Lexington  Money  Market  Trust  permits  investors
immediate  access to their funds with check writing for  withdrawals  from their
account.
                                   ----------

TAX SHELTERED PLANS--IRA, Keogh, Pension, and Profit Sharing Prototype Plans are
available to qualified  individuals.  These plans offer  investment  flexibility
through the Share Exchange Service,  simplified record keeping,  convenience and
investment supervision.

                                   ----------

CUSTODIAL ACCOUNTS FOR MINORS--Investments may be made on behalf of minors under
the Uniform Gifts to Minors Act currently in effect in all states.

                                   ----------

SYSTEMATIC WITHDRAWAL PLAN--An investor may elect to receive a fixed amount from
his or her account each month or quarter, subject to certain minimums.

                                   ----------

COMPLETE  RECORD  KEEPING--A  statement  is provided  for every  transaction  in
addition to a year-end statement with tax information.


THE LEXINGTON GROUP OF
NO LOAD INVESTMENT COMPANIES

LEXINGTON  WORLDWIDE  EMERGING  MARKETS FUND,  INC.--Seeks  long-term  growth of
capital primarily through investment in equity securities of companies domiciled
in, or doing business in,  emerging  countries and emerging  markets.  

LEXINGTON GLOBAL FUND, INC.--Seeks long-term growth of capital primarily through
investment in common stocks of companies  domiciled in foreign countries and the
United States.

LEXINGTON  INTERNATIONAL FUND,  INC.--Seeks  long-term growth of capital through
investment in companies domiciled in foreign countries.

LEXINGTON TROIKA DIALOG RUSSIA FUND,  INC.--Seeks long-term capital appreciation
through  investments  primarily in the equity  securities of Russian  companies.

LEXINGTON  CROSBY SMALL CAP ASIA GROWTH FUND,  INC.  --Seeks  long-term  capital
appreciation through investment in companies domiciled in the Asia Region with a
market  capitalization of less than $1 billion.  

LEXINGTON  RAMIREZ  GLOBAL  INCOME  FUND--Seeks  high  current  income.  Capital
appreciation  is a secondary  objective.  The Fund invests in a  combination  of
foreign and domestic high-yield, lower rated debt securities.

LEXINGTON GOLDFUND,  INC.--Seeks capital appreciation through investment in gold
bullion and shares of gold mining companies.

LEXINGTON  GROWTH AND INCOME FUND,  INC.--Seeks  capital  appreciation  over the
long-term  through  investments  in the stocks of large,  ably  managed and well
financed companies. 

LEXINGTON  CORPORATE  LEADERS TRUST  FUND--Seeks  capital  growth and reasonable
income through investment in an equal number of shares of an established list of
American blue chip  corporations.  

LEXINGTON  SMALLCAP  VALUE  FUND,  INC.--Seeks  long-term  capital  appreciation
through investment in common stocks of companies  domiciled in the United States
with a market capitalization of less than $1 billion.

LEXINGTON CONVERTIBLE  SECURITIES  FUND--Seeks total return by providing capital
appreciation,  current income and conservation of capital through investments in
a diversified portfolio of securities convertible into shares of common stock.

LEXINGTON  GNMA  INCOME  FUND,  INC.--Seeks  to  achieve a high level of current
income,  consistent with liquidity and safety of principal,  through  investment
primarily  in   mortgage-backed   GNMA  ("Ginnie  Mae")  certificates  that  are
guaranteed  as to the timely  payment of  principal  and  interest by the United
States Government.

LEXINGTON  MONEY MARKET  TRUST--Seeks a high level of current income  consistent
with  preservation  of capital and  liquidity  through  investments  in interest
bearing short-term money market instruments.

For more complete  information about any of the Lexington Funds and a prospectus
which  includes  management fee and expenses call the  distributor  toll-free at
1-800-526-0057. Read the prospectus carefully before you invest or send money.

                                       11
<PAGE>

Lexington
International Fund, Inc.

Investment Adviser
- --------------------------------------------------------------------------------

LEXINGTON MANAGEMENT CORPORATION
P.O. Box 1515
Park 80 West Plaza Two
Saddle Brook, New Jersey 07663

Distributor
- --------------------------------------------------------------------------------
LEXINGTON FUNDS DISTRIBUTOR, INC.
P.O. Box 1515
Park 80 West Plaza Two
Saddle Brook, New Jersey 07663


============================================
  ALL SHAREHOLDER REQUESTS FOR SERVICES OF
  ANY KIND SHOULD BE SENT TO:

  Transfer Agent
- --------------------------------------------
  STATE STREET BANK AND
  TRUST COMPANY
  c/o National Financial Data Services
  1004 Baltimore
  Kansas City, Missouri 64105

  OR CALL TOLL FREE:
  SERVICE AND SALES: 1-800-526-0056
  24 HOUR ACCOUNT INFORMATION:
  1-800-526-0052
============================================

- --------------------------------------------------------------------------------
(800) 526-0052
                                    "LEXLINE"
                   24 hour toll-free telephone access to your
                             Lexington Fund account
                  Price/Yield o Account Balances o Exchanges o
             Last Transactions o Total Return o Duplicate Statements
- --------------------------------------------------------------------------------

This  report  has been  prepared  for the  information  of the  shareholders  of
Lexington  International  Fund,  Inc. and is authorized for  distribution to the
public only if it is accompanied or preceded by a currently effective prospectus
which sets forth expenses and other material information.



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