FLAG INVESTORS REAL ESTATE SECURITIES FUND INC
N-30D, 1996-08-19
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                          [Logo]
                      Flag Investors
                       Mutual Funds

                          Growth                             [Logo]
            Flag Investors Emerging Growth Fund              Flag
            Flag Investors Equity Partners Fund              Investors
             Flag Investors International Fund               Real Estate
                                                             Securities
                       Equity Income                         Fund
        Flag Investors Real Estate Securities Fund
           Flag Investors Telephone Income Fund

                         Balanced
             Flag Investors Value Builder Fund

                          Income
       Flag Investors Intermediate-Term Income Fund
   Flag Investors Total Return U.S. Treasury Fund Shares

                      Tax-Free Income
       Flag Investors Managed Municipal Fund Shares
           Flag Investors Maryland Intermediate
                   Tax-Free Income Fund

                      Current Income
         Flag Investors Cash Reserve Prime Shares

                       P.O. Box 515                          Semi-Annual Report
                 Baltimore, Maryland 21203                   June 30, 1996
                       800-767-FLAG

                      Distributed by:
                     ALEX. BROWN &SONS
                       INCORPORATED


<PAGE>

                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------
Fund Performance


     The Fund  commenced  operations on January 3, 1995,  with a net asset value
(NAV) of $10.00  per  share.  On June 30,  1996,  the NAV was $11.58 per Class A
Share and  $11.55 per Class B Share.  For the first six months of 1996,  monthly
distributions totaled $.30 for Class A Shares and $.264 for Class B Shares


- --------------------------------------------------------------------------------
                Total Return Performance*
                                     Class A   Class B
 Periods ended 6/30/96:              Shares    Shares
- --------------------------------------------------------------------------------
 Six Months                             6.2%      5.8%
 One Year                              18.0%     17.1%
 Since Inception (1/3/95)              16.5%     15.6%
- --------------------------------------------------------------------------------

Investment Objective

A mutual fund designed to seek total return  primarily  through  investments  in
equity  securities of companies that are principally  engaged in the real estate
industry.

                         Growth of a $10,000 Investment
                               in Class A Shares*

                         January 3, 1995--June 30, 1996

                             [Graph appears below]

                                1/95     $10,000
                                3/95     $10,142
                                6/95     $10,638
                                9/95     $11,274
                               12/95     $11,819
                                3/96     $12,021
                                6/96     $12,551

                 $10,000 invested in the Real Estate Securities
                 Fund Class A Shares at inception on January 3,
                    1995 was worth $12,551 on June 30, 1996.


*These  figures  assume  the   reinvestment   of  dividends  and  capital  gains
distributions  and exclude the impact of any sales  charge.  If the sales charge
was reflected,  the quoted performance would be lower.  Performance  figures for
the classes  differ  because each maintains a distinct  expense  structure.  For
further details on expense  structures,  please refer to the Fund's  prospectus.
Since investment return and principal value will fluctuate, an investor's shares
may be  worth  more or  less  than  their  original  cost  when  redeemed.  Past
performance is not an indicator of future results.  Please review the Additional
Performance Information on page 5.


                                       1

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------
Dear Shareholders:

     We are  pleased to report to you on the  progress of the Fund for the first
six months of 1996.


Market Commentary

     REIT stocks  ended the first half of the year with strong  performances  in
May and June.  The  biggest  turnaround  in the first  half of 1996 has been the
strong  performance  of regional mall REITs,  which had a total return of 12.4%,
compared to only 3.0% in 1995. The strong performance of the mall REITs reflects
a number of  factors.  Overall  economic  growth has been  better  than many had
expected,  with surprisingly strong retail sales,  particularly for non-durables
such as apparel.  Stronger retail sales have fueled a mini-rebound in the prices
of retail stocks following poor performance in 1995.  Additionally,  many of the
mall  REITs have  reported  better  than  expected  same store  sales and strong
overall operating results. The combination of these events seems to have reduced
investor  concerns about the prospective  impact of retail  bankruptcies on mall
REIT  operating  results.  The returns  for the mall REITs were also  positively
affected by merger and acquisition activities at several companies.


     Hotel REITs, with a total return of 12.8%, had the best performance  during
the first half. We have focused on the full-service sector of the hotel industry
for your portfolio because these companies have had substantial  growth from new
acquisitions.  In addition, because there has been no major development activity
in the full-service  hotel sector,  these companies have achieved good occupancy
and rate increases.


     Office  REITs  achieved a total  return of 11.2% for the first six  months.
Office  companies  have  been  able  to  acquire  a  substantial  number  of new
properties  at  attractive  spreads to their cost of capital  and at prices that
were below replacement costs.


     Factory outlet REITs were the worst-performing companies in the first half,
reporting a total return of -3.1%.  Several companies in this sector were overly
optimistic in their growth  estimates  for 1996 and have reported  earnings that
were below projections.


     The other property  sectors turned in solid total returns,  reflecting good
occupancies, rents and cash flows.


     Community  center  REITs had a strong  first  half (8.0%  total  return) as
national sales indices improved and occupancies remained relatively flat.


     The manufactured  housing sector had an 8.0% total return in the first half
of 1996. Operating fundamentals for this industry should remain positive,  since
there is strong demand for home sites and very little new development under way.


     Industrial  REITs (6.7% total return) have increased  their  investments in
new  development  in order to achieve  positive  spreads,  as prices in selected
markets currently exceed replacement costs.


     The apartment sector had a 6.1% total return in the first half of 1996. The
pace of issuing new  apartment  building  permits  continued  to moderate in the
first half, confirming our expectation of increased development discipline.  The
apartment  companies  showed good growth in their net operating  incomes despite
higher than  anticipated  expenses due to the unusually  harsh winter weather in
the first quarter.


     Health care REITs (5.9% total return) met expectations.  Selected companies
continued to increase  their focus on the assisted  living sector as a source of
new deal flow.


                                       2

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------


     Self-storage  REITs  (4.7% total  return)  experienced  continued  external
growth, but internal growth slowed slightly.


Portfolio
     Since  year-end  1995, we have  increased  the Fund's  holdings in regional
     malls,  hotels, and offices and decreased the Fund's holdings in apartments
     and shopping  centers.  The composition of the Fund's  portfolio as of June
     30, 1996 is illustrated in the chart below.


             Office/Industrial/Self-Storage                   21%
             Manufactured Homes                                4%
             Regional Malls                                   12%
             Retail/Neighborhood and Community Centers        12%
             Hotels                                            8%
             Short-term Investments                            3%
             Apartments                                       29%
             Factory Outlets                                   3%
             Health Care                                       8%




Outlook

     Despite a continued lack of Initial Public Offering activity,  the movement
of real estate  ownership  into the public  arena has  remained  strong in 1996.
Unlike in 1993 and  1994,  when the  majority  of the  growth in  securitization
resulted  from  conversion  of private  real  estate  companies  into new public
companies,  the bulk of growth in 1995 and 1996 has  involved  the  expansion of
better  quality,  existing  public  companies  through  acquisitions  of private
companies, private portfolios, and individual assets.


     While the  mergers  of  high-profile  public  companies,  such as Simon and
DeBartolo in the regional  mall area,  seem to attract the most  attention  from
analysts and investors,  the majority of the merger activity to date in terms of
the number of transactions has been public companies  acquiring  smaller private
companies.  Many  private  real estate  companies  are finding  themselves  at a
growing competitive disadvantage to their public counterparts due to their small
size and  limited  access to  capital.  These  companies  are  often  attractive
acquisition  targets  for public  companies  seeking to expand  into new markets
because they have a critical mass of assets and an established  management team.
Many of these  private  companies  are now  willing  to  consider  merging  with
existing public companies because they are finding it increasingly  difficult to
compete  for  acquisition  and   development   opportunities   with  the  better
capitalized public companies.  Another factor  contributing to this trend is the
increasing difficulty associated with forming a new public company.


     During the past 2 1/2  years,  real  estate  assets totaling  more than $10
billion have been added to the public  market  through  acquisitions  of private
companies and privately-held portfolios by existing public companies. Since much
of this activity has been financed using stock and/or REIT operating partnership
units as equity  capital,  it has reduced the amount of capital these  companies
have had to raise through follow-up offerings.  We expect this pattern of growth
to continue as the better  quality  public  companies seek to expand their asset
base and establish a dominant market position.


     Another  potential  source of future  growth in the real estate  securities
market is stock for asset  swaps  between  public  companies  and  institutional
investors with direct property portfolios.  A number of institutional  investors
are  seeking to  transition  their  participation  in real  estate  from  direct
ownership to  investments  in real estate  operating  companies.  A large public
pension fund recently  announced  plans to convert a substantial  portion of its
direct real estate portfolio to real estate  securities  through stock for asset
swaps. A handful of these types of  transactions  have already been completed by
other institutional investors.


                                       3

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------


     We believe that these types of opportunities  will lead to continued growth
in securitization in the foreseeable future. The end result of this process will
be an industry with substantially  larger and higher quality companies that have
broader investor appeal.


Summary

     The outlook for the next few years for REIT investments  remains favorable.
In most markets and product types,  there is still a balance  between supply and
demand.  Rents and  occupancies are strong,  and there is still  opportunity for
cash flow and dividend growth.


     Most of the companies in your  portfolio have met or exceeded our cash flow
and dividend  projections for the first six months of the year.  Dividend yields
for REITs  continue to exceed the yields on major stock and bond  indices.  Over
the past three years, REIT prices have remained  relatively  static,  while cash
flows have grown  dramatically.  As a result,  we continue to believe  that REIT
stocks are attractive investments at current prices.


     We thank you for your participation in the Fund.


Sincerely,

/s/ William K. Morrill, Jr.           /s/ Keith R. Pauley
William K. Morrill, Jr.               Keith R. Pauley
President                             Executive Vice President


July 25, 1996

                                       4

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------
Additional Performance Information

     The shareholder letter included in this report contains statistics designed
to help you evaluate the performance of your Fund's  management.  The Securities
and Exchange Commission (SEC) requires that when we report such figures, we also
include the Fund's  total  return,  according  to a  standardized  formula,  for
various time periods  through the end of the most recent calendar  quarter.  The
SEC total return figures differ from those we reported  because the time periods
may be  different  and because the SEC  calculation  includes  the impact of the
currently effective 4.50% maximum sales charge for the Fund's Class A Shares and
4.00% maximum contingent deferred sales charge for the Fund's Class B Shares.

- --------------------------------------------------------------------------------
                AVERAGE ANNUAL TOTAL RETURN
                                  Class A       Class B
  Periods ended 6/30/96:          Shares        Shares
- --------------------------------------------------------------------------------
  One Year                        12.68%        13.13%
- --------------------------------------------------------------------------------
  Since Inception (1/3/95)        12.92%        13.13%
- --------------------------------------------------------------------------------

     These  total  returns   correspond  to  those   experienced  by  individual
shareholders  only if their shares were  purchased on the first day of each time
period and the maximum sales charge was paid.

     Any  performance  figures  shown are for the full period  indicated.  Since
investment  return and principal value will fluctuate,  an investor's shares may
be worth more or less than their original cost when redeemed.  Past  performance
is not an indicator of future results.

     This report is prepared for the general information of shareholders.  It is
authorized  for  distribution  to  prospective  investors  only when preceded or
accompanied by an effective prospectus.  For more complete information regarding
any of the Flag  Investors  Funds,  including  charges  and  expenses,  obtain a
prospectus  from your  investment  representative  or directly  from the Fund at
1-800-767-FLAG.  Read it  carefully  before you invest.

                                       5

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------


Statement of Net Assets                                            June 30, 1996
(Unaudited)

<TABLE>
<CAPTION>
                                                                                 Market      Percent
                                                                      Market      Value      of Net   Unrealized
 Shares      Security                                       Cost       Price    (Note A)     Assets   Gain/(Loss)
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C>
COMMON STOCKS: 97.4%
Real Estate Investment Trusts: 94.2%
  Apartments: 28.7%
      25,100   Avalon Properties, Inc.                   $  505,221    $21.75   $  545,925     3.4%      $ 40,704
      17,500   Bay Apartment Communities, Inc.              371,758     25.88      452,812     2.8         81,054
      15,600   Equity Residential Properties Trust          448,751     32.88      512,850     3.2         64,099
      24,900   Evans Withycombe Residential, Inc. *         505,902     20.88      519,787     3.3         13,885
      17,000   Irvine Apartment Communities, Inc.           339,044     20.13      342,125     2.1          3,081
      22,700   Merry Land & Investment Company,  Inc.       480,611     21.00      476,700     3.0         (3,911)
      17,200   Oasis Residential, Inc.                      382,266     21.88      376,250     2.4         (6,016)
      14,700   Post Properties, Inc.                        457,484     35.38      520,013     3.3         62,529
      16,600   Security Capital Pacific Trust               304,514     21.75      361,050     2.3         56,536
      31,900   United Dominion Realty Trust                 452,550     14.38      458,562     2.9          6,012
                                                          4,248,101              4,566,074    28.7        317,973
  Factory Outlets: 3.3%
      16,700   Chelsea GCA Realty, Inc.                     465,220     31.75      530,225     3.3         65,005
  Health Care: 7.7%
      18,200   Health Care Property Investors, Inc.         579,406     33.75      614,250     3.9         34,844
      28,600   Nationwide Health Properties, Inc.           555,285     21.13      604,175     3.8         48,890
                                                          1,134,691              1,218,425     7.7         83,734
 Hotels: 6.3%
      12,500   FelCor Suite Hotels, Inc.                    353,552     30.50      381,250     2.4         27,698
      16,100   Patriot American Hospitality, Inc.           426,876     29.63      476,963     3.0         50,087
       3,900   Starwood Lodging Trust                       111,624     36.38      141,862     0.9         30,238
                                                            892,052              1,000,075     6.3        108,023
 Mobile Homes: 3.7%
      16,900   Manufactured Home Communities, Inc.          295,201     19.25      325,325     2.1         30,124
       9,500   Sun Communities, Inc.                        226,573     26.88      255,313     1.6         28,740
                                                            521,774                580,638     3.7         58,864
  Office/Industrial/Self-Storage: 21.4%
      16,500   Beacon Properties Corp.                      111,445     25.63      110,188     0.7         (1,257)
      16,500   Duke Realty Investments, Inc.                479,427     30.25      499,125     3.1         19,698
      18,600   Highwoods Properties, Inc.                   469,695     27.63      513,825     3.2         44,130
      24,800   Security Capital Industrial Trust            416,899     17.63      437,100     2.8         20,201
      15,800   Shurgard Storage Centers, Inc. - Class A     391,481     25.25      398,950     2.5          7,469
      19,900   Spieker Properties, Inc.                     455,645     27.25      542,275     3.4         86,630
</TABLE>

                                       6

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------

Statement of Net Assets (continued)                                June 30, 1996
(Unaudited)

<TABLE>
<CAPTION>
                                                                                 Market      Percent
                                                                      Market      Value      of Net   Unrealized
 Shares      Security                                       Cost       Price    (Note A)     Assets   Gain/(Loss)
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C>
Real Estate Investment Trusts  (continued)
  Office/Industrial/Self-Storage (continued)
      15,700   Storage USA, Inc.                          $ 468,637    $32.25    $ 506,325     3.2%      $ 37,688
      15,000   Weeks Corp.                                  353,353     26.00      390,000     2.5         36,647
                                                          3,146,582              3,397,788    21.4        251,206
  Regional Malls: 10.7%
      18,800   DeBartolo Realty Corp.                       267,593     16.13      303,150     1.9         35,557
      10,900   JP Realty, Inc.                              220,993     21.38      232,988     1.5         11,995
      18,300   Simon Property Group, Inc.                   438,523     24.50      448,350     2.8          9,827
      46,000   Taubman Centers, Inc.                        448,604     11.13      511,750     3.2         63,146
       8,700   Urban Shopping Centers, Inc.                 181,561     23.75      206,625     1.3         25,064
                                                          1,557,274              1,702,863    10.7        145,589
  Retail: 12.4%
      13,800   Developers Diversified Realty Corp.          402,867     31.88      439,875     2.8         37,008
      14,700   Federal Realty Investment Trust              312,779     22.50      330,750     2.1         17,971
      11,050   Kimco Realty Corp.                           290,226     28.25      312,163     2.0         21,937
       7,900   Regency Realty Corp.                         132,520     21.00      165,900     1.0         33,380
       9,800   Vornado Realty Trust                         351,481     40.88      400,575     2.5         49,094
       8,100   Weingarten Realty Investors                  289,688     38.75      313,875     2.0         24,187
                                                          1,779,561              1,963,138    12.4        183,577
Real Estate Operating Companies: 3.2%
  Hotels: 2.2%
      12,500   Host Marriott Corp.*                         145,357     13.13      164,062     1.0         18,705
         800   Interstate Hotels Corp.*                      16,800     22.25       17,800     0.1          1,000
      11,900   Red Roof Inns, Inc.*                         188,841     14.13      168,088     1.1        (20,753)
                                                            350,998                349,950     2.2         (1,048)
 Regional Malls: 1.0%
       6,100   The Rouse Company                            136,862     25.88      157,837     1.0         20,975
               Total Common Stocks                       14,233,115             15,467,013    97.4      1,233,898
</TABLE>

                                       7

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------

Statement of Net Assets (concluded)                                June 30, 1996
(Unaudited)

<TABLE>
<CAPTION>
                                                                                  Market      Percent
                                                                        Market    Value       of Net
Par                                                         Cost        Price    (Note A)     Assets
- ------------------------------------------------------------------------------------------------------
<S> <C>
REPURCHASE AGREEMENT: 1.1%
    $176,000   Goldman Sachs & Co., 5.05%
               Dated 6/28/96,  to be repurchased
               on 7/1/96, collateralized by
               U.S. Treasury Notes with
               a market value of $180,037.
               (Cost $176,000)                          $   176,000    $100.00   $   176,000     1.1%
Total Investment in Securities                           14,409,115**             15,643,013    98.5
Other Assets in Excess of Liabilities, Net                                           235,339     1.5
Net Assets                                                                       $15,878,352   100.0%

Net Asset Value and Redemption Price Per:
  Class A Share
 ($12,425,103 / 1,073,293 shares outstanding)                                          $11.58
 Class B Share
 ($3,453,249 / 299,078 shares outstanding)                                             $11.55 (dagger)

Maximum Offering Price Per:
 Class A Share
 ($11.58 / .955)                                                                       $12.13
 Class B Share                                                                         $11.55
</TABLE>

       * Non-income producing security.
      ** Also aggregate cost for federal tax purposes.
(dagger) Redemption value  is $11. 09 following a maximum 4% contingent deferred
         sales charge.
See accompanying Notes to Financial Statements.

                                       8

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------
Statement of Operations                   For the Six Months Ended June 30, 1996
(Unaudited)

- --------------------------------------------------------------------------------
INVESTMENT INCOME (NOTE A):

     Dividends                                                       $434,093
     Interest                                                           5,765
       Total income                                                   439,858

EXPENSES:

     Investment advisory fee (Note B)                                  42,029
     Distribution fee (Note B)                                         28,250
     Legal                                                             14,959
     Transfer agent fee (Note B)                                       13,650
     Custodian fee                                                     12,649
     Audit                                                             12,465
     Organizational expense (Note A)                                    9,298
     Registration fees                                                  9,275
     Accounting fee (Note B)                                            7,956
     Printing andpostage                                                4,738
     Miscellaneous                                                      2,493
     Directors' fees                                                      599
     Insurance                                                             87
       Total expenses                                                 158,448
     Less:Fees waived and expenses reimbursed (Note B)                (65,540)
       Net expenses                                                    92,908
     Net investment income                                            346,950

REALIZED AND UNREALIZED GAIN ON INVESTMENTS:

     Net realized gain from security transactions                      62,545
     Change in unrealized appreciation of investments                 415,861
     Net gain on investments                                          478,406

NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS                 $825,356
- -------------------------------------------------------------------------------
See accompanying Notes to Financial Statements.


                                       9

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------
Statement of Changes in Net Assets
                                                                         For the Six             For the Period
                                                                        Months Ended            January 3, 1995*
                                                                        June 30, 1996                through
                                                                         (Unaudited)            December 31, 1995
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C>
INCREASE IN NET ASSETS:
Operations:
     Net investment income                                             $     346,950                 $  353,419
     Net realized gain from security transactions                             62,545                     47,282
     Change in unrealized appreciation of investments                        415,861                    818,037
     Net increase in net assets resulting from operations                    825,356                  1,218,738

DISTRIBUTIONS TO SHAREHOLDERS FROM:
Net investment income:
       Class A Shares                                                       (252,154)                  (216,537)
       Class B Shares                                                        (75,890)                  (107,851)
     Short-term capital gains:
       Class A Shares                                                             --                    (27,959)
       Class B Shares                                                             --                    (11,617)
     Total distributions                                                    (328,044)                  (363,964)

CAPITAL SHARE TRANSACTIONS (NOTE C):
     Proceeds from sale of shares                                          5,484,186                  9,712,132
     Value of shares issued in reinvestment of dividends                     249,315                    246,856
     Cost of shares repurchased                                             (540,138)                  (726,085)
     Increase in net assets derived from capital share
       transactions                                                        5,193,363                  9,232,903
         Total increase in net assets                                      5,690,675                 10,087,677

NET ASSETS:
     Beginning of period                                                  10,187,677                    100,000**
     End of period                                                       $15,878,352                $10,187,677

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

*  Commencement of operations.
** On July 28, 1994, the Fund sold 10,000 shares to a subsidiary of Alex.  Brown
   & Sons Incorporated for $100,000.
See accompanying Notes to Financial Statements.

                                       10

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
<TABLE>
<CAPTION>
- ---------------------------------------------------------------------------------------------------------------------------
Financial Highlights
(For a share outstanding throughout each period)
                                                              Class A Shares                Class B Shares
                                                                          For the                        For the
                                                        For the Six       Period       For the Six       Period
                                                       Months Ended    Jan. 3, 1995*  Months Ended    Jan. 3, 1995*
                                                       June 30, 1996      through     June 30, 1996      through
                                                        (Unaudited)    Dec. 31, 1995   (Unaudited)    Dec. 31, 1995
- ---------------------------------------------------------------------------------------------------------------------------
<S> <C>
Per Share Operating Performance:
  Net asset value at beginning of period                  $ 11.20         $10.00          $11.18         $10.00
Income from Investment Operations:
  Net investment income                                      0.31           0.56            0.26           0.50
  Net realized and unrealized gain
    on investments                                           0.37           1.21            0.37           1.20
  Total from Investment Operations                           0.68           1.77            0.63           1.70
Less Distributions:
  Dividends from net investment income                      (0.30)         (0.52)          (0.26)         (0.47)
  Distributions from net realized
    short-term gains                                           --          (0.05)             --          (0.05)
  Total distributions                                       (0.30)         (0.57)          (0.26)         (0.52)
  Net asset value at end of period                        $ 11.58         $11.20          $11.55         $11.18

Total Return**                                               6.20%         18.19%           5.78%         17.40%
Ratios to Average Daily Net Assets:
  Expenses                                                   1.25%(1,2)     1.25%(2,6)      2.00%(1,2)     2.00%(4,6)
  Net investment income                                      5.61%(1,3)     5.95%(1,3)      4.63%(1,5)     5.25%(1,5)
Supplemental Data:
  Net assets at end of period (000)                       $12,425         $7,171          $3,453         $3,016
  Portfolio turnover rate                                       9%(1)         28%              9%(1)         28%
- ---------------------------------------------------------------------------------------------------------------------------
</TABLE>

 *Commencement of operations.
**Total return excludes the effect of sales charge.
(1) Annualized.
(2) Without the waiver of advisory fees (Note B), the ratio of expenses to
    average daily net assets would have been 2.26%  (annualized) and 3.25%
    (annualized) for Class A  Shares  for the  periods  ended  June  30,1996
    and  December  31,1995, respectively.
(3) Without the waiver of advisory  fees (Note B), the ratio of net investment
    income to average daily net assets would have been 4.60% (annualized) and
    3.89% (annualized) for Class A Shares for the periods ended June 30,1996 and
    December 31,1995,  respectively.
(4) Without the waiver of advisory fees (Note B), the  ratio of  expenses  to
    average  daily net  assets  would  have been  3.02% (annualized)  and 4.05%
    (annualized)  for Class B Shares for the periods  ended June 30,1996 and
    December 31,1995, respectively.
(5) Without  the waiver of  advisory  fees (Note B), the ratio of net
    investment income to average daily net assets would have been 3.61%
    (annualized) and 3.09% (annualized)  for Class B Shares for the periods
    ended June 30,1996 and December 31,1995, respectively.
(6) Annualized, ratios based upon the SEC NI-A formula would be 1.19% for Class
    A Shares and 1.90% for Class B Shares.
See accompanying Notes to Financial Statements.


                                       11

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                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------
Notes to FinancialStatements

A.  Significant  Accounting  Policies - Flag  Investors  Real Estate  Securities
    Fund,  Inc. (the "Fund") was organized as a Maryland  Corporation  on May 2,
    1994 and commenced  operations January 3, 1995. The Fund is registered under
    the Investment Company Act of 1940 as a non-diversified, open-end management
    investment   company  designed  to  seek  total  return  primarily   through
    investments in equity  securities of companies that are principally  engaged
    in the real estate industry.

    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 and
    disclosure of contingent assets and liabilities at the date of the financial
    statements  and the reported  amounts of revenues  and  expenses  during the
    reporting  period.   Actual  results  could  differ  from  those  estimates.
    Significant accounting policies are as follows:

    Security  Valuation - Portfolio  securities are valued on the basis of their
    last sale price. In the event that there are no sales or the security is not
    listed,  it is valued at its latest bid  quotation.  Short-term  obligations
    with maturities of 60 days or less are valued at amortized cost.

    Repurchase  Agreements  -  The  Fund  may  agree  to  enter  into  tri-party
    repurchase   agreements.   Securities   held  as  collateral  for  tri-party
    repurchase  agreements  are  maintained by the broker's  custodial bank in a
    segregated account until maturity of the repurchase agreement. The agreement
    ensures that the market value of the collateral,  including accrued interest
    thereon, is sufficient in the event of default. If the counterparty defaults
    and the value of the collateral  declines or if the counterparty enters into
    an insolvency  proceeding,  realization of the collateral by the Fund may be
    delayed or limited.

    Federal  Income Tax - No provision is made for federal income taxes as it is
    the Fund's  intention  to  continue  to qualify  as a  regulated  investment
    company and to make requisite distributions to the shareholders that will be
    sufficient to relieve it from all or  substantially  all federal  income and
    excise  taxes.   The  Fund's   policy  is  to  distribute  to   shareholders
    substantially  all of its taxable  net  investment  income and net  realized
    capital gains.

    Other - Security  transactions  are  accounted for on the trade date and the
    cost of  investments  sold or redeemed is  determined by use of the specific
    identification  method for both financial reporting and income tax purposes.
    Interest  income is  recorded  on an  accrual  basis.  Dividend  income  and
    distributions  to shareholders  are recorded on the ex-dividend  date. Costs
    incurred by the Fund in connection with its  organization,  registration and
    the  initial  public  offering of shares  have been  deferred  and are being
    amortized on the  straight-line  method over a five-year period beginning on
    the date on which the Fund commenced its investment activities.

    A portion of the  dividend  income  recorded by the Fund is from Real Estate
    Investment Trusts ("REITs").  For tax purposes, a portion of these dividends
    consists of capital  gains and return of capital.  For  financial  reporting
    purposes,   these  dividends  are  recorded  as  dividend  income,  and  the
    investment in the REIT is reported at market value.

B.  Investment  Advisory  Fees,  Transactions  with  Affiliates and Other Fees -
    Investment  Company  Capital  Corp.  ("ICC"),  a subsidiary  of Alex.  Brown
    Financial Corp.,  serves as the Fund's  investment  advisor and ABKB/LaSalle
    Securities Limited  Partnership is the Fund's  sub-advisor.  As compensation
    for its  advisory  services,  ICC  receives  from  the Fund an  annual  fee,
    calculated daily and paid monthly,  at the following annual rates based upon
    the Fund's average daily net assets: 0.65% of the first $100 million,  0.55%
    of the next $100  million,  0.50% of the next $100 million and 0.45% of that
    portion in excess of $300 million.

    ICC has agreed to reduce its aggregate fees attributable to the Fund or make
    payments to the Fund,


                                       12

<PAGE>

                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------
Notes to Financial Statements (continued)


    if  necessary,  to  the  extent  required to satisfy any expense limitations
    imposed  by  any  securities laws or regulations thereunder  of any state in
    which the  shares of  the Fund  are qualified  for sale. ICC has voluntarily
    agreed to waive its fees to the  extent  required  to  maintain expenses  at
    no more than 1.25% of the Fund's average daily net assets for Class A Shares
    and  2.00% for  Class B Shares.   For the period  ended  June  30, 1996, ICC
    waived fees of $42,029 and reimbursed expenses of $23,511.

    As compensation for its accounting  services,  ICC receives from the Fund an
    annual fee, calculated daily and paid monthly, from the Fund's average daily
    net assets. ICC received $7,956 for accounting services for the period ended
    June 30, 1996.

    As compensation for its transfer agent services,  ICC receives from the Fund
    a per account fee,  calculated daily and paid monthly.  ICC received $13,650
    for transfer agent services for the period ended June 30, 1996.

    As compensation  for providing  distribution  services,  Alex.  Brown & Sons
    Incorporated  ("Alex.   Brown")  receives  from  the  Fund  an  annual  fee,
    calculated  daily and paid monthly,  at an annual rate equal to 0.25% of the
    average  daily net  assets  for Class A Shares  and  1.00%  (includes  0.25%
    shareholder  servicing  fee) of the  average  daily net  assets  for Class B
    Shares.  For the period ended June 30, 1996,  distribution  fees  aggregated
    $28,250, of which $12,134 was attributable to the Class A Shares and $16,116
    was attributable to the Class B Shares.

    The fund complex of which the Fund is a part has adopted a  retirement  plan
    for eligible Directors.  The actuarially  computed pension expense allocated
    to the Fund for the six months ended June 30, 1996 was $75.

C. Capital Share Transactions - The Fund is authorized to issue up to 10 million
shares  of common  stock (7  million  Class A, 2  million  Class B and 1 million
undesignated),  par value  $.001 per share.  Transactions  in shares of the Fund
were as follows:




                                     Class A Shares
                           For the Six
                          Months Ended     For the Period
                          June 30, 1996     Jan. 3. 1995*
                           (Unaudited)    to Dec. 31, 1995

    Shares sold               441,421         655,079
    Shares issued to
      shareholders on
      reinvestment of
      dividends                17,705          16,704
    Shares redeemed           (25,925)        (41,690)
    Net increase in shares
      outstanding             433,201         630,093
    Proceeds from sale
      of shares            $4,958,535      $6,763,257
    Value of reinvested
      dividends               198,150         178,010
    Cost of shares
      redeemed               (293,014)       (439,765)
    Net increase from
      capital share
      transactions         $4,863,671      $6,501,502



                                  Class B Shares
                           For the Six
                          Months Ended     For the Period
                          June 30, 1996     Jan. 3. 1995*
                           (Unaudited)    to Dec. 31, 1995

    Shares sold                46,626         290,349
    Shares issued to
      shareholders on
      reinvestment of
      dividends                 4,583           6,473
    Shares redeemed           (21,900)        (27,054)
    Net increase in shares
      outstanding              29,309         269,768
    Proceeds from sale
      of shares              $525,651      $2,948,875
    Value of reinvested
      dividends                51,165          68,846
    Cost of shares
      redeemed               (247,124)       (286,320)
    Net increase from
      capital share
      transactions           $329,692      $2,731,401

*Commencement of operations.

                                       13

<PAGE>

                                     [Logo]
                                 FLAG INVESTORS
                          REAL ESTATE SECURITIES FUND
- --------------------------------------------------------------------------------
Notes to Financial Statements (concluded)


D. Investment Transactions - Purchases and sales of investment securities, other
than short-term obligations,  aggregated $5,808,697 and $557,027,  respectively,
for the six months ended June 30, 1996.

    At June 30, 1996, aggregate gross unrealized appreciation for all securities
    in which  there  was an  excess of value  over tax cost was  $1,265,835  and
    aggregate gross unrealized depreciation of all securities in which there was
    an excess of tax cost over value was $31,937.

E.  Net Assets - At June 30, 1996, net assets consisted of:
    Paid-in capital:
      Flag Investors Class A Shares       $11,465,173
      Flag Investors Class B Shares         3,061,094
    Undistributed net investment
      income                                   47,937
    Accumulated net realized
      gain from security
      transactions                             70,250
    Unrealized appreciation
      of investments                        1,233,898
                                          $15,878,352



Directors and Officers

Richard T. Hale                       Harry Woolf
Chairman                              Director

Truman T. Semans                      William K. Morrill, Jr.
Director                              President

Charles W. Cole, Jr.                  Keith R. Pauley
Director                              Executive Vice President

James J. Cunnane                      Gary V. Fearnow
Director                              Vice President

John F. Kroeger                       Edward J. Veilleux
Director                              Vice President

Louis E. Levy                         Brian C. Nelson
Director                              Vice President

Eugene J. McDonald                    Joseph A. Finelli
Director                              Treasurer

Rebecca W. Rimel                      Edward J. Stoken
Director                              Secretary

Carl W. Vogt, Esq.                    Laurie D. DePrine
Director                              Assistant Secretary







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