LEXINGTON CROSBY SMALL CAP ASIA GROWTH FUND INC
N-30D, 1996-02-22
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Dear Shareholders:
- --------------------------------------------------------------------------------

    Most Asian  stock  markets  continued  to  consolidate  in 1995.  The fourth
quarter  started  on a weak note as  continued  strong  performance  in the U.S.
market dominated investors' interest and attracted cash flows.  Lexington Crosby
Small Cap Asia Growth Fund  declined by 2.2%* since it commenced  operations  on
July 3, 1995, as compared to the unmanaged Morgan Stanley Capital  International
All  Country Far East  ex-Japan  Index over the same  period  which  declined by
1.62%.

    The Fund has concentrated on building a portfolio of core holdings mainly in
fundamentally  attractive  small and medium sized  stocks in Asia which  benefit
from the region's  dynamics,  such as high  economic  growth rates and favorable
demographics  (35% of the 2.5 billion  people under 15 years of age, 30% savings
ratios,  substantial foreign  investment,  a growing middle class and increasing
intra-regional trade).

    Our  focused   investment   approach  has  identified   relatively   liquid,
under-researched  and  therefore,  under-valued  stocks which have  superior but
sustainable   long-term  earnings  growth  prospects  and  those  which  have  a
competitive  edge in terms of costs,  technology,  an extensive and  established
distribution network or a well-known franchise or local brand name.

    Regional  markets  recovered late in the quarter,  triggered by the 25 basis
point cut in interest rates in the U.S., the expectation for further cuts in the
medium term and a re-focus on Asia's sound economic  fundamentals.  Stock market
performance  in Asia in the fourth  quarter of 1995 was mixed,  ranging from the
4.7% increase in Indonesia to the 17.1% drop in the 'H' share market.  Hong Kong
and Australia  returned gains of 4.4% and 3.2%,  respectively,  while Taiwan and
Singapore rose 2.2% and 1.2%. Meanwhile, Malaysia, Thailand, the Philippines and
Korea lost 0.5%, 0.7%, 1.3% and 9.5%, respectively.


Outlook and Strategy

    We  believe  that  1996  will  be  a  better  year  than  1995,   which  was
characterized  by  repeated  downward  revisions  in both  global  and  economic
projections and corporate earnings forecasts. As a result, investor expectations
have fallen to reasonable, or possibly over-conservative levels.  We, therefore,
believe that there is a good chance of positive  economic  and  earnings  growth
surprises in 1996,  especially  in the latter half of the year, as the impact of
the recent interest rate cuts filter through the economies. This is particularly
true in the case of the U.S. and Japan.  We believe that  interest  rates in the
U.S. are on a downward  trend in view of the  continued  slowing in the economy.
The budget impasse is expected to slow the economy  further,  which will justify
rate reductions in the medium term.

    Recovery  in Europe  may come more  slowly  since the  economies  are facing
contractionary fiscal policies.  However, the eventual easing of monetary policy
throughout  Europe may result in a growth rate which is above the consensus.  We
expect these  factors to have a favorable  impact on investor  sentiment and the
performance of the financial markets.

                                       1




<PAGE>

    In terms of cash flow,  we expect to see a continuing  return of  investment
money into the Asian stock markets this year, as the out-performance of the U.S.
market in 1995 has meant  that the  valuation  of the Asian  bourses,  while off
their lows seen in the first quarter of 1995, are still historically attractive.
The  fundamentals  of the Asian  economies  remain  sound,  supported by vibrant
infrastructural  activity,  and  in  some  cases,  strong  consumer  demand.  In
addition,  the regional  governments are committed to keeping overheating in the
economies to a minimum, thus allaying investors' concerns on this front.

    We believe  that the Hong Kong,  Taiwan,  Korea,  Indonesia  and India stock
markets have the potential to be re-rated upwards. We have already increased the
Fund's  exposure to Hong Kong in the  consumer-related  industry;  for  example,
systems integration company, Founder; film distributor, Golden Harvest; and also
the infrastructure  sector and added to existing holdings in Indonesia.  We will
seek   opportunities  to  acquire  shares  in  the  consumer  and  trade-related
industries in Taiwan.

    While we expect some  uncertainty in India in the run-up to its elections in
April this year, we are looking for attractive companies, mainly in the areas of
consumer and infrastructure.  Korea, which is experiencing an economic slowdown,
political uncertainty and is suffering as a result of President Roh's slush fund
scandal,  also  looks  attractive  in  the  longer  term  and  we  will  acquire
investments when opportunities arise.

    The Fund's  weighting in Singapore has been  increased in companies  such as
beverage producer Fraser & Neave and systems integration  company, CSA Holdings,
which are benefiting from the increasing economic  development and prosperity in
the region.  An investment  in Gadek,  which  operates in the  finance/insurance
sector in Malaysia, was added. While there is little likelihood of a significant
re-rating in this stock market in the absence of healthier economic numbers,  we
believe that careful  stock  selection  will result in  attractive  gains in the
long-term.  Despite these  additions,  underweight  positions are expected to be
maintained in both Singapore and Malaysia.

    We have made an investment in PLDT, the country's largest telephone company,
which is  well-placed  to benefit from the continued  growth in the  Philippines
economy.  We expect to maintain the Fund's  investments in the  Philippines  and
will consider increasing weightings when concerns about high inflation subside.

    In Thailand, we will continue to focus our attention on the stocks which are
exposed to the consumer sector,  such as banking and the producers of automotive
components and electrical  equipment.  We will also maintain the Fund's holdings
in companies  benefiting  from the  continued  infrastructure  activities in the
country and those catering to the external economy.


                                       2
 


<PAGE>


   We expect to maintain cash at  approximately  2-3% this quarter.  In view of
our  expectation  of better  performance  in the Asian stock markets in 1996, we
will reduce the Fund's Australian exposure accordingly.

Sincerely,

Nigel Webber                Christina Lam               Robert M. DeMichele
Portfolio Manager           Portfolio Manager           President
January, 1996               January, 1996               January, 1996
_____________________________________________________________________________
                                   GRAPH
     Paper version of this shareholder report contains a graph comparing the 
                  changes in value of a $10,000 investment in
                  Lexington Crosby Small Cap Asia Growth Fund, 
          the unmanaged Morgan Stanley Capital International (EAFE) Index
            and the unmanaged Morgan Stanley Capital International 
                       All Country Far East ex-Japan Index
_____________________________________________________________________________

*-4.39% is  the  since  commencement  (7/3/95)  average  annual  standard  total
return for the period ended December 31, 1995.  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 their  original  cost.  Total  return
represents past performance.


                                       3






<PAGE>

Lexington Crosby Small Cap Asia Growth Fund, Inc.
Statement of Net Assets
(Including the Portfolio of Investments)
December 31, 1995

Left Col.

Number of                                                                Value
 Shares                       Security                                 (Note 1)
- --------------------------------------------------------------------------------

                  Australia: 6.7%
   11,500         Broken Hill Proprietary Company, Ltd. ..........   $ 162,236
   90,000         Delta Gold NL1 .................................     217,850
  250,000         SGIO Insurance, Ltd. ...........................     217,181
                                                                    ----------
                                                                       597,267
                                                                    ----------

                  Hong Kong: 29.2%
  192,000         ASM Pacific Technology .........................     166,374
  810,000         Chaifa Holdings, Ltd. ..........................     212,138
  380,000         China Hong Kong Photo Productions ..............     215,016
  394,000         Espirit Asia Holdings, Ltd. ....................     135,036
  800,000         Founder Hong Kong, Ltd.1 .......................     183,135
  784,000         Golden Harvest Entertainment, Ltd. .............     207,863
  490,000         Harbin Power Equipment
                   Company, Ltd. .................................      72,245
   20,000         Henderson Land Development
                   company, Ltd. .................................     120,538
   17,600         HSBC Holdings Plc ..............................     266,322
   31,000         Hutchinson Whampoa, Ltd. .......................     188,839
   44,000         New World Development
                   Company, Ltd. .................................     191,774
  700,000         Northeast Electrical Transmission and
                   Transformation Machinery
                   Manufacturing1 ................................     114,071
  387,000         Sinocan Holdings, Ltd. .........................     137,642
   86,000         Varitronix International, Ltd. .................     159,609
1,500,000         Wong's International Holdings, Ltd. ............     240,559
                                                                    ----------
                                                                     2,611,161
                                                                    ----------

                  Indonesia: 11.1%
   80,000         PT Astra International .........................     166,375
  390,000         PT Gajah Tunggal ...............................     217,710
   91,000         PT Mulia Industrindo ...........................     256,983
   88,000         PT Semen Gresik ................................     246,585
  115,500         PT Sekar Bumi1 .................................     101,138
                                                                    ----------
                                                                       988,791
                                                                    ----------


Right Col.

Number of                                                                Value
 Shares                       Security                                 (Note 1)
- --------------------------------------------------------------------------------
                  Malaysia: 10.9%
   36,000         ACP Industries Bhd .............................   $ 148,198
   40,000         Arab Malaysian Corporation Bhd .................     144,968
  108,000         Ekran Bhd ......................................     263,778
   25,000         Gadek Malaysian Bhd ............................     128,028
   40,000         Road Builder (M) Holdings Bhd ..................     138,665
  106,000         Tiong Nam Transport Holdings
                   Bhd ...........................................     154,501
                                                                    ----------
                                                                       978,138
                                                                    ----------
                  Philippines: 6.5%
1,025,000         Aboitiz Equity Ventures, Inc. ..................     195,536
    4,400         Philippine Long Distance .......................     239,222
  911,000         Steniel Manufacturing Corporation ..............     145,982
                                                                    ----------
                                                                       580,740
                                                                    ----------
                  Singapore: 9.7%
   60,000         DBS Land, Ltd. .................................     202,858
   17,000         Fraser & Neave, Ltd. ...........................     216,438
  270,000         Seksun Precision Engineering ...................     255,906
   20,000         United Overseas Bank, Ltd. .....................     192,389
                                                                    ----------
                                                                       867,591
                                                                    ----------
                  Thailand: 8.6%
   16,000         Italian Thai Development Plc ...................     163,940
   26,000         K.R. Precision Public Company, Ltd. ............     181,732
   48,000         Krung Thai Bank Public
                   Company, Ltd. .................................     196,346
   29,500         Sanyo Universal Electric
                   Company, Ltd. .................................     128,872
   34,000         Thai Stanley Electric Public
                   Company, Ltd. .................................      94,519
                                                                    ----------
                                                                       765,409
                                                                    ----------
                  TOTAL INVESTMENTS: 82.7%
                   (cost $7,259,146+) (Note 1) ...................   7,389,097

                  Other assets in excess
                   of liabilities: 17.3% .........................   1,546,867
                                                                    ----------
                  TOTAL NET ASSETS: 100%
                   (equivalent to $9.76 per share on
                   915,788 shares outstanding) ...................  $8,935,964
                                                                    ==========
1Non-income producing securities.
+Aggregate cost for Federal income tax purposes is identical.

                                      4





<PAGE>


Lexington Crosby Small Cap Asia Growth Fund, Inc.
Statement of Net Assets
(Including the Portfolio of Investments)
December 31, 1995 (continued)

- --------------------------------------------------------------------------------
The  composition  of the  Fund's  net assets by  industry  concentration  was as
follows:

Banking .................  7.3%
Capital Equipment .......  6.2
Construction & Housing ..  2.9 
Consumer Durable ........  4.0
Consumer Nondurable  ....  3.6
Electric & Electronics .. 12.3



Financial Services ......  8.4%
Gold ....................  2.4
Materials ............... 10.8
Multi-Industry ..........  5.6
Real Estate .............  5.8
Services ................  7.7


Transportation ..........  1.7%
Utilities ...............  4.0
Other assets ............ 17.3
                         -----
  Total Net Assets       100.0%
                         ===== 
                                                                              
                                ----------------

Lexington Crosby Small Cap Asia Growth Fund, Inc.
Statements of Assets and Liabilities
December 31, 1995
<TABLE>
<S>                                                                                           <C>

Assets
Investments in securities, at value (cost $7,259,146) (Note 1) ...........................    $ 7,389,097
Cash .....................................................................................      2,546,142
Receivable for shares sold ...............................................................         38,520
Dividends and interest receivable ........................................................         13,738
Due from Lexington Management Corporation (Note 2) .......................................          2,698
Deferred organization expenses, net (Note 1) .............................................         61,892
                                                                                              -----------
    Total Assets                                                                               10,052,087
                                                                                              -----------
Liabilities
Payable for investment securities purchased ..............................................      1,003,349
Payable for shares redeemed ..............................................................          3,591
Accrued expenses .........................................................................        103,922
Distributions payable ....................................................................          5,261
                                                                                              -----------
    Total Liabilities ....................................................................      1,116,123
                                                                                              -----------
Net Assets (equivalent to $9.76 per share on 915,788 shares outstanding) (Note 3) ........    $ 8,935,964
                                                                                              ===========
Net Assets consist of:
Capital stock-authorized 1,000,000,000 shares,
  $.001 par value per share ..............................................................    $       916
Additional paid-in capital ...............................................................      9,031,688
Distributions in excess of net investment income (Note 1)                                          (1,869)
Accumulated net realized loss on investments and foreign currency holdings (Note 1)       (224,473)
Net unrealized appreciation of investments and foreign currency holdings .................        129,702
                                                                                              -----------
                                                                                              $ 8,935,964
                                                                                              ===========

</TABLE>

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


                                       5



<PAGE>

Left Col.

Lexington Crosby Small Cap
Asia Growth Fund, Inc.
Statement of Operations
July 3, 1995 (commencement of operations) to
December 31, 1995

Investment Income
Dividends ...........................  $  47,137
Interest ............................     21,223
                                       ---------
                                          68,360
Less: foreign tax expense ...........      3,799
                                       ---------
      Investment income .............                    $  64,561

Expenses
 Investment advisory fee (Note 2) ...     35,576
 Accounting and shareholder
  services expenses (Note 2) ........      4,337
 Custodian and transfer agent
  expenses ..........................     17,840
 Printing and mailing ...............      9,247
 Directors' fees and expenses .......      4,886
 Audit and legal ....................     14,148
 Registration fees ..................      1,845
 Computer expense ...................      1,871
 Other expenses .....................      3,485
 Amortization of deferred
  organization expenses (Note 1) ....      6,735
                                       ---------
  Total expenses ....................     99,970
  Less: expenses recovered
        under contract with
        investment advisor
        (Note 2) ....................     50,163            49,807
                                       ---------         ---------
    Net investment income                                   14,754

Realized and Unrealized Gain
(Loss) on Investments (Note 4)
  Net realized gain (loss) on:
     Investments ....................   (224,473)
     Foreign currency
      transactions ..................      1,958
                                       ---------
      Net realized loss                                   (222,515)
 Net change in unrealized
  appreciation (depreciation) on:
  Investments .......................    129,951
  Foreign currency translations
   of other assets and liabilities ..       (249)
                                       ---------
      Net change in unrealized
       appreciation .................                      129,702
                                                         ---------           
      Net realized and unrealized
       loss on investments ..........                      (92,813)
                                                         --------- 
Decrease in Net Assets
 Resulting from Operations ..........                    $ (78,059)
                                                         ========= 



Right Col.

Lexington Crosby Small Cap
Asia Growth Fund, Inc.
Statement of Changes in
Net Assets
July 3, 1995 (commencement of
operations) to December 31, 1995


Net  investment  income ...............................  $   14,754
Net realized loss from  investments  and
 foreign currency transactions ........................    (222,515)
Increase in unrealized appreciation of
 investments and foreign currency 
 holdings .............................................     129,702
                                                         ----------
     Net decrease in net assets resulting
      from operations .................................     (78,059)
Distribution to shareholders  from net
 investment  income ...................................     (18,581)
Increase  in net assets from  capital  share
 transactions (Note 3) ................................   9,032,604
                                                         ----------
    Net increase in net assets ........................   8,935,964

Net Assets:
 Beginning  of period                                       ----
                                                         ----------
 End of period  (including  distributions
  in excess of net investment income 
  of $1,869) ..........................................  $8,935,964
                                                         ==========




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


                                       6






<PAGE>


Lexington Crosby Small Cap Asia Growth Fund, Inc.
Notes to Financial Statements
December 31, 1995

1.  Significant Accounting Policies
Lexington  Crosby Small Cap Asia Growth 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  capital   appreciation   through  investment  in  common  stocks  and
equivalents   of   companies   domiciled  in  the  Asia  region  with  a  market
capitalization of less than $1 billion. The Fund commenced operations on July 3,
1995. 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  security  transactions  are  reported  on the
identified  cost basis.  Investments are stated at market value based on closing
prices  reported by the exchange on which the  securities are traded on the last
business day of the period or, for over-the-counter  securities,  at the average
between bid and asked prices,  except for short-term securities which are stated
at amortized cost, which approximates market value.  Securities for which market
quotations  are not readily  available and other assets are valued at fair value
as  determined  by  management  and  approved  in good  faith  by the  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.  Dividends and  distributions to shareholders are recorded on
the ex-dividend date. Interest income 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
settled and are reported in the statement of operations.

    Distributions In accordance with Statement of Position 93-2:  Determination,
Disclosure  and Financial  Statement  Presentation  of Income,  Capital Gain and
Return of Capital Distributions by Investment Companies, as of December 31, 1995
book and tax basis  differences  amounting to $1,958 have been reclassified from
accumulated  net realized loss on investments and foreign  currency  holdings to
distributions in excess of net investment income.

    Federal  Income  Taxes  It is  the  Fund's  intention  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 has been made.

    Deferred  Organization  Expenses  Organization  expenses aggregating $67,351
have been deferred and are being  amortized on a  straight-line  basis over five
years.

2.  Investment Advisory Fee and Other Transactions with Affiliate
The Fund pays an  investment  advisory fee to Lexington  Management  Corporation
("LMC") at the rate of 1.25% of average  daily net assets.  In  connection  with
providing  investment  advisory  services,  LMC has entered into a  sub-advisory
contract with Crosby Asset Management (U.S.), Ltd. ("Crosby") under which Crosby
provides the Fund with investment management services.  Pursuant to the terms of
the  sub-advisory  contract  between LMC and  Crosby,  LMC pays Crosby a monthly
sub-advisory  fee at the annual rate of 0.625% of the Fund's  average  daily net
assets.  LMC has  agreed to  voluntarily  limit the total  expenses  of the Fund
(excluding interest, taxes, brokerage commissions and extraordinary expenses but


                                       7




<PAGE>



Lexington Crosby Small Cap Asia Growth Fund, Inc.
Notes to Financial Statements
December 31, 1995 (continued)

2.  Investment Advisory Fee and Other Transactions with Affiliate (continued)
including  management fee and operating  expenses) to an annual rate of 1.75% of
the Fund's  average net assets,  through April 30, 1996 or such later date as to
be determined by LMC. The investment advisory fee and expense  reimbursement are
set forth in the statement of operations.

    The Fund also reimburses LMC for certain expenses,  including accounting and
shareholder servicing costs, which are incurred by the Fund, but paid by LMC.

3.  Capital Stock
Transactions in capital stock were as follows:

                                                          July 3, 1995
                                                   (commencement of operations)
                                                       to December 31, 1995
                                                   ----------------------------
                                                       Shares         Amount
                                                     ---------     ----------
               Shares sold ........................  1,003,607     $9,916,274
               Shares issued to shareholders on
                 reinvestment of dividends ........      1,372         13,320
                                                     ---------     ----------
                                                     1,004,979      9,929,594
               Shares redeemed ....................    (89,191)      (896,990) 
                                                     ---------     ----------
               Net increase .......................    915,788     $9,032,604
                                                     =========     ==========


4.  Purchases and Sales of Investment Securities
The cost of purchases and proceeds  from sales of securities  for the six months
ended December 31, 1995,  excluding short-term  securities,  were $8,584,767 and
$1,101,149, respectively.

    At December  31,  1995,  aggregate  gross  unrealized  appreciation  for all
securities and foreign currency holdings (including foreign currency receivables
and  payables)  in which  there is an excess of value over tax cost  amounted to
$512,351 and aggregate  gross  unrealized  depreciation  for all  securities and
foreign  currency  holdings  in which  there is an excess of tax cost over value
amounted to $382,649.

5.  Investment  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  the  result  of  the  potential  inability  of
counterparties  to  meet  the  terms  of  their  contracts.



                                       8



<PAGE>


Lexington Crosby Small Cap Asia Growth Fund, Inc.
Financial Highlights
July 3, 1995 (commencement of operations) to December 31, 1995
<TABLE>


Selected per share data for a share outstanding throughout the period:
<S>                                                                            <C>

Net asset value, beginning of period .......................................   $10.00
                                                                               ------
Income (loss) from investment operations:
  Net investment income ....................................................     0.02
  Net realized and unrealized loss on investments ..........................    (0.24)
                                                                               ------
  Total loss from investment operations ....................................    (0.22)
                                                                               ------

Less distributions:
  Dividends from net investment income .....................................    (0.02)
Net asset value, end of period .............................................   $ 9.76
                                                                               ======
Total return ...............................................................    (4.39)%*

Ratio to average net assets:
  Expenses, before reimbursement or waiver .................................     3.51%*
  Expenses, net of reimbursement or waiver .................................     1.75%*
  Net investment loss, before reimbursement or waiver ......................   (1.24)%*
  Net investment income ....................................................     0.52%*
Portfolio turnover .........................................................    40.22%*
Net assets at end of period (000's omitted) ................................   $8,936
                                                                               ======
*Annualized
</TABLE>


                                       9




<PAGE>


Independent Auditors' Report


The Board of Directors and Shareholders
Lexington Crosby Small Cap Asia Growth Fund, Inc.:

    We have audited the  accompanying  statements of net assets  (including  the
portfolio of investments)  and assets and liabilities of Lexington  Crosby Small
Cap Asia Growth Fund,  Inc. as of December 31, 1995, and the related  statements
of  operations,  changes in net assets,  and the  financial  highlights  for the
period from July 3, 1995  (commencement  of  operations)  to December  31, 1995.
These financial  statements and financial  highlights are the  responsibility of
the  Fund's  management.  Our  responsibility  is to express an opinion on these
financial statements and financial highlights based on our audit.

    We  conducted  our audit in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
December 31, 1995 by  correspondence  with the custodian  and brokers.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audit  provides a  reasonable  basis for our
opinion.

    In our opinion,  the financial  statements and financial highlights referred
to above present fairly,  in all material  respects,  the financial  position of
Lexington  Crosby Small Cap Asia Growth Fund,  Inc. as of December 31, 1995, and
the results of its  operations,  its changes in its net assets and the financial
highlights  for the period from July 3, 1995 to December 31, 1995, in conformity
with generally accepted accounting principles.


                                                           KPMG Peat Marwick LLP


New York, New York
January 29, 1996




                                       10


<PAGE>

Right Col.

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  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.

Lexington  Tax Free Money Fund,  Inc.-Seeks  current  income exempt from Federal
income  taxes  while   maintaining   stability  of   principal,   liquidity  and
preservation of capital.


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
1-800-526-0056. Read the prospectus carefully before you invest or send money.

                                       11

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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 and  Lexington Tax Free
Money Fund permit  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.



                                       


<PAGE>

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Lexington
Crosby Small Cap Asia Growth Fund, Inc.


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

Sub-Adviser
- --------------------------------------------------------------------------------
CROSBY ASSET MANAGEMENT (US), INC.
c/o Crosby Asset Management (Hong Kong) Limited
25/F Inchcape Insurance Tower
3 Lockhard Road
Wan Chai, Hong Kong


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 * Account Balances * Exchanges *
             Last Transactions * Total Return * Duplicate Statements

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

This  report  has been  prepared  for the  information  of the  shareholders  of
Lexington  Crosby  Small  Cap Asia  Growth  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.




Right Col.



                                    LEXINGTON





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

                                    LEXINGTON


                                     CROSBY
                                    SMALL CAP

                                   ASIA GROWTH

                                   FUND, INC.


                                  (filled box)

                             Seeks long-term capital
                         appreciation through investment
                       in companies domiciled in the Asia
                       Region with a market capitalization
                            of less than $1 billion.
                                  (filled box)

                                  ANNUAL REPORT
                                DECEMBER 31, 1995
                               The Lexington Group
                                   of No Load
                              Investment Companies

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



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