LEXINGTON STRATEGIC INVESTMENTS FUND INC
N-30D, 1995-08-17
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Left Col.

Dear  Shareholder:
- --------------------------------------------------------------------------------

    During the first six months of 1995 the price of gold bullion  traded within
a narrow range and finished  the period with a  negligible  advance of 0.42%.  A
brief decline at the beginning of the period to $371.50 an ounce,  down from the
opening price of $383.00, brought forth strong physical demand,  especially from
the Far East, and a moderate uptrend began seeing gold bullion finish the period
at $384.60.

    The gold shares  reflected this  lackluster  performance of gold bullion and
the  unmanaged  Financial  Times  World Gold Mines  Index was down 2.45% for the
period.  However,  the South  African gold shares  significantly  underperformed
their North American and Australian counterparts with the unmanaged Johannesburg
All Gold Index down 27.5%. Although the South African gold mines were noticeably
inexpensive  in terms of gold  reserves in the ground,  the costs of  extracting
those  reserves  ballooned  after several years of good cost control,  the local
price  of  gold  was  impeded  by a  strong  commercial  rand,  and  fears  of a
devastating  strike emerged.  Costs were impacted by a fall in production during
the first quarter of 11% compared with the year before.  This fall in production
resulted from a sharp increase in public holidays, scattered work disruptions at
individual mines and lower grades.  Profitability was devastated,  down 32% from
the December quarter.  Lexington Strategic Investments Fund had a -18.45%* total
return for the period  compared  with a 2.85% total return for the 39 gold funds
monitored by Lipper Analytical Services, Inc., due to its heavy concentration in
South African gold shares.  It is worth noting that the Fund's  performance  was
considerably  better for the period  than the  unmanaged  Johannesburg  All Gold
Index and also that the total return for the twelve  month  period  through June
30, 1995,  was 2.87%*  compared with an average total return for the Lipper gold
fund universe of 0.98%.

    During the period,  Lexington Strategic Investments Fund significantly pared
its  holdings in the South  African  gold shares most  directly  affected by the
severe cost  pressures.  The  proceeds  have been placed into gold and  platinum
bullion which should  benefit from any  production  disruptions  should a strike
materialize  and which can be  redeployed  into the South African gold shares as
conditions  improve.  Within South Africa,  more  defensive  companies have been
emphasized.

    There  have been some  recent  indications  that  things may  improve.  Both
management  and labor  recognize  that the industry is in difficulty  and that a
fundamental  reorganization is needed.  Without change,  unprofitable mines will
have to be closed down, an unpalatable  prospect for union leadership as well as
for the  government  which faces high  unemployment  throughout  the country and
which is eager


Right Col.

to  generate  the  foreign  reserves  that come  with  strong  gold  production.
Fortunately, there exist areas for substantial productivity improvements.  South
Africa is unique in not allowing the mines to operate on Sundays  other than for
basic  maintenance  with the  result  that the  industry  is  losing  18% of the
calendar  year in  terms  of  production.  In  addition,  significantly  greater
productivity  within the mines is possible  with more  flexible  work  practices
permitting  the mining  teams to share the work more  effectively  and with less
time wasted going to and from the stopes and waiting around while various manual
tasks are performed. Finally, allowing noncontiguous mines to merge would permit
the development of reserves on a tax sheltered basis.

    Management  has  become  more  clearly  focused on what is needed to improve
productivity  and costs while the National  Union of Mine Workers has stated its
intention of settling  this year knowing full well the  hardships a strike would
bring to its  membership.  Given the low valuations of the shares,  a successful
conclusion to the  negotiations  would have a dramatic impact on share prices of
the  South  African  gold  mines.  We are,  therefore,  hopeful  that  Lexington
Strategic  Investments Fund will resume the strong  outperformance  it has shown
since the beginning of 1993 after a period of deep pessimism regarding the South
African gold mining industry.

    Also  included in this  annual  report to  shareholders  is a summary of the
results of the shareholder  meeting held on April 19, 1995. All of the proposals
were approved by a majority of shareholders.

    We appreciate your continued  support and welcome the opportunity to discuss
any questions you may have about your investment.

                                   Sincerely,









Robert W. Radsch               Robert M. DeMichele
Portfolio Manager              President
July, 1995                     July, 1995


*-3.38%  and  6.88%  are the one year and since  commencement  (1/2/92)  average
annual standard total returns, respectively, for the period ended June 30, 1955.
Prior to January,  1992 the Fund was managed by a different  investment adviser.
Investment return and principal value of an investment will fluctuate so that an
investor's  shares,  when  redeemed,  may be  worth  more or less  than at their
original cost. These calculations include the maximum 5.75% initial sales charge
and assume reinvestment of dividends and capital gains at net asset value. Total
return represents past performance.


                                       1


<PAGE>
   

            Comparison of change in value of a $10,000 investment in
                  Lexington Strategic Investments Fund, Inc.,
             the S&P 500 and Gold Bullion (London Spot - US Dollar)


$16,000

                                                                         $14,422
$14,000
                                                                         $12,622

$12,000

                                                                         $11,028
$10,000
 $9,412
                             Average Annual Total Returns for the
 $8,000                                Period Ended 6/30/95  
               ________________________________________________________________
               Fund Index          Legend  One Year   Since Inception (1/2/92)*
               ________________________________________________________________
 $6,000        Lexington Strategic         (3.38%)              6.88%
               Investment Fund
               ________________________________________________________________
 $4,000        S&P 500                     26.03%              11.03%
               ________________________________________________________________
               Gold Bullion        -----   (0.32%)              2.84%
 $2,000        ________________________________________________________________
        1/2/92  6/30/92  12/31/92  6/30/93  12/31/93  6/30/94  12/30/94  6/30/95

This graph,  prepared in  accordance  with SEC  regulations,  compares a $10,000
investment in the Fund,  including the maximum sales charge  (5.75%) made at its
inception,  with a similar  investment  in the Standard & Poor's 500 Stock Index
("S&P 500") and a direct  investment in gold  bullion.  Results for the Fund and
the  S&P  500  include  the  reinvestment  of  all  dividend  and  capital  gain
distributions.  The price of gold is subject to substantial  price  fluctuations
over short  periods of time and may be affected by  unpredictable  international
monetary and  political  policies.  The  performance  illustration  for the more
narrowly  defined  comparison  (gold bullion)  utilized a Comex futures contract
which expired in August,  1994.  We are therefore  including for this and future
reports a  comparison  based on the spot price of gold  bullion  that is readily
available to investors on a daily  basis.  A review of the  performance  for the
previous  index and the current spot prices based index shows little  difference
in the price of gold bullion quoted.

*The original  inception date for the Fund was May 13, 1974.  Prior to December,
1991 the Fund was managed by a different investment advisor.  Investment results
for periods prior to that date are not shown in the graph.  The Per Share Income
and Capital Changes Table in the Fund's  prospectus  contains  performance  data
that  relates to prior  periods.  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 and is not predictive of future performance.





























                                       2

 
<PAGE>


Results of Annual Meeting of Shareholders held April 19, 1995 (unaudited)

Total Outstanding Shares as of February 1, 1995: 36,324,374

 1. Directors Elected: Robert M. DeMichele,  Beverley C. Duer, Barbara R. Evans,
   Lawrence Kantor, Donald B. Miller, Francis Olmsted, John G. Preston, Margaret
   W. Russell, Philip C. Smith and Francis A. Sunderland

<TABLE>
<CAPTION>
                                                                                             Votes             Votes       
                                                                          Votes For         Against          Abstained      
                                                                          ---------         -------          ---------
<S>                                                                      <C>               <C>               <C>

 2.Selection of KPMG Peat Marwick LLP as Independent Auditors .......... 16,292,338          691,767         2,030,594
 3.Amendment to fundamental restriction concerning senior securities ... 15,365,124        1,495,229         2,154,345
 4.Amendment to fundamental restriction concerning diversification ..... 15,498,048        1,433,718         2,082,932
 5.Elimination of fundamental restriction concerning securities of
    other investment companies ......................................... 15,342,801        1,542,057         2,129,840
 6.Elimination of fundamental restriction concerning securities of
    issuers in operation less than three (3) years ..................... 15,277,720        1,597,469         2,139,509
 7.Amendment to fundamental restriction concerning borrowing ........... 14,886,729        2,000,907         2,127,062
 8.Amendment to fundamental restriction concerning underwriting ........ 15,579,730        1,293,959         2,141,00
 9.Elimination of fundamental restriction concerning restricted and
    illiquid securities ................................................ 14,944,388        1,911,441         2,158,870
10.Amendment to fundamental restriction concerning real estate ......... 15,186,189        1,722,706         2,105,803
11.Elimination of fundamental restriction concerning securities of
    affiliates ......................................................... 15,251,468        1,601,599         2,161,630
12.Amendment to fundamental restriction concerning lending ............. 14,934,511        1,901,386         2,178,800
13.Elimination of fundamental restriction concerning margin and 
    short sales ........................................................ 14,873,722       2,033,752         2,107,224
14.Elimination of fundamental restriction concerning puts and calls .... 14,899,501       1,978,306         2,136,890
15.Elimination of fundamental restriction concerning investment for
    control ............................................................ 15,545,764       1,346,521         2,122,412
16.Amendment to fundamental restriction concerning investment in
    oil, gas and minerals .............................................. 15,453,631       1,493,594         2,067,472
17.Amendment to fundamental restriction concerning commodity
    contracts .......................................................... 15,046,636       1,843,303         2,124,759

</TABLE>
 
                                       3


<PAGE>

Lexington Strategic Investments Fund, Inc.
Statement of Net Assets
(Including the Portfolio of Investments)
June 30, 1995

<TABLE>
<CAPTION>

Number of
Shares or
Principal                                                                                     Value
 Amount                                     Security                                         (Note 1)
- -------------------------------------------------------------------------------------------------------
<S>              <C>                                                                        <C>

                  BULLION: 15.6%
                  GOLD BULLION: 10.5%
                  25,588 fine ounces*.......................................................$ 9,837,399
                                                                               
                  PLATINUM BULLION: 5.1%
                  10,996 fine ounces*.......................................................  4,796,456 
                                                                                            -----------
                  TOTAL BULLION (cost $14,869,194) ......................................... 14,633,855
                                                                                            -----------
                  GOLD MINING COMMON STOCKS: 79.9%
                  Ghana Gold Mining Shares: 2.3%
   93,000         Ashanti Goldfields (ADR) .................................................  2,162,250     
                                                                                            ----------- 
                  South African Gold Mining Shares: 73.0%
  868,800         Beatrix Mines, Ltd. (ADR) ................................................  6,152,233
  165,000         Beatrix Mines, Ltd. ......................................................  1,168,845
2,138,600         Deelkraal Gold Mining Company, Ltd. (ADR) ................................  1,793,644
1,910,800         Doornfontein Gold Mining Company, Ltd. (ADR)*.............................  1,313,675
   65,000         Driefontein Consolidated, Ltd. (ADR) .....................................    905,938
  164,700         Driefontein Consolidated, Ltd. ...........................................  2,424,057   
  168,500         Durban Roodeport Deep, Ltd. (ADR)*........................................  1,575,492
  771,100         East Rand Gold & Uranium Company, Ltd. (ADR) .............................  1,929,677
3,311,000         Eastern Transvaal Consolidated, Ltd. (ADR) ...............................  3,368,943
   63,600         Elandsrand Gold Mining Company, Ltd. (ADR) ...............................    306,075
  150,000         Elandsrand Gold Mining Company, Ltd.*.....................................    722,146
  223,400         Freestate Consolidated Gold Mines, Ltd. (ADR) ............................  2,764,575
   87,125         Freestate Consolidated Gold Mines, Ltd. ..................................  1,114,529
  925,000         Gencor Ltd. ..............................................................  3,180,880
  664,300         Grootvlei Proprietary Mines, Ltd. (ADR) ..................................  1,379,219
  200,000         Grootvlei Proprietary Mines, Ltd. ........................................    415,406
  433,300         Harmony Gold Mining, Ltd. (ADR)*..........................................  3,425,800
   50,000         Hartebeestfontein Gold Mining Company, Ltd. ..............................    180,193
  400,000         H. J. Joel Mining Company, Ltd.*..........................................    324,622
  159,700         Kinross Mines, Ltd. (ADR) ................................................  1,273,623
  233,000         Kloof Gold Mining Company, Ltd. ..........................................  2,660,110
1,000,000         Lebowa Platinum Mines, Ltd.*..............................................  1,100,412
  244,500         Leslie Gold Mines, Ltd. (ADR) ............................................  1,630,547
   60,400         Leslie Gold Mines, Ltd. ..................................................     80,589
  671,700         Loraine Gold Mines, Ltd.*.................................................  2,679,408
  313,200         Northam Platinum Holdings, Ltd.* ..........................................    495,433
   45,400         Randfontein Estates, Gold Mining Company Witwatersrand, Ltd. (ADR) .......    302,763
  187,400         Randfontein Estates, Gold Mining Company Witwatersrand, Ltd. .............  1,250,193

</TABLE>

                                       4

<PAGE>


Lexington Strategic Investments Fund, Inc.
Statement of Net Assets
(Including the Portfolio of Investments)
June 30, 1995 (continued)

<TABLE>
<CAPTION>

Number of
Shares or
Principal                                                                                     Value
 Amount                                     Security                                         (Note 1)
- -------------------------------------------------------------------------------------------------------
<S>              <C>                                                                        <C>

                  South African Gold Mining Shares (continued):
  998,200         Randgold and Exploration Company, Ltd.*................................... $ 2,883,384
   30,000         Rustenburg Platinum Holdings, Ltd. (ADR) .................................     618,759
  341,700         St. Helena Gold Mines Ltd. (ADR) .........................................   2,989,875
   10,000         St. Helena Gold Mines Ltd.*...............................................      90,784
1,429,622         Target Exploration Company, Ltd.*.........................................   1,966,468
  359,700         Unisel Gold Mines, Ltd. (ADR) ............................................     939,717
  126,000         Unisel Gold Mines, Ltd. ..................................................     320,633
   35,700         Vaal Reefs Exploration & Mining Company, Ltd. ............................   2,288,336
  770,000         Western Areas Gold Mining Company, Ltd. (ADR) ............................   8,787,702
   18,400         Western Areas Gold Mining Company, Ltd.*..................................     210,068
  193,200         Winkelhaak Mines, Ltd. (ADR) .............................................   1,434,529
   26,000         Winkelhaak Mines, Ltd. ...................................................     193,122
                                                                                             -----------
                                                                                              68,642,404
                                                                                             -----------

                  United Kingdom Gold Mining Shares: 4.6%
   
1,851,000         Lonrho Plc (ADR) .........................................................   4,358,180
                                                                                             -----------
                                                         
                  TOTAL COMMON STOCKS:
                   (cost $81,203,900) ......................................................  75,162,834
                                                                                             -----------
                                                                                                          
                  CONVERTIBLE DEBENTURES: 1.0%

 $352,822          Target Exploration Company, Ltd., 11.25% due 1/1/1997 (cost $497,083) ...     970,624
                                                                                             -----------

                  SHORT-TERM INVESTMENTS: 4.2%
4,000,000         U.S. Treasury Bills 5.375% due 09/21/95 (cost $3,951,028) ................   3,951,028
                                                                                             -----------
                  TOTAL INVESTMENTS: 100.7% (cost $100,521,205\'86) (Note 1) ...............  94,718,341
                  Liabilities in excess of other assets: (0.7%) ............................    (659,627)
                                                                                             -----------
          
                  TOTAL NET ASSETS: 100.0% (equivalent to $2.51 per share
                   on 37,400,881 shares outstanding) ....................................... $94,058,714
                                                                                             ===========

<FN>

*  Non-income producing securities.
   ADR - American Depository Receipt.
(D)Aggregate cost for Federal income tax purposes is identical.
</FN>
</TABLE>
   The Notes to Financial Statements are an integral part of this statement.
                                      

                                        5



<PAGE>


Lexington Strategic Investments Fund, Inc.
Statement of Assets and Liabilities
June 30, 1995
<TABLE>

<S>                                                                                      <C>

Assets

Investments, at value (cost $100,521,205) (Note 1) ....................................  $ 94,718,341
Cash ..................................................................................       924,698
Receivable for investment securities sold .............................................        40,135
Receivable for shares sold ............................................................       107,011
Dividends and interest receivable .....................................................       282,273
Deferred reorganization expenses, net (Note 1) ........................................        42,106
                                                                                         ------------
    Total Assets ......................................................................    96,114,564
                                                                                         ------------


Liabilities
Due to Lexington Management Corporation (Note 2) ......................................        68,171
Payable for investment securities purchased ...........................................       690,262
Payable for shares redeemed ...........................................................     1,107,814
Accrued expenses ......................................................................       189,603
                                                                                         ------------
    Total Liabilities .................................................................     2,055,850
                                                                                         ------------


Net Assets (equivalent to $2.51 per share on 37,400,881 shares outstanding) (Note 3) ..  $ 94,058,714
                                                                                         ============


Net Assets consist of:
Capital stock-authorized 1,000,000,000 shares, $.001 par value per share ..............  $     37,401
Additional paid-in capital (Note 1) ...................................................   166,629,601
Undistributed net investment income (Note 1) ..........................................       772,732
Accumulated net realized loss on investments (Notes 1 and 6) ..........................   (67,578,568)
Net unrealized depreciation of investments ............................................    (5,802,452)
 ......................................................................................  $ 94,058,714
                                                                                         ============
Net Asset Value, redemption price per share ...........................................         $2.51
                                                                                                =====

Offering price per share (100/94.25 of $2.51 adjusted to nearest cent) ................         $2.66
                                                                                                =====


</TABLE>

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

                                       6

<PAGE>

(Left column)

Lexington
Strategic Investments Fund, Inc.
Statement of Operations
Year ended June 30, 1995

Investment Income
Income
  Dividends............................  $ 4,086,252
  Interest.............................      309,061
                                         -----------
                                           4,395,313
  Less: foreign tax expense............      817,031
                                         -----------
    Total investment income............                $ 3,578,282

Expenses
  Investment advisory fees
    (Note 2)...........................      902,569
  Accounting and shareholder
    services expenses (Note 2).........      165,279
  Custodian and transfer agent 
    expenses...........................      419,732
  Printing and mailing.................      151,405
  Directors' fees and expenses.........       11,821
  Audit and legal......................       28,473
  Registration fees....................       96,393
  Amortization of deferred 
    reorganization expenses
    (Note 1)...........................       28,088
  Computer processing fees.............       22,612
  Other expenses.......................       52,773
                                         -----------
    Total expenses.....................                  1,879,145
                                                       -----------
      Net investment income............                  1,699,137

Realized and Unrealized Loss
  on Investments (Note 4)
Realized loss on investments
    (excluding short-term securities):
  Proceeds from sales.................   119,338,296
  Cost of securities sold.............   124,277,343
                                         -----------
    Net realized loss.................                  (4,939,047)
Unrealized depreciation
    of investments:
  End of period.......................    (5,802,452)
  Beginning of period.................    (4,154,965)
                                         -----------
    Change during period..............                  (1,647,487)
                                                       -----------
    Net realized and unrealized
      loss on investments.............                  (6,586,534)
                                                       -----------
Decrease in Net Assets Resulting
from Operations.......................                 $(4,887,397)
                                                       ===========


(Right column)

Lexington
Strategic Investments Fund, Inc.
Statements of Changes in Net Assets
Years ended June 30, 1995 and 1994


                                                        1995            1994
                                                    -----------     -----------
Net investment income.........................      $ 1,699,137     $ 1,306,963
Net realized loss from
  security transactions.......................       (4,939,047)     (6,775,796)
Increase (decrease) in unrealized
  appreciation (depreciation)
  of investments..............................       (1,647,487)      8,850,021
                                                    -----------     -----------
    Net increase (decrease) in
      net assets resulting
      from operations.........................       (4,887,397)      3,381,188
Distributions to shareholders
  from net investment income..................       (1,662,361)     (1,063,935)
Increase in net assets from
  capital share transactions
  (Note 3)....................................       27,108,968      27,366,122
                                                    -----------     -----------
      Net increase in net assets..............       20,559,210      29,683,375

Net Assets
  Beginning of period.........................       73,499,504      43,816,129
                                                    -----------     -----------
  End of period (including
    undistributed net investment
    income of $772,732 and
    $702,433, respectively)...................      $94,058,714     $73,499,504
                                                    ===========     ===========

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

                                       7

<PAGE>

Lexington Strategic Investments Fund, Inc.
Notes to Financial Statements
June 30, 1995 and 1994


1.  Significant Accounting Policies

Lexington  Strategic  Investments  Fund,  Inc.  (the  "Fund")  is  an  open  end
diversified  management  investment  company  registered  under  the  Investment
Company  Act of 1940,  as amended.  The  following  is a summary of  significant
accounting  policies  followed by the Fund in the  preparation  of its financial
statements:

    Investments  Security  transactions are accounted for on a trade date basis.
Realized  gains and losses  from  investment  transactions  are  reported on the
identified cost basis.  Securities traded on a national  securities exchange are
valued at the closing  price or, in the absence of a recorded  sale, at the mean
between  the  last  reported  bid and  asked  price.  Securities  traded  on the
over-the-counter  market and silver  bullion are valued at the mean  between the
last reported bid and asked price. Short-term securities 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.
Dividend  income  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. There were no foreign
currency exchange contracts outstanding at June 30, 1995.

    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   Reorganization   Expenses   Reorganization  expenses  aggregating
$140,435  have been  deferred and are being  amortized on a straight  line basis
over five years.


    Distributions  Effective  January 1, 1993,  the Fund  adopted  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 June 30,  1995,  book and tax basis  differences  amounting to
$11,002 have been  reclassified  from  undistributed  net  investment  income to
additional   paid-in  capital.   In  addition,  $22,521  was  reclassified  from
accumulated net realized loss to undistributed net investment income.


                                       8

<PAGE>

Lexington Strategic Investments Fund, Inc.
Notes to Financial Statements
June 30, 1995 and 1994 (continued)


2.  Investment Advisory Fee and Other Transactions with Affiliate

The Fund pays an  investment  advisory fee to Lexington  Management  Corporation
("LMC") at an annual rate of 1% of the Fund's average daily net assets up to $30
million  and at an  annual  rate of .75%  thereafter.  The  investment  advisory
contract  provides  that  the  total  annual  expenses  of the  Fund  (including
management  fees,  but excluding  interest,  taxes,  brokerage  commissions  and
extraordinary  expenses) will not exceed the level of expenses which the Fund is
permitted to bear under the most restrictive  expense  limitation imposed by any
state in which shares of the Fund are offered for sale. The investment  advisory
fee is set forth in the accompanying  statement of operations.  No reimbursement
was required for the year ended June 30, 1995.

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:

<TABLE>
<CAPTION>
                                                       Year ended                  Year ended
                                                      June 30, 1995               June 30, 1994
                                               --------------------------    -------------------------
                                                  Shares        Amount         Shares        Amount
                                               -----------   ------------    ----------   ------------
<S>                                            <C>           <C>             <C>          <C>        
Shares sold..................................  106,249,102   $313,690,114    83,027,947   $199,877,283
Shares issued on reinvestment of dividends...      461,700      1,417,415       333,055        905,910
                                               -----------   ------------    ----------   ------------
                                               106,710,802    315,107,529    83,361,002    200,783,193

Shares redeemed..............................  (98,974,867)  (287,998,561)  (72,746,955)  (173,417,071)
                                               -----------   ------------    ----------   ------------
Net increase.................................    7,735,935   $ 27,108,968    10,614,047   $ 27,366,122
                                               -----------   ------------    ----------   ------------
</TABLE>

4.  Purchases and Sales of Investment Securities

The cost of purchases and proceeds  from sales of securities  for the year ended
June  30,  1995,   excluding  short  term  securities,   were  $146,914,291  and
$119,338,296, respectively.

At June 30, 1995, the aggregate gross unrealized appreciation for all securities
in which there is an excess of value over tax cost amounted to $10,219,816,  and
aggregate gross unrealized  depreciation for all securities in which there is an
excess of tax cost over value amounted to $16,022,268.


5.  Investment and Concentration Risks

The Fund makes significant investments in foreign securities and has a policy of
investing in precious  metals and in the securities of companies  engaged in the
exploration,  mining,  processing,   fabrication  and  distribution  of  natural
resources.  There are certain risks involved in investing in foreign  securities
or concentrating in specific  industries that are in addition to the usual risks
inherent in domestic  investments.  These risks  include  those  resulting  from
potentially adverse political and economic  developments as well as the possible
imposition of foreign  exchange or other foreign  governmental  restrictions  or
laws.

                                       9

<PAGE>

Lexington Strategic Investments Fund, Inc.
Notes to Financial Statements
June 30, 1995 and 1994 (continued)


6.  Federal Income Taxes-Capital Loss Carryforwards

As of June 30, 1995,  $28,080,557 of capital loss carryforwards have expired and
have  been   reclassified   to   additional   paid-in   capital.   Capital  loss
carryforwards1 available for federal income tax purposes as of June 30, 1995 are
approximately:

$13,839,966 expiring in 1996;
 11,422,434 expiring in 1997;
 13,348,932 expiring in 1998;
  1,703,574 expiring in 1999;
 14,932,782 expiring in 2000;
    591,575 expiring in 2001;
    753,540 expiring in 2002; and,
  9,015,366 expiring in 2003.

To the extent any future  capital gains are offset by these  losses,  such gains
would not be distributed to shareholders.
1Temporary book-tax differences of $1,970,399 are the result of losses generated
 from wash sales.

                                       



Lexington Strategic Investments Fund, Inc.
Financial Highlights
Selected per share data for a share outstanding throughout the period:

<TABLE>
<CAPTION>
                                                                        Year ended June 30,
                                                         -------------------------------------------------
                                                          1995       1994       1993       1992      1991
                                                         -----      -----      -----      -----      -----
<S>                                                      <C>        <C>        <C>        <C>        <C>    
Net asset value, beginning of period...............      $2.48      $2.30      $1.26      $2.54      $2.63
Income (loss) from investment operations:
  Net investment income............................        .04        .04        .03          -        .04
  Net realized and unrealized gain (loss)
    on investments.................................        .03        .18       1.01      (1.27)      (.04)
                                                         -----      -----      -----      -----      -----
Total income (loss) from investment operations.....        .07        .22       1.04      (1.27)       .00
                                                         -----      -----      -----      -----      -----
Less distributions:
  Dividends from net investment income.............       (.04)      (.04)         -       (.01)      (.09)
                                                         -----      -----      -----      -----      -----
Net asset value, end of period.....................      $2.51      $2.48      $2.30      $1.26      $2.54
                                                         =====      =====      =====      =====      =====
Total return*......................................      2.47%     9.26%     82.54%    (50.14%)    (0.17%)
Ratios to average net assets:
  Expenses, before reimbursement...................      1.70%      1.76%      3.76%      2.82%      1.98%
  Expenses, net of reimbursement...................      1.70%      1.76%      2.78%      2.50%      1.85%
  Net investment income (loss), before
    reimbursement..................................      1.54%      2.00%      2.05%     (0.10%)     1.51%
Net investment income..............................      1.54%      2.00%      3.03%      0.22%      1.64%
Portfolio turnover.................................    115.91%     25.66%      4.80%     13.92%     12.48%
Net assets, end of period (000's omitted)..........    $94,059    $73,500    $43,816    $14,402    $32,070
</TABLE>

**Sales load is not reflected in total return.

                                       10

<PAGE>

Independent Auditors' Report

The Board of Directors and Shareholders
Lexington Strategic Investments Fund, Inc.

We have  audited  the  accompanying  statements  of net  assets  (including  the
portfolio of  investments)  and assets and  liabilities  of Lexington  Strategic
Investments  Fund, Inc. as of June 30, 1995, the related statement of operations
for the year then ended, the statements of changes in net assets for each of the
years in the two-year period then ended,  and the financial  highlights for each
of the years in the four-year  period then ended.  The financial  highlights for
the year ended June 30,  1991 was  audited by other  auditors  whose  report was
dated August 13, 1991. 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
audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our procedures included confirmation of securities owned as of June
30, 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 audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above  present  fairly,  in all material  respects,  the  financial  position of
Lexington  Strategic  Investments Fund, Inc. as of June 30, 1995 and the results
of its operations for the year then ended, changes in its net assets for each of
the years in the two-year period then ended,  and financial  highlights for each
of the years in the four-year  period then ended,  in conformity  with generally
accepted accounting principles.

KPMG Peat Marwick LLP

New York, New York
July 31, 1995

                                       11

<PAGE>

(left column)

Lexington Strategic
Investments Fund, Inc.

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

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


- ------------------------------------------
All shareholder requests for services of 
any kind should be sent to:

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

Or call toll free:
Service and Sales: 1-800-526-0056
24 Hour Account Information:
 1-800-526-0052
- ------------------------------------------

This  report  has  been  prepared  for the
information   of   the   shareholders   of
Lexington Strategic Investments 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 column)

                 LEXINGTON


                 LEXINGTON
                 STRATEGIC
                INVESTMENTS
                FUND, INC.

               (filled box)

        Seeks capital appreciation.
          The Fund's investments
          are concentrated in the
           common stock of gold
         and other precious metals
         mining companies located
     in the Republic of South Africa.

               (filled box)

               ANNUAL REPORT
               JUNE 30, 1995




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