FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

(Mark One)

|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES  EXCHANGE
ACT OF 1934

For the quarterly period ended 03-31-99
                                       OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

For the transition period from ________ to ___________

Commission file number: 0-26868


                      LEXINGTON GLOBAL ASSET MANAGERS, INC.


DELAWARE                                                     22-3395036
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                               Identification No.)


PARK 80 WEST PLAZA TWO
SADDLE BROOK, NJ 07663
201-845-7300


         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ____


              APPLICABLE ONLY TO REGISTRANTS INVOLVED IN BANKRUPTCY
                  PROCEEDINGS DURING THE PRECEDING FIVE YEARS:

         Indicate by check mark whether the  registrant  has filed all documents
and reports  required  to be filed by Section 12, 13 or 15(d) of the  Securities
Exchange Act of 1934 subsequent to the  distribution of securities  under a plan
confirmed by a court.
Yes ____ No ____
                   (APPLICABLE ONLY TO CORPORATE REGISTRANTS)
         Indicate the number of shares  outstanding of each of the  registrant's
classes of common stock, as of March 31, 1999.


                      Common Stock-$.01 Par Value Per Share
                          Authorized 15,000,000 Shares
                          4,667,204 Shares Outstanding





                                TABLE OF CONTENTS


         Part I.  Financial Information                                    

                  Condensed Consolidated Statements of Financial Condition    
                  Condensed Consolidated Statements of Operations            
                  Condensed Consolidated Statements of Cash Flows             
                  Notes to Condensed Consolidated Financial Statements        
                  Management's Discussion and Analysis of Financial Condition
                       and Results of Operations                           

         Part II. Other Information
                  Legal Proceedings and Exhibits                        



<TABLE>
            
                                         LEXINGTON GLOBAL ASSET MANAGERS, INC.
                                                             AND SUBSIDIARIES

Item I.  Financial Statements

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION
<S>                                                 <C>           <C>

                                                    3/31/1999     12/31/1998
                                                    (Unaudited)    
Assets:
Cash and cash equivalents:
   Cash                                              $ 221,085      $ 228,347
   Money market accounts                             9,022,730      8,209,827
                                                   ------------   ------------
                                                     9,243,815      8,438,174
                                                   ------------   ------------

Receivables:
   Investment advisory and management fees           1,138,188        863,920
   Due from funds and other                            480,010        426,585
                                                   ------------   ------------
                                                     1,618,198      1,290,505
                                                   ------------   ------------
Trading securities                                     596,213      1,337,110
Prepaid expenses                                     1,968,839      1,859,517
Prepaid taxes                                          143,948        182,066
Fixed assets (net of accumulated depreciation       
   and amortization)                                 1,116,268      1,193,515
Intangible assets (net of accumulated amortization)    174,426        178,476
Assets associated with deferred compensation           870,935        834,309
Deferred income taxes                                1,461,810      1,560,686
Other assets                                             8,608          8,608
                                                   ------------   ------------
      Total assets                                $ 17,203,060   $ 16,882,966
                                                   ============   ============


Liabilities:
Accounts payable and other accrued expenses        $ 3,810,081    $ 3,944,677
Deferred income                                      2,152,022      1,879,969
Deferred compensation                                  870,935        834,309
Federal income taxes payable                           842,166        843,434
Other liabilities                                       13,129         11,391
                                                   ------------   ------------
      Total liabilities                              7,688,333      7,513,780
                                                   ------------   ------------
Minority interest                                      461,784        428,821

Stockholders' Equity:
Common stock, $.01 par value; 15,000,000
   authorized shares; 5,487,887 issued                  54,879         54,879
Additional paid-in capital                          21,573,392     21,573,392
Accumulated deficit                                 (8,448,483)    (8,633,541)
Deferred Compensation                                 (960,838)    (1,118,758)
Treasury stock at cost                              (3,166,007)    (2,935,607)
                                                   ------------   ------------
      Total stockholders' equity                     9,052,943      8,940,365
                                                   ------------   ------------

      Total liabilities and stockholders' equity  $ 17,203,060   $ 16,882,966
                                                   ============   ============

</TABLE>

See  accompanying  notes  to the  condensed  consolidated  financial  statements
(Unaudited).
 
<TABLE>
                                        LEXINGTON GLOBAL ASSET MANAGERS, INC.
                                                             AND SUBSIDIARIES



CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
<S>                                                                   <C>               <C>

                                                                       Three Months Ended March 31,
                                                                        1999                1998
                                                                        ----                ----

Revenues:
   Investment advisory:
      Mutual fund management fees (including approximately
          $91,600 and $99,800 from related parties)                   $ 2,134,285         $ 3,011,800
      Mutual fund commissions                                              10,160              29,116
      Other management fees (including approximately
         $847,700 and $714,700 from related parties)                    2,134,253           1,892,446
   Commissions income                                                      36,306              23,373
   Other income                                                           138,623             192,057
                                                                    --------------      --------------
          Total revenues                                                4,453,627           5,148,792
                                                                    --------------      --------------

Expenses:
   Salaries and other compensation                                      2,234,718           2,435,789
   Selling and promotional                                                116,981             223,898
   Administrative and general                                           1,717,033           2,074,789
                                                                    --------------      --------------
          Total expenses                                                4,068,732           4,734,476
                                                                    --------------      --------------
          Income before income taxes and minority interest                384,895             414,316

Provision for income  taxes
   Current                                                                 67,998              46,408
   Deferred                                                                98,876             134,692
                                                                    --------------      --------------
          Total provision                                                 166,874             181,100
                                                                    --------------      --------------
          Income before minority interest                                 218,021             233,216
Minority interest                                                          32,963                 630
                                                                    --------------      --------------
          Net income                                                    $ 185,058           $ 232,586
                                                                    ==============      ==============

Earnings per share:
   Basic earnings per share                                                 $0.04               $0.04
                                                                    ==============      ==============
   Diluted earnings per share                                               $0.04               $0.04
                                                                    ==============      ==============

   Average shares outstanding during the period                         4,710,105           5,181,854
                                                                    ==============      ==============
</TABLE>



See  accompanying  notes  to the  condensed  consolidated  financial  statements
(Unaudited).

<TABLE>
                                                          
                                        LEXINGTON GLOBAL ASSET MANAGERS, INC.
                                                             AND SUBSIDIARIES



CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
<S>                                                                            <C>               <C>

                                                                               Three Months Ended March 31,
                                                                                1999               1998
                                                                                ----               ----

Cash flows from operating activities:
Net income                                                                      $ 185,058          $ 232,587
Adjustments to reconcile net income to net cash provided
   by (used in) operating activities:
      Depreciation and amortization                                                86,218             78,820
      Deferred income taxes                                                        98,876            134,692
      Minority interest                                                            32,963                630
      Compensation expense - stock options                                        157,920            150,521
Change in assets and liabilities
      Receivables                                                                (327,693)          (414,648)
      Trading securities                                                          740,897            (98,688)
      Prepaid expenses                                                           (109,322)           (81,090)
      Prepaid taxes                                                                38,118           (133,353)
      Accounts payable and accrued expenses                                      (134,596)        (1,134,134)
      Federal income taxes payable                                                 (1,268)            18,548
      Deferred management fees                                                    272,053            200,996
      Other, net                                                                    1,738              1,007
                                                                           ---------------    ---------------
Net cash provided by (used in) operating activities                             1,040,962         (1,044,112)

Cash flows from investing activities:
      Purchases of furniture, equipment and leasehold
         improvements                                                              (4,921)           (33,544)
                                                                           ---------------    ---------------
Net cash used in investing activities                                              (4,921)           (33,544)

Cash flows from financing activities:
      Purchase of treasury stock                                                 (230,400)                 -
                                                                           ---------------    ---------------
Net cash used in financing activities                                            (230,400)                 -
Net increase (decrease) in cash and cash equivalents                              805,641         (1,077,656)
Cash and cash equivalents, beginning of period                                  8,438,174          8,705,298
                                                                           ---------------    ---------------
Cash and cash equivalents, end of period                                      $ 9,243,815        $ 7,627,642
                                                                           ===============    ===============


</TABLE>

See  accompanying  notes  to the  condensed  consolidated  financial  statements
(Unaudited).

                                         LEXINGTON GLOBAL ASSET MANAGERS, INC.
                                                              AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

1.  Basis of Presentation:

The interim  financial  information  presented is  unaudited.  In the opinion of
Company  management,  all  adjustments,  (consisting  only of  normal  recurring
accruals),  necessary to present  fairly the  condensed  consolidated  financial
position and the results of  operations  for the interim  period have been made.
The  financial  statements  should  be read in  conjunction  with the  financial
statements  and related notes in the Company's  1998 Annual Report on Form 10-K.
The results of operations for the interim period  presented are not  necessarily
indicative of the results to be expected for the full year.

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  consolidated  financial
statements  and the  reported  amounts  of  revenues  and  expenses  during  the
reporting period. Actual results could differ from those estimates.

Certain  prior year amounts have been  reclassified  to conform with the current
year presentation.

2.  Common Stock Buy-Back Program

On March 7, 1997 and  September  17, 1998 the Board of  Directors of the Company
authorized share repurchase programs of up to 750,000 shares for a total program
of up to 1,500,000  shares.  Repurchases have been and will be made from time to
time in the open market or through privately  negotiated  transactions at market
price. The stock  repurchase  plans have terms of three years.  During the first
quarter of 1999, the Company  repurchased  64,000 shares of stock for a total of
$230,400.  Subsequent to March 31, 1999, the Company repurchased 112,000 shares.
Since the inception of the Company's two share repurchase programs,  the Company
has repurchased 1,021,350 shares of its common stock.

3.  Disclosures about Segments of an Enterprise and Ralated Information

The Company and its subsidiaries  are principally  engaged in a variety of asset
management and related  services to retail  investors,  institutions and private
accounts.  The  Company  operates  in three  business  segments:  Mutual  Funds,
Institutional,  and  Private  Accounts.  The mutual  fund  segment,  through its
subsidiaries,  markets,  promotes,  and distributes  the Lexington  family of 17
mutual  funds  providing  a variety of  investment  choices.  The  institutional
segment for investment  management services includes  corporate,  government and
multi-employee pension plans,  charitable endowments and foundations,  insurance
company general accounts and defined  contribution and 401(k) plans. The private
account  segment  offers  equity,  fixed income and balanced fund  alternatives,
tailored to the individual investment objectives of its private clients.

<TABLE>
<S>                                             <C>        <C>               <C>            <C>          <C>

                                                 Mutual                       Private
Three months ended March 31, 1999                Funds      Institutional     Accounts       Other         Total
---------------------------------                -----      -------------     --------       -----         -----

Revenue                                       $2,224,629     $1,021,369     $1,190,095      $17,534     $4,453,627

Salaries and other compensation                  985,871        927,740        321,107      -            2,234,718
Selling and promotional                           31,162         61,920         15,591        8,308        116,981
Administrative and general                       681,593        244,155        729,376       61,909      1,717,033

Income (loss) before income taxes
     and minority interest                      $526,003      ($212,446)      $124,021     ($52,683)      $384,895

                                                 Mutual                       Private
Three months ended March 31, 1998                Funds      Institutional     Accounts       Other         Total
---------------------------------                -----      -------------     --------       -----         -----

Revenue                                       $3,142,895     $1,008,880       $992,887       $4,130     $5,148,792

Salaries and other compensation                1,075,655      1,041,048        319,086      -            2,435,789
Selling and promotional                          153,776         40,723         19,871        9,528        223,898
Administrative and general                       928,990        353,508        729,095       63,196      2,074,789

Income (loss) before income taxes
     and minority interest                      $984,474      ($426,399)      ($75,165)    ($68,594)      $414,316
                                                                                         

  </TABLE>                                      
                                         LEXINGTON GLOBAL ASSET MANAGERS, INC.
                                                             AND SUBSIDIARIES

Management does not evaluate assets as a means to allocate  resources and assess
performance.  The Company is  domicilied  in the United States and does not have
any international operations.



Item 2. Management's  Discussion and Analysis of Financial Condition and Results
of Operations.

Management's Discussion and Analysis contained in the Company's Annual Report on
Form 10-K for December 31, 1998 is  incorporated  herein by reference and should
be read in conjunction with the following.

March 31, 1999 Compared to March 31, 1998

The  consolidated  net  income for the three  months  ended  March 31,  1999 was
$185,058,  or $0.04 per share,  compared to $232,587, or $0.04 per share for the
first three months of 1998.

Total assets under  management  at March 31, 1999 were $3.2 billion  compared to
$3.7 billion at March 31, 1998.  Mutual fund assets under  management  decreased
$0.6 billion to $1.4 billion from $2.0 billion in the year earlier  period.  The
decrease  is  mainly   attributable   to  the   termination  of  a  sub-advisory
relationship  with one of the Company's larger accounts in the fourth quarter of
1998.  Assets under  management in this  relationship  were  approximately  $400
million. Also contributing to the decline in mutual fund assets is a decrease of
$0.1  billion each in the  Lexington  Corporate  Leaders Fund and the  Lexington
Troika Dialog Russia Fund.  Partially  offsetting  the decline is a $0.1 billion
increase in the Lexington GNMA Income Fund.  Private  account  assets  increased
$0.1 billion to $0.6  billion,  while  institutional  assets stayed even at $1.1
billion.

Total  revenues of $4.5  million  decreased  $0.7  million from the year earlier
period.  Mutual fund revenues  decreased  $0.9 million from $3.0 million to $2.1
million with the decline in assets under management.

Mutual fund  commissions  of $10 thousand  decreased  $19 thousand  from the $29
thousand  recorded at March 31, 1998 because of a decrease in investor  interest
in precious metals mutual funds, which are the Company's two products with sales
loads.

Other management fees increased from $1.9 million to $2.1 million. The Company's
private  account  business   accounted  for  virtually  all  of  this  increase,
reflecting  higher  assets  under  management  associated  with  the  continuing
strength of the U.S. equity markets.

Commission  income of $36  thousand  slightly  increased  from the $23  thousand
recorded in the first quarter of 1998.  Other income of $139 thousand  decreased
$53  thousand  from $192  thousand  in 1998.  The  decrease is a result of lower
unrealized   appreciation   of  marketable   securities   in  1999.   Unrealized
appreciation  stems  from the  Company's  investments  in a number  of the funds
managed by the Company.

Total expenses  decreased  approximately  $0.6 million from $4.7 million to $4.1
million  due to  administrative  and general  expenses,  (which  decreased  $0.4
million  from the first  quarter of 1998 to $1.7  million),  salaries  and other
compensation,  (which  decreased $0.2 million to $2.2 million),  and selling and
promotional   expenses   (which   decreased   $0.1  million  to  $0.1  million).
Administrative and general expenses declined primarily due to lower sub-advisory
fees which  reflects  lower  mutual fund assets under  management.  Salaries and
other  compensation  declined due to lower bonus expense  associated  with lower
revenues and profits.  Selling and promotional  expenses  decreased $0.1 million
due to lower advertising expenditures.

Income before taxes and minority  interest of $385 thousand is $29 thousand less
than the $414 thousand  recorded in the first quarter of 1998. The provision for
state and federal taxes  slightly  decreased to $167 thousand from $181 thousand
due to the decrease in taxable income.

Year 2000

The Company,  like most  commercial  and financial  institutions,  is working to
ensure that its operating and processing  systems will,  along with those of its
service providers,  continue to function when the Year 2000 arrives. The Company
has developed  and  implemented  a  comprehensive  plan to prepare the Company's
computer  systems and applications for the Year 2000, as well as to identify and
address any other Year 2000  operational  issues  which may affect the  Company.
Progress  reports on the Company's Year 2000 program are presented  regularly to
the Company's Board of Directors and senior management.

The  Company's  Year  2000  program,  which  was  commenced  in June 1997 and is
administered  by internal  staff,  consists of the  following  three  components
relating to the Company's operations: (i) information technology ("IT") computer
systems and  applications  which may be impacted by the Year 2000 problem,  (ii)
non-IT  systems and equipment  which include  embedded  technology  which may be
impacted by the Year 2000  problem and (iii) third party  vendors with which the
Company has significant  relationships  which could adversely affect the Company
if such parties fail to be Year 2000 compliant.

The general  phases common to all three  components  of the Company's  Year 2000
program are: (1) Awareness  (the  identification  of the Year 2000 issues facing
the Company);  (2) Assessment (the  prioritization of the issues and the actions
to be taken); (3) Renovation  (implementation of the specific actions determined
upon assessment, including repair, modification or replacement of items that are
determined not to be Year 2000 compliant); (4) Validation (testing of the new or
modified  information  systems,  other systems, and equipment to verify the Year
2000  readiness);  (5)  Implementation  (actual  operation  of such  systems and
equipment and, if necessary,  the actual implementation of any contingency plans
in the event Year 2000 problems occur,  notwithstanding the Company's renovation
program).

The Company has  completed  an  assessment  of its Year 2000  readiness  and has
completed the renovation of its internal systems.  The renovation phase involved
the  replacement of certain systems with purchased  software,  the renovation of
other systems,  and the purchase of certain  hardware and other devices,  all of
which are Year 2000 compliant. The Company anticipates that the validation phase
should  be  completed  by the end of May  1999.  The  implementation  phase  has
commenced (overlapping the validation phase) with systems being installed at the
completion of their validation  testing.  Excluding normal system upgrades,  the
Company estimates that total costs for conversion and testing of new or modified
IT systems and applications will aggregate  approximately  $174,000, of which an
aggregate of $96,000 has been incurred to date.

The Company is keeping  apprised of the  progress of outside  vendors'  plans to
become Year 2000 compliant. All outside vendors are in the validation phase.

The Company expects to be Year 2000 compliant  during the second quarter of 1999
and is in the process of preparing a contingency plan, which should be completed
by the second quarter of 1999.

Although the Company believes it is adequately  addressing its Year 2000 issues,
the  failure  to  correct  a  material  Year  2000  problem  could  result in an
interruption  in,  or a  failure  of,  certain  normal  business  activities  or
operations.  Such  failure  could  materially  affect the  Company's  results of
operations, liquidity and financial condition.

Effects of Inflation

The Company does not believe that inflation has had a significant  impact on the
operations of the Company to date.  The Company's  assets  consist  primarily of
cash and  investments  which are  monetary  in  nature.  However,  to the extent
inflation results in rising interest rates with the attendant adverse effects on
the securities  markets and on the values of  investments  held in the Company's
accounts,  inflation may adversely affect the Company's  financial  position and
results of operations. Inflation also may result in increased operating expenses
(primarily  personnel-related  costs) that may not be readily recoverable in the
fees charged by the Company.

Liquidity and Financial Condition

The  Company's   business  typically  does  not  require   substantial   capital
expenditures.  The most  significant  investments  are in technology,  including
computer equipment and telephones.

Historically,  the  Company  has been  cash  self-sufficient.  Cash  flows  from
operations have ranged between inflows of $3.7 million and $1.5 million over the
past three years. In the first quarter of 1999 the Company had cash inflows from
operations  of $1.0  million.  The  major  source of this  cash  inflow  was the
liquidation  of a  portion  of the  Company's  trading  securities  and from net
income.

Net cash from investing  activities  has ranged between  inflows of $0.5 million
and outflows of $0.3  million  over the past three years.  Outflows of cash from
investing  activities were just marginally negative in the first quarter of 1999
reflecting the purchase of computer equipment.

Cash flows from financing  activities  consistently  have been negative over the
past three years. On March 7, 1997 and September 17, 1998, the Company announced
share repurchase programs under which the Company may repurchase up to 1,500,000
shares of its stock from time to time in the open  market or  through  privately
negotiated  transactions at market prices. The stock repurchase plans have three
year terms. Through December 31, 1998, the Company repurchased 845,350 shares of
its stock for a total of  $4,634,244.  In the first quarter of 1999, the Company
purchased  64,000  shares of its stock for a total of  $230,400.  Subsequent  to
March 31, 1999, the Company  repurchased  112,000 shares. The Company may in the
future  issue debt  securities  or  preferred  stock or enter into loan or other
agreements  that  restrict  the payment of dividends  on and  repurchase  of the
Company's capital stock.

Historically,  the Company has maintained a substantial  amount of liquidity for
purposes of meeting regulatory  requirements and potential business demands.  At
March  31,  1999 the  Company  had $9.2  million  of cash and cash  equivalents.
Management  believes  the  Company's  cash  resources,  plus  cash  provided  by
operations,  are  sufficient  to meet  the  Company's  foreseeable  capital  and
liquidity  requirements.  As a result  of the  holding  company  structure,  the
Company's  cash flows will depend  primarily on  dividends or other  permissible
payments from its subsidiaries.  The Company has no standby  lines-of-credit  or
other similar arrangements.

LFD,  as  a  registered  broker-dealer,   had  federal  and  state  net  capital
requirements at March 31, 1999 of $25,000.  The aggregate net capital of LFD was
$0.3 million at March 31, 1999.  LMC, MSR, and MSRI,  as  registered  investment
advisors,  must meet net capital  requirements  imposed at the Federal and state
levels.

Stockholders'  equity on March 31,  1999  increased  to $9.0  million  from $8.9
million at December 31, 1998 primarily as a result of the Company's net income.

Management  believes that the Company's  liquid assets and its net cash provided
by operations will enable it to meet any foreseeable cash requirements.

Forward Looking Statements

Some of the statements included within Management's  Discussion and Analysis may
be  considered  to be forward  looking  statements  which are subject to certain
risks and uncertainties.  Factors which could cause the actual results to differ
materially  from those  suggested by such  statements are described from time to
time in the  Company's  Annual  Report on Form 10-K and other  filings  with the
Securities and Exchange Commission.



Part II.  Other Information

Item 1.  Legal Proceedings

     None

Item 6. Exhibits and Reports on Form 8-K

   (a)      List of Exhibits
No.  27  Financial  Data  Schedule  (filed  with  the  Securities  and  Exchange
Commission)

Other Items under Part II have been  omitted  since they are either not required
or are not applicable.


                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  registrant  has duly  caused  this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

LEXINGTON GLOBAL ASSET MANAGERS, INC.

By: /s/Richard M. Hisey
_________________________                                                
RICHARD M. HISEY
EXECUTIVE VICE PRESIDENT, CHIEF FINANCIAL OFFICER AND TREASURER

Date: 5-12-99