The Japan Fund had no comment on the offer yesterday.

There he helped start the Japan Fund, the first mutual fund with assets exclusively in Japanese securities.

The Japan Fund, for example, came out in the early 1960's.

The Japan Fund is still around, but it is being converted into an open-end fund - a mutual fund.

Lexington Goldfund is rated 1/1, as is the Japan Fund.

So far this year alone, for instance, the $500 million Japan Fund is down 12 percent, in dollar terms.

The Japan Fund, which received a takeover offer, rose 1 5/8, to 17 3/8.

The Japan Fund ended last week at a 19.7 percent discount.

Yesterday, the Japan Fund said that its directors would meet Friday and that the proposal would be an item on the agenda.

The Japan Fund, managed by Scudder, took in more than $20 million in each of the last three months.