MATHERS FUND INC
N-30B-2, 2000-12-06
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                            THE GABELLI MATHERS FUND

                              THIRD QUARTER REPORT
                               SEPTEMBER 30, 2000

                                          [Photo of Henry G. Van der Eb omitted]
                                                        Henry G. Van der Eb, CFA

TO OUR SHAREHOLDERS,

      Over the last six years,  rising  stock  prices have been the elixir for a
circular  process of  sequentially  dependent  events:  stocks rally - sentiment
turns optimistic - expectations rise - spending  increases - the economy grows -
corporate  profits  and  personal  incomes  rise - stocks  rally,  and the cycle
repeats.  During this time, the short-lived but intense Asian induced  financial
crises of 1998 have been the only significant threats to the rising total market
value of U.S.  stocks.  When the Federal  Reserve eased too  aggressively in the
fall of that year, stock values quickly  inflated,  reaching an  extraordinarily
high-risk record 177% of U.S. GDP in March of this year.

      Now, a number of  negative  forces,  with the  potential  to  reverse  the
positive loop outlined above, have again converged, putting significant downward
pressure on aggregate  stock market values.  These include:  high energy prices,
rising Middle East tensions, a ten year high 6.5% Federal Funds interest rate, a
tightening biased U.S. Federal Reserve and other Central banks, slowing U.S. and
foreign economic growth,  third quarter  corporate  earnings below estimates,  a
weak Euro currency,  election year  uncertainties,  deteriorating  corporate and
consumer debt credit quality,  new SEC corporate  profit  projection  disclosure
rules, and record IPOs and unlocked restricted stock sales.

INVESTMENT PERFORMANCE AND PORTFOLIO HIGHLIGHTS

      The Gabelli Mathers Fund total return for the three and nine month periods
ended  September 30 was 0.90% and 2.85% vs. (0.97)% and (1.39)% for the Standard
& Poor's 500 Index,  respectively.  The Dow Jones  Industrial  Average ended the
third quarter with a nine month total return of (6.29)% and the Nasdaq Composite
with a return of (9.75)%, excluding dividends.

      The Fund's portfolio was 25.5% invested in equity  securities on September
30, with 87% of this segment  concentrated in takeover target companies  subject
to friendly all cash tender or merger offers from financially strong,  strategic
acquirers. This type of investment is typically held for short time periods. The
remainder of the equity segment is invested in companies with special  situation
factors which have the  potential to generate  price  appreciation.  The returns
from both of these groups of stocks are unlikely to correlate  with the movement
of the popular stock market indices.

<PAGE>

      The Fund's  cash  reserves  remain  invested in very short  maturity  U.S.
Treasury bills and overnight repurchase agreements in order to take advantage of
the  higher  current  yields  provided  by the  short end of the  inverted  U.S.
Treasury yield curve.

EARNINGS GROWTH SLOWS

      The   number   of  U.S.   companies   reporting   earnings   and   revenue
disappointments is increasing sharply,  signaling slower growth for an expanding
list of industries,  at least into early next year. Corporate profit margins are
being eroded by intense global competition,  higher energy prices, Euro currency
translation  losses,  the  inability  to raise  prices,  and slowing  unit sales
growth. Technology and internet stocks, which are heavily weighted in the Nasdaq
Composite,   are  particularly  vulnerable  to  below  forecast  results,  since
valuations and profit growth  expectations  for these  companies  continue to be
unrealistically high and earnings are overstated by liberal accounting.

FLASH POINT

      For the  moment,  the  Federal  Reserve  appears  content  to stay put and
observe unfolding events in the financial markets and the economy.  However,  if
stock market and other financial  losses continue to mount,  confidence  erodes,
and  economic  deterioration  accelerates,  a 1998 type  financial  crisis could
quickly emerge.  In this event, as shown on the chart below, the Federal Reserve
would likely lower  short-term  interest  rates,  as it has during the last nine
financial crises which have occurred over the last thirty years. However,  after
a short initial relief  bounce,  the stock market and economy may not respond as
quickly and  favorably  to lower  interest  rates as in the past.  The  Japanese
experience over

                    FINANCIAL CRISES & SHORT-TERM INTEREST RATES

                       [U.S. FED FUNDS RATE GRAPH OMITTED]

All major Fed easing  cycles in the past 30 years were  preceded  by a financial
crisis of some sort.

      [This chart was prepared for Mathers Fund by Topline Investment  Graphics,
Boulder,  CO. A hard copy is available by calling Mathers Fund at  800-962-3863.
The line is the ratio of stock market capitalization divided by nominal GDP. The
chart's  X-axis  represents  years,  from 1926 through 2000 and its Y-axis shows
percentage points,  from 0 to 175. The average,  since 1926, has been 52.2%. The
high points (August 1929, 81.4%; November 1968, 77.8%; December 1972, 78.10% and
March 2000, 177.1%) were all followed by severe bear markets.  The current value
is 166.0%.

      Three  smaller  charts  appear in a box inset in the main  chart.  Each of
these  charts  shows a  parabolic  price  rise,  a top and the  following  sharp
decline.  The first of the three  charts  reflects the price of the Tokyo Nikkei
stock index and begins in January  1985 at about 11,000 Yen,  continues  through
its peak in November  1989 near 39,000 Yen to its year-end  1992 level of 15,000
Yen. The second of the three charts shows the Dow Jones Industrial  Average from
its 1925 level of 125,  through the 1929 peak of around 375 to its year-end 1931
level of 60. The third of the three charts shows the Nasdaq Composite Index from
its 1990  level of 750,  through  the March  2000 peak of near 5,050 to its June
2000 level of around 3,966.]

Source:  BCA Research
                                        2

<PAGE>

the last ten years  demonstrates that, once the total market value of a nation's
stock market reaches 160% of nominal GDP, even 0% short-term  interest rates are
insufficient  to spark  sustained  economic growth and rising stock prices until
the previously cumulated  speculative excesses have been worked off. During this
transition  period,  the  economy  would be most  vulnerable  to a  deflationary
contraction that could last several years.

      In deference to this developing  high-risk  financial  backdrop,  the Fund
will continue to seek capital gains while keeping the overall level of portfolio
risk within conservative limits and a focus on the preservation of capital.

                                                 Sincerely,

                                                 /s/ signature

                                                 HENRY G. VAN DER EB, CFA
                                                 President and Portfolio Manager

October 16, 2000

WWW.GABELLI.COM

      Please   visit   us  on  the   Internet.   The   Gabelli   home   page  at
http://www.gabelli.com contains information about Gabelli Asset Management Inc.,
the Gabelli Mutual Funds, IRAs, 401(k)s,  quarterly reports,  closing prices and
other current news. You can e-mail us at [email protected].

MINIMUM INITIAL INVESTMENT

      The Fund's  minimum  initial  investment is $1000 and $250 for regular and
all retirement accounts  respectively,  with no subsequent minimums.  No initial
minimum is required for  accounts  starting an Automatic  Investment  Plan.  The
Gabelli  Mathers Fund and other Gabelli  Mutual Funds are available  through the
no-transaction fee programs at many major discount brokerage firms.

AVERAGE ANNUAL RETURNS *

                            1 YR           5 YRS        10 YRS        34 YRS **
                            ----          -------       ------        ---------

GABELLI MATHERS FUND         5.59%          0.87%        2.40%          11.19%
Standard & Poor's 500       13.28%         21.70%       19.44%          12.20%

*  All periods ended 9-30-00.  Total returns and average annual returns  reflect
   changes in share price and reinvestment of dividends and are net of expenses.
   Of course,  returns  represent past  performance and do not guarantee  future
   results.  Investment  returns and the principal  value of an investment  will
   fluctuate. When shares are redeemed they may be worth more or less than their
   original  cost.  The S&P 500  Index is an  unmanaged  index  of stock  market
   performance.

** From  commencement  of investment  operations on August 19, 1965.

NOTE: The views expressed in this report reflect those of the portfolio  manager
only through the end of the period covered in this report.  The manager's  views
are subject to change at any time based on market and other conditions.

                                        3

<PAGE>

THE GABELLI MATHERS FUND
PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2000 (UNAUDITED)
--------------------------------------------------------------------------------

                                                                      MARKET
     SHARES                                                           VALUE
     ------                                                           ------

                  COMMON STOCKS -- 24.5%
                  BUILDING AND CONSTRUCTION -- 1.5%
     10,000       Louisiana-Pacific Corp. ....................      $    91,875
     20,000       Southdown Inc. .............................        1,425,000
                                                                    -----------
                                                                      1,516,875
                                                                    -----------
                  BUSINESS SERVICES -- 0.3%
     25,000       Engineering Animation Inc.+ ................          339,062
                                                                    -----------
                  COMPUTER SOFTWARE AND SERVICES -- 1.8%
    135,000       Policy Management Systems Corp.+ ...........        1,822,500
                                                                    -----------
                  ENERGY AND UTILITIES -- 1.3%
      4,000       E'Town Corp. ...............................          267,500
     15,500       Eastern Enterprises ........................          989,094
                                                                    -----------
                                                                      1,256,594
                                                                    -----------
                  FINANCIAL SERVICES -- 2.2%
     25,000       Donaldson, Lufkin & Jenrette Inc. ..........        2,235,938
                                                                    -----------
                  FOOD AND BEVERAGE -- 10.1%
     70,000       Bestfoods Inc. .............................        5,092,500
      5,000       Heinz (H.J.) Co. ...........................          185,313
    170,000       Nabisco Group Holdings Corp. ...............        4,845,000
                                                                    -----------
                                                                     10,122,813
                                                                    -----------
                  HEALTH CARE -- 3.1%
     79,800       Wesley Jessen VisionCare Inc.+ .............        3,067,312
                                                                    -----------
                  RETAIL -- 3.0%
    840,000       OfficeMax Inc.+ ............................        2,992,500
                                                                    -----------
                  SPECIALTY CHEMICALS -- 1.2%
     35,000       Lilly Industries Inc., Cl. A ...............        1,032,500
      5,400       Sybron Chemicals Inc.+ .....................          187,312
                                                                    -----------
                                                                      1,219,812
                                                                    -----------
                  TOTAL COMMON STOCKS ........................       24,573,406
                                                                    -----------

                  PREFERRED STOCKS -- 0.9%
                  ENERGY AND UTILITIES -- 0.9%
     30,000         CMS Energy Corp., 8.75% Cv. Pfd.                    956,250
                                                                    -----------


 PRINCIPAL                                                             MARKET
  AMOUNT                                                               VALUE
  ------                                                               -----

                  U.S. GOVERNMENT OBLIGATIONS -- 59.5%
$60,000,000       U.S. Treasury Bills,
                    5.96%++,
                    due 10/12/00 to 11/09/00                       $ 59,649,378
                                                                   ------------
                  REPURCHASE AGREEMENTS -- 15.1%
  5,164,015       Agreement with State Street Bank &
                    Trust Co., 6.46%, dated 09/29/00,
                    due 10/02/00, proceeds at
                    maturity $5,166,795 (a)                           5,164,015

  5,000,000       Agreement with Warburg Dillon Reed,
                    6.48%, dated 09/29/00,
                    due 10/02/00, proceeds at
                    maturity $5,002,700 (b)                           5,000,000
  5,000,000       Agreement with ABN Amro, 6.48%,
                    dated 09/29/00, due 10/02/00,
                    proceeds at maturity $5,002,700 (c)               5,000,000
                                                                   ------------
                  TOTAL REPURCHASE AGREEMENTS                        15,164,015
                                                                   ------------
                  TOTAL INVESTMENTS -- 100.0%
                    (Cost $101,849,904)                             100,343,049

                  OTHER ASSETS AND
                    LIABILITIES (NET) -- 0.0%                           (48,404)
                                                                   ------------
                  NET ASSETS -- 100.0%
                    (8,167,962 shares outstanding)                 $100,294,645
                                                                   ============
 ------------------------
(a) Collateralized by U.S.  Treasury Bond,  14.00%,  due 11/15/11,  market value
    $5,268,038.
(b) Collateralized by U.S.  Treasury Bond,  13.38%,  due 08/15/01,  market value
    $5,100,875.
(c  Collateralized  by U.S.  Treasury Bond,  7.25%,  due 05/15/16,  market value
    $5,105,009.
+   Non-income producing security.
++  Represents annualized yield at date of purchase.

                                        4


<PAGE>


--------------------------------------------------------------------------------
                             GABELLI FAMILY OF FUNDS
--------------------------------------------------------------------------------
GABELLI ASSET FUND ________________________
Seeks to invest primarily in a diversified portfolio of common stocks selling at
significant  discounts  to  their  private  market  value.  The  Fund's  primary
objective is growth of capital. (NO-LOAD)
                                       PORTFOLIO MANAGER:  MARIO J. GABELLI, CFA

GABELLI GROWTH FUND _______________________
Seeks to invest  primarily in large cap stocks believed to have  favorable,  yet
undervalued,  prospects for earnings  growth.  The Fund's  primary  objective is
capital appreciation. (NO-LOAD)
                                          PORTFOLIO MANAGER: HOWARD F. WARD, CFA

GABELLI WESTWOOD EQUITY FUND _____________
Seeks to invest primarily in the common stock of seasoned  companies believed to
have proven records and above average  historical  earnings  growth.  The Fund's
primary objective is capital appreciation. (NO-LOAD)
                                               PORTFOLIO MANAGER: SUSAN M. BYRNE

GABELLI SMALL CAP GROWTH FUND  ____________
Seeks  to  invest  primarily  in  common  stock  of  smaller  companies  (market
capitalizations  less than $500  million)  believed  to have rapid  revenue  and
earnings growth potential. The Fund's primary objective is capital appreciation.
(NO-LOAD)
                                       PORTFOLIO MANAGER:  MARIO J. GABELLI, CFA

GABELLI BLUE CHIP VALUE FUND  ______________
Seeks  long-term  growth of capital through  investment  primarily in the common
stocks  of   well-established,   high   quality   companies   that  have  market
capitalizations of greater than $5 billion.
(NO-LOAD)                                 PORTFOLIO MANAGER: BARBARA MARCIN, CFA

GABELLI WESTWOOD SMALLCAP EQUITY FUND ________________
Seeks to invest primarily in smaller  capitalization  equity securities - market
caps of $1 billion or less.  The Fund's primary  objective is long-term  capital
appreciation. (NO-LOAD)
                                           PORTFOLIO MANAGER:  LYNDA CALKIN, CFA

GABELLI WESTWOOD INTERMEDIATE BOND FUND _________________
Seeks to invest in a diversified portfolio of bonds with various maturities. The
Fund's primary objective is total return. (NO-LOAD)
                                              PORTFOLIO MANAGER:  PATRICIA FRAZE

GABELLI EQUITY INCOME FUND ________________
Seeks to invest primarily in equity securities with above market average yields.
The Fund pays quarterly dividends and seeks a high level of total return with an
emphasis on income. (NO-LOAD)
                                       PORTFOLIO MANAGER:  MARIO J. GABELLI, CFA

GABELLI WESTWOOD BALANCED FUND __________
Seeks to invest in a balanced and diversified portfolio of stocks and bonds. The
Fund's  primary  objective  is both  capital  appreciation  and current  income.
(NO-LOAD)
                             PORTFOLIO MANAGERS: SUSAN M. BYRNE & PATRICIA FRAZE

GABELLI WESTWOOD MIGHTY MITES (SERVICE MARK) FUND ___________
Seeks to invest in micro-cap companies that have market  capitalizations of $300
million or less. The Fund's primary objective is long-term capital appreciation.
(NO-LOAD)
                                           TEAM MANAGED:  MARIO J. GABELLI, CFA,
                                          MARC J. GABELLI,  LAURA K. LINEHAN AND
                                                                 WALTER K. WALSH

GABELLI VALUE FUND ________________________
Seeks to invest in  securities  of  companies  believed to be  undervalued.  The
Fund's primary objective is long-term capital appreciation.
MAX. SALES CHARGE: 51/2%
                                       PORTFOLIO MANAGER:  MARIO J. GABELLI, CFA

GABELLI UTILITIES FUND  ______________________
Seeks to provide a high level of total return  through a combination  of capital
appreciation and current income.  (NO-LOAD)
                                        PORTFOLIO MANAGER:  TIMOTHY O'BRIEN, CFA

GABELLI ABC FUND  _________________________
Seeks to invest in securities with attractive  opportunities for appreciation or
investment  income.  The Fund's  primary  objective  is total  return in various
market conditions without excessive risk of capital loss. (NO-LOAD)
                                      PORTFOLIO  MANAGER:  MARIO J. GABELLI, CFA

GABELLI MATHERS FUND  _____________________
Seeks  long-term  capital  appreciation  in various  market  conditions  without
excessive risk of capital loss. (NO-LOAD)
                                      PORTFOLIO  MANAGER:  HENRY VAN DER EB, CFA

GABELLI U.S. TREASURY MONEY MARKET FUND ___
Seeks to invest exclusively in short-term U.S. Treasury  securities.  The Fund's
primary  objective  is to  provide  high  current  income  consistent  with  the
preservation of principal and liquidity.
(NO-LOAD)                                   PORTFOLIO MANAGER:  JUDITH A. RANERI

GABELLI CASH MANAGEMENT SHARES OF
THE TREASURER'S FUND ______________________
Three money market  portfolios  designed to generate  superior  returns  without
compromising  portfolio  safety.  U.S.  Treasury Money Market seeks to invest in
U.S. Treasury bills, notes and bonds. Tax Exempt Money Market seeks to invest in
municipal  securities.  Domestic  Prime  Money  Market  seeks to invest in prime
quality, domestic money market instruments. (NO-LOAD)
                                            PORTFOLIO MANAGER:  JUDITH A. RANERI

AN INVESTMENT IN THE ABOVE MONEY MARKET FUNDS IS NEITHER  INSURED NOR GUARANTEED
BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY GOVERNMENT AGENCY.  ALTHOUGH
THE FUNDS SEEK TO PRESERVE THE VALUE OF YOUR  INVESTMENT AT $1.00 PER SHARE,  IT
IS POSSIBLE TO LOSE MONEY BY INVESTING IN THE FUNDS.

GLOBAL SERIES
   GABELLI GLOBAL TELECOMMUNICATIONS FUND
   Seeks to  invest  in  telecommunications  companies  throughout  the  world -
   targeting  undervalued companies with strong earnings and cash flow dynamics.
   The Fund's primary objective is capital appreciation. (NO-LOAD)
    TEAM MANAGED:   MARIO J. GABELLI, CFA, MARC J. GABELLI AND IVAN ARTEAGA, CFA

   GABELLI GLOBAL CONVERTIBLE SECURITIES FUND
   Seeks  to  invest  principally  in  bonds  and  preferred  stocks  which  are
   convertible into common stock of foreign and domestic  companies.  The Fund's
   primary objective is total return through a combination of current income and
   capital appreciation. (NO-LOAD)
                                                 PORTFOLIO MANAGER: HART WOODSON

   GABELLI GLOBAL GROWTH FUND
   Seeks capital appreciation through a disciplined  investment program focusing
   on the globalization and interactivity of the world's  marketplace.  The Fund
   invests in  companies  at the  forefront of  accelerated  growth.  The Fund's
   primary objective is capital appreciation. (NO-LOAD)
                                              PORTFOLIO MANAGER: MARC J. GABELLI

   GABELLI GLOBAL OPPORTUNITY FUND
   Seeks to invest in common  stock of  companies  which  have  rapid  growth in
   revenues and earnings and potential for above average capital appreciation or
   are  undervalued.  The Fund's  primary  objective  is  capital  appreciation.
   (NO-LOAD)
                                             PORTFOLIO MANAGERS: MARC J. GABELLI
                                                                AND CAESAR BRYAN

GABELLI GOLD FUND _________________________
Seeks to invest in a global  portfolio of equity  securities  of gold mining and
related  companies.  The Fund's  objective  is long-term  capital  appreciation.
Investment in gold stocks is considered speculative and is affected by a variety
of world-wide  economic,  financial and political factors.(NO-LOAD)
                                                 PORTFOLIO MANAGER: CAESAR BRYAN

GABELLI INTERNATIONAL GROWTH FUND __________
Seeks to invest in the equity  securities  of  foreign  issuers  with  long-term
capital   appreciation    potential.    The   Fund   offers   investors   global
diversification. (NO-LOAD)                       PORTFOLIO MANAGER: CAESAR BRYAN

THE SIX FUNDS  ABOVE  INVEST IN  FOREIGN  SECURITIES  WHICH  INVOLVES  RISKS NOT
ORDINARILY  ASSOCIATED WITH INVESTMENTS IN DOMESTIC ISSUES,  INCLUDING  CURRENCY
FLUCTUATION,   ECONOMIC  AND  POLITICAL   RISKS.  THE  FUNDS  LISTED  ABOVE  ARE
DISTRIBUTED BY GABELLI & COMPANY, INC.
--------------------------------------------------------------------------------
           TO RECEIVE A PROSPECTUS, CALL 1-800-GABELLI (422-3554). THE
            PROSPECTUS GIVES A MORE COMPLETE DESCRIPTION OF THE FUND,
           INCLUDING FEES AND EXPENSES. READ THE PROSPECTUS CAREFULLY
                        BEFORE YOU INVEST OR SEND MONEY.
                              VISIT OUR WEBSITE AT:
                                 www.gabelli.com
                                    OR, CALL:
                                  1-800-GABELLI
         1-800-422-3554 (BULLET) 914-921-5100 (BULLET) FAX: 914-921-5118
                           (BULLET) [email protected]
                    ONE CORPORATE CENTER, RYE, NEW YORK 10580



<PAGE>

                THE GABELLI MATHERS FUND
                  One Corporate Center
                Rye, New York 10580-1434
                      1-800-GABELLI
                     [1-800-422-3554]
                   FAX: 1-914-921-5118
                 HTTP://WWW.GABELLI.COM
                E-MAIL: [email protected]
    (Net Asset Value may be obtained daily by calling
             1-800-GABELLI AFTER 6:00 P.M.)


                 BOARD OF TRUSTEES
Mario J. Gabelli, CFA           Karl Otto Pohl
CHAIRMAN AND CHIEF              FORMER PRESIDENT
INVESTMENT OFFICER              DEUTSCHE BUNDESBANK
GABELLI ASSET MANAGEMENT INC.

Felix J. Christiana             Anthony R. Pustorino
FORMER SENIOR VICE PRESIDENT    CERTIFIED PUBLIC ACCOUNTANT
DOLLAR DRY DOCK SAVINGS BANK    PROFESSOR, PACE UNIVERSITY

Anthony J. Colavita             Werner J. Roeder, MD
ATTORNEY-AT-LAW                 MEDICAL DIRECTOR
ANTHONY J. COLAVITA, P.C.       LAWRENCE HOSPITAL

Vincent D. Enright              Jack O. Vance
FORMER SENIOR VICE PRESIDENT    MANAGING DIRECTOR
AND CHIEF FINANCIAL OFFICER     MANAGEMENT RESEARCH INC.
KEYSPAN ENERGY CORP.

Jon P. Hedrich                  Henry G. Van der Eb, CFA
FORMER PRESIDENT AND PARTNER    PRESIDENT AND CHIEF
STEINER DIAMOND INSTITUTIONAL   EXECUTIVE OFFICER
SERVICES                        THE GABELLI MATHERS FUND

Robert E. Kohnen                Anthonie C. van Ekris
FORMER VICE PRESIDENT AND       MANAGING DIRECTOR
INVESTMENT MANAGER              BALMAC INTERNATIONAL, INC.
PROTECTION MUTUAL INSURANCE

          OFFICERS AND PORTFOLIO MANAGERS
Henry G. Van der Eb, CFA        Anne E. Morrissy, CFA
PRESIDENT AND                   EXECUTIVE VICE PRESIDENT
PORTFOLIO MANAGER

Bruce N. Alpert                 James E. McKee
EXECUTIVE VICE PRESIDENT        SECRETARY
AND TREASURER

                       DISTRIBUTOR
                  Gabelli & Company, Inc.

       CUSTODIAN, TRANSFER AGENT AND DIVIDEND AGENT
           State Street Bank and Trust Company

                    LEGAL COUNSEL
         Skadden, Arps, Slate, Meagher & Flom LLP

--------------------------------------------------------------------------------
This report is submitted for the general  information of the shareholders of The
Gabelli  Mathers Fund. It is not  authorized  for  distribution  to  prospective
investors unless preceded or accompanied by an effective prospectus.
--------------------------------------------------------------------------------
GAB1726Q300SR

                                                [Photo of Mario Gabelli omitted]

                                          THE
                                          GABELLI
                                          MATHERS
                                          FUND



                                                            THIRD QUARTER REPORT
                                                              SEPTEMBER 30, 2000


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