GABELLI GROWTH FUND
N-30B-2, 1995-06-05
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<PAGE>

                           THE GABELLI GROWTH FUND
                             One Corporate Center
                           Rye, New York 10580-1434
                         FIRST QUARTER REPORT - 1995

TO OUR SHAREHOLDERS:        
        
        The stock market shook off the financial world's biggest concerns, rose 
to new highs and posted a solid gain for the new year's first quarter. The 
market's resilience in the face of apparent adversity is a classic example of 
the pitfalls of trying to "time" the market on a short-term basis. Bull 
markets are difficult to predict and the penalty for being wrong can be 
significant given the market's tendency to surge, hiccup and then sprint to 
higher levels in what seems like a mad dash. Our policy is to avoid the 
temptation to "time" the market. This allows us to participate in the 
long-term trend of rising equity prices and avoid the frustrations shared with
dogs in pursuit of their tails. As you know, the market does not advance in a
straight line and has no respect for the calendar year. Your Fund has
achieved a positive total return in 5 of its 7 full calendar years of
operation. While your Fund trailed the Standard & Poor's 500 Stock Index (S&P
500) last year (-3.4% versus +1.3%), we are pleased to report it has provided
a higher return than the S&P 500 from its inception on April 10, 1987 through
March 31,1995. By focusing on established growth companies with strong
fundamental operating trends, selling at reasonable valuations, we hope to
further enhance your Fund's long-term record and serve you, the shareholder,
with distinction.

NEW PORTFOLIO MANAGER

        We are privileged to announce that Howard Frank Ward has joined our 
firm as Portfolio Manager of The Gabelli Growth Fund. 

        Howard joins us from Scudder, Stevens and Clark, where he served as 
Managing Director and lead Portfolio Manager for several Scudder mutual funds 
including Scudder Quality Growth and Balanced Funds. As Director of the 
Quality Growth Equity Management Group, Howard supervised the management of 
approximately $3 billion in client assets.  Howard is a Chartered Financial 
Analyst and member of the New York Society of Security Analysts. He is a  1978
graduate of Northwestern University, where he earned a Bachelor of Arts  degree
in Economics. 

INVESTMENT RESULTS (a)

        For the three months ended March 31, 1995, The Gabelli Growth Fund's 
net asset value increased 6.0% to $20.86 per share from $19.68 per share on 
December 31, 1994. This compares to the 9.7% return in the Standard & Poor's 
500 Index, a widely accepted unmanaged index of stock market performance,  over
the same period. For the twelve months ended March 31, 1995, the Fund's  total
return was up 8.8% versus the 15.6% return in the Standard & Poor's 500  Index.

        The Growth Fund's total return from inception on April 10, 1987 
through March 31, 1995 is 190.6%, which reflects an average annual total 
return of 14.3% assuming reinvestment of all dividends and distributions.  The
five year total return of the Fund ending on March 31, 1995 is 59.8%,  which
equates to a 9.8% average annual total return. On March 31, 1995 our 
shareholder base is at 44,512 shareholders and total net assets of the Fund 
are $476.1 million.


<PAGE>
<TABLE>
PERFORMANCE HISTORY (a)
- ---------------------------------------------------------------------------------------------------------
- -------
<CAPTION>
                                                                      QUARTER
                                                   -------------------------------------------
                                                     1ST         2ND         3RD         4TH          
YEAR
                                                     ---         ---         ---         ---          ----
    <S>                                            <C>         <C>         <C>          
<C>          <C>
    1995:       Net Asset Value............        $20.86         ---         ---          ---          
- ---
                Total Return...............           6.0%        ---         ---          ---          ---
    ------------------------------------------------------------------------------------------------------
- -------
    1994:       Net Asset Value............        $21.90      $21.23      $22.58       $19.68       
$19.68
                Total Return...............          (5.8)%      (3.1)%       6.4%        (0.5)%       
(3.4)%
    ------------------------------------------------------------------------------------------------------
- -------
    1993:       Net Asset Value............        $21.71      $21.84      $23.43       $23.26       
$23.26
                Total Return...............           0.6%        0.6%        7.3%         2.5%        
11.3%
    ------------------------------------------------------------------------------------------------------
- -------
    1992:       Net Asset Value............        $20.27      $19.72      $20.50       $21.59       
$21.59
                Total Return...............          (4.7)%      (2.7)%       4.0%         8.5%         
4.5%
    ------------------------------------------------------------------------------------------------------
- -------
    1991:       Net Asset Value............        $18.18      $18.02      $19.51       $21.28       
$21.28
                Total Return...............          11.7%       (0.9)%       8.3%        12.0%        
34.3%
    ------------------------------------------------------------------------------------------------------
- -------
    1990:       Net Asset Value............        $16.74      $17.80      $15.75       $16.27       
$16.27
                Total Return...............          (1.9)%       6.3%      (11.5)%        6.2%        
(2.0)%
    ------------------------------------------------------------------------------------------------------
- -------
    1989:       Net Asset Value............        $13.99      $15.73      $17.46       $17.07       
$17.07
                Total Return...............          10.6%       12.4%       11.0%         1.5%        
40.1%
    ------------------------------------------------------------------------------------------------------
- -------
    1988:       Net Asset Value............        $10.87      $12.40      $12.71       $12.65       
$12.65
                Total Return...............          16.1%       14.1%        2.5%         2.5%        
39.2%
    ------------------------------------------------------------------------------------------------------
- -------
    1987:       Net Asset Value............        $10.00      $10.84      $11.28       $ 9.51       
$ 9.51
                Total Return...............           ---         8.4%(b)     4.1%       (15.7)%       
(4.9)%(b)
    ------------------------------------------------------------------------------------------------------
- -------
</TABLE>
<TABLE>
- -------------------------------------------
AVERAGE ANNUAL RETURNS - MARCH 31, 1995 (a)
- -------------------------------------------
 <S>                                 <C>
 1 Year...........................    8.8%
 5 Year...........................    9.8%
 Life of Fund (b).................   14.3%
- -------------------------------------------
</TABLE>
<TABLE>
                    Dividend History
- ---------------------------------------------------------
<CAPTION>
Payment (ex) Date     Rate Per Share  Reinvestment Price
- -----------------     --------------  ------------------
<S>                       <C>              <C>
December 30, 1994         $ 2.79           $19.68  
December 31, 1993         $0.760           $23.26
December 31, 1992         $0.646           $21.59
December 31, 1991         $0.573           $21.28
December 31, 1990         $0.460           $16.27
December 29, 1989         $0.654           $17.07
December 30, 1988         $0.377           $12.65      
January 4, 1988           $0.152           $ 9.58
<FN>
(a) Average annual and total returns reflect changes in share price and
reinvestment of dividends and are net of expenses. The net asset value of the   
Fund is reduced on the ex-dividend (payment) date by the amount of the dividend
paid. 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. (b) From commencement of operations on April 10, 1987.
- --------------------------------------------------------------------------------
</TABLE>
COMMENTARY

        The quarter ending March 31, 1995 saw the stock market scale a wall of 
worry inflated by international currency turmoil. A crises of confidence 
enveloped Mexico and threatened to brake capital flows to its Latin American 
neighbors. As the peso fell in value, news of U.S. financial aid to Mexico 
further weakened an already bruised dollar. The Japanese yen and German mark 
were the principal beneficiaries of the dollar's weakness. Fortunately, the 
dollar stabilized with the help of Central Bank intervention. Additionally, 
like the cavalry riding to the rescue, Federal Reserve Board Chairman 
Greenspan's pronouncements that the U.S. economy was slowing, inflation was 
under control and an eighth round of Fed tightening may not be needed, were 
enough to calm the waters and send stock prices to all time highs. 
Surprisingly, interest rates fell with little hesitation, despite the pressure
on the dollar.

                                       2

<PAGE>

        If the currency battles being waged under the big tent were not 
spectacular enough, a sideshow was taking place in Singapore that led to the 
fall of one of England's oldest and most respected merchant banks. The fall of
the house of Barings can be traced to a series of bad bets involving various
currency and stock market derivatives. A young trader's market timing decision
was wrong and the Barings name is gone. Financial history is rich with tales of
speculators who sink under the weight of their leverage and arrogance. It's a
potent combination.

        We increased your investment in U.S. companies that derive a material 
and growing percentage of their sales from foreign markets. We believe in the
existence of a global economy and the large U.S.-based multinational companies
are well positioned to prosper in such an environment. Increasingly, they have
new and large markets for their goods and are able to produce where costs are
lowest and raise capital where it is the cheapest. New Fund holdings which fit
this profile include Duracell International (DUR - $44.75 - NYSE), McDonald's
Corporation (MCD - $34.125 - NYSE), Pepsico Inc. (PEP - $39.00 - NYSE), Conagra
Inc. (CAG - $33.125 - NYSE) and Nabisco Holdings (NA - $27.875 - NYSE).

        One of the characteristics of a global economy is heightened 
competition, which helps to keep prices low and forces companies to become more
productive. This has led to an increase in capital spending on technology goods.
We believe this trend will continue and therefore, we have established new
positions in Microsoft Corporation (MSFT - $71.125 - NASDAQ), Hewlett-Packard
Co. (HWP - $120.375 - NYSE), Texas Instruments Inc. (TXN- $88.50 - NYSE) and
Motorola, Inc. (MOT- $54.625 - NYSE). Additionally, we added to your existing
commitments in Intel Corporation (INTC - $84.875 - NASDAQ) and Molex
Incorporated (MOLX - $35.75 - NASDAQ). We are investing in large, seasoned,
technology industry leaders only. Approximately 10% of your Fund is invested in
technology companies.

        Healthcare companies were among the first true multinational 
organizations. The industry is going through a consolidation phase brought on 
by competitive pressures, while demand for healthcare services continues to 
grow. We added Warner Lambert (WLA - $78.25 - NYSE), Schering Plough (SGP - 
$74.375 - NYSE) and Eli Lilly &Co. (LLY - $73.125 - NYSE) to your portfolio as
we view these three as among the best positioned in the current environment. On
the managed care\cost containment side of the ledger we initiated positions in
United Healthcare Corp. (UNH - $46.75 - NYSE) and Colombia HCA/Healthcare 
Corp.
(COL - $43.00 - NYSE). Again, both are industry leaders with exceptional
management.

        As the U.S. economy slows, as we believe it will in coming months, 
financial stocks should receive greater investor interest. We look for 
companies filling special niches within the financial services community. 
Examples include State Street Boston Corp. (STT - $31.875 - NYSE) (leading 
provider of services to the mutual fund industry), MBIA Inc. (MBI - $62.875 - 
NYSE) (leading insurer of municipal bonds), Federal National Mortgage 
Association (FNM - $81.375 - NYSE) (leading provider of mortgages) and American
International Group (AIG - $104.25 - NYSE) (multinational provider of insurance
with strong Asian presence).

LOOKING AHEAD

        We believe economic growth is moderating in the U.S. as a result of the 
year long rise in interest rates (which may have peaked in November 1994) and 
prospects for a reduced level of exports to Mexico as the devalued peso makes 
U.S. goods more expensive. Real Gross Domestic Product (GDP) growth should be
approximately 3.5% for the year, versus 4.0% last year. Inflation remains low,
hovering 


                                       3


<PAGE>

near the 3.2% level for the consumer price index (CPI). An environment of low
inflation and moderate growth is frequently a positive backdrop for common      
stocks.
 
LET'S TALK STOCKS
 
        The following are stock specifics on selected holdings of your Fund's 
investments. Favorable EBITDA prospects do not necessarily translate into 
higher stock prices, but they do express a positive trend which we believe will
develop over time.
 
        Importantly, your Fund is well diversified among "Blue Chip" companies 
expected to generate healthy profit gains in 1995 and 1996. We expect to 
continue to emphasize investments in global consumer franchises (Coca-Cola, 
Gillette), productivity drivers (Intel, Microsoft), financial service providers
(American Express, Mellon Bank), media content owners (Time Warner, Disney,
Viacom) and telecommunications equipment and service suppliers (Motorola, AT&T).

American International Group (AIG - $104.25 - NYSE), headquartered in New York  
City, is one of the world's leading insurance organizations, providing 
property, casualty, marine, life and financial guaranteed insurance. American
International Group has global exposure, with foreign operations accounting for 
over 50% of sales. AIG will achieve over $20 billion in revenue in 1994 spurred
by increased premium rates and new written business. Earnings should be greater
than $6.50 per share for 1994 and will grow by roughly 15% this year. 

AT&T Corporation (T - $51.75 - NYSE) is the second largest telephone company in
the world. AT&T, selling at 7.5 times EBITDA is attractively valued relative to 
its growth potential. The company is well positioned to benefit from the above
average long-term growth of the global telecommunications industry. Its strategy
includes a tailored approach to take advantage of its strong global franchise,
including its brand name, broad product offerings and an international customer
base. AT&T will satisfy communication needs by packaging a broad array of
products, including its global wired and wireless  telecommunications services,
telecommunications equipment and financial  services. 

Capital Cities/ABC (CCB - $88.25 - NYSE) The company owns the ABC Television 
and Radio Networks, publishes numerous newspapers and trade magazines and has 
investments in cable programming such as ESPN, Lifetime and the Arts & 
Entertainment channel. The company is well positioned to exploit new    
opportunities in the coming multimedia age, as both a producer and distributor
of programming.

General Electric Company (GE - $54.125 - NYSE), with sales expected to top $40
billion in 1995, stands among the world's largest industrial concerns. As a
company with a global footprint, GE is a primary beneficiary of a developing
European recovery and continued strength in the developing markets of Asia and
Latin America. GE's varied businesses include financial services (through
General Electric Capital Corporation), broadcasting (through the NBC Television
Network) and jet engines. The company is also a leader in home appliances and   
industrial power systems. GE's controversial unit, Kidder Peabody, has  been
sold to PaineWebber. GE declared a 2-for-1 stock split in mid-1994 and the
dividend was increased by almost 14%. Earnings should hit a record level in 1995
and the shares should benefit from a recently announced $5 billion share
repurchase plan.

Gillette Company (G - $81.625 - NYSE), along with Coca-Cola, is becoming a true
global consumer brand. The company is aggressively pursuing foreign markets     
and developing new and better products. Earnings should advance at nearly a 20%
rate this year, reflecting strong results both domestically and abroad.


                                      4

<PAGE>

Home Depot, INC. (HD - $44.25 - NYSE) is the undisputed leader of the home 
improvement warehouse retailers. We expect earnings to rise nearly 30% this 
year. The management team, led by co-founders Bernie Marcus and Arthur Blank,   
have a disciplined strategy to continuously improve and add services to what is
already a winning store format. They do not rest on their laurels.

Intel Corporation (INTC - $84.875 - NASDAQ) is one of the primary beneficiaries
of the increasing demand for personal computers. The company's microprocessors
dominate the personal computer industry with a market share in excess of 80%.   
The company's technological lead seems protected by a rese arch effort that
dwarfs the competition. Selling for less than 12 times  expected 1995 earnings,
Intel's shares remain undervalued.

McDonald's Corporation (MCD - $34.125 - NYSE) Simply the best restaurant chain, 
period. McDonald's has tapped new sources of growth overseas and foreign        
earnings now exceed domestic earnings. The company is accelerating the pace of
new restaurant openings which should enhance near-term growth. Two-thirds of    
all new restaurants are outside the U.S. with huge potential remaining.

Mellon Bank Corporation (MEL - $40.75 - NYSE), with the acquisitions of Dreyfus
Corporation and The Boston Company, has become a powerhouse in money 
management. We believe the rising contribution to earnings from predictable fee 
sources will result in an expansion in the company's price to earnings multiple
(presently about 8). We look for double-digit growth in earnings this year and
anticipate a share repurchase in 1996.


MINIMUM INITIAL INVESTMENT - $1,000

        The Fund's minimum initial investment for both regular and retirement 
accounts is $1,000. There are no subsequent minimums. No initial minimum is 
required for those establishing an Automatic Investment Plan.

IN CONCLUSION

        The Fund's daily net asset value is available in the financial press    
and each evening after 6:00 PM (Eastern Time) by calling 1-800-GABELLI 
(1-800-422-3554). The Fund's NASDAQ symbol is GABGX. Please call us during the
day for further information.
 
        In closing, we thank you for the trust you have shown in our investment
capabilities and express our dedication to achieving our shared financial goal:
to increase the value of the assets you have entrusted to us.


        Sincerely,




        HOWARD F. WARD, CFA                    DONALD C. JENKINS, CFA
        Portfolio Manager                      Associate Portfolio Manager




May 1, 1995

                                       5

<PAGE>




       -----------------------------------------------------------------
                TOP TEN HOLDINGS MARCH 31, 1995
                                 --------------

        General Electric Company        AT&T Corporation            
        Motorola, Inc.                  American International Group
        Intel Corporation               Coca-Cola Company
        Home Depot, Inc.                State Street Boston Corporation
        Mellon Bank Corporation         Illinois Tool Works, Inc.
       -----------------------------------------------------------------

<PAGE>
<TABLE>
THE GABELLI GROWTH FUND
PORTFOLIO OF INVESTMENTS -- MARCH 31, 1995 (UNAUDITED)
- --------------------------------------------------------------------------------
<CAPTION>
                                                      MARKET
  SHARES                                               VALUE
- ----------                                         -------------
<C>          <S>                                   <C>
             COMMON STOCKS -- 97.32%
             BUSINESS SERVICES -- 2.03%
    28,000   Automatic Data Processing..........   $   1,764,000
   115,000   First Data Corporation.............       5,965,625
    42,000   Reuters Holdings PLC -- ADR........       1,932,000
                                                   -------------
                                                       9,661,625
                                                   -------------
             COMMUNICATIONS EQUIPMENT -- 3.42%
    70,000   Ericsson (L.M.) Telephone
               Company -- SP ADR................       4,326,875
   219,000   Motorola, Inc. ....................      11,962,875
                                                   -------------
                                                      16,289,750
                                                   -------------
             CONGLOMERATES -- 3.39%
   230,000   General Electric Company...........      12,448,750
    89,000   General Motors Corporation Class H.       3,671,250
                                                   -------------
                                                      16,120,000
                                                   -------------
             CONSTRUCTION AND ENGINEERING -- 1.24%
    73,000   Fluor Corporation..................       3,522,250
    71,000   Foster Wheeler Corp................       2,405,125
                                                   -------------
                                                       5,927,375
                                                   -------------
             CONSUMER DURABLES -- 2.83%
   100,000   Chrysler Corporation...............       4,187,500
   110,000   Cooper Tire & Rubber Company.......       3,121,250
   229,000   Ford Motor Company.................       6,183,000
                                                   -------------
                                                      13,491,750
                                                   -------------
             ENERGY -- 3.13%
    85,000   Chevron Corporation................       4,080,000
   174,000   Enron Corporation..................       5,742,000
    55,000   Mobil Corporation..................       5,094,375
                                                   -------------
                                                      14,916,375
                                                   -------------
             FINANCIAL SERVICES -- 14.19%
   200,000   American Express Company...........       6,975,000
    96,000   American International Group.......      10,008,000
   220,000   Banc One Corporation...............       6,270,000
   100,000   BankAmerica........................       4,825,000
    40,000   Barnett Bank Inc. .................       1,820,000
    40,000   Federal National Mortgage
               Association......................       3,255,000
    25,000   General RE Corp....................       3,300,000
    80,000   MBIA Inc. .........................       5,030,000
   280,000   Mellon Bank Corp...................      11,410,000
    25,000   Midlantic Corporation Inc. ........         856,250
   160,000   Norwest Corporation................       4,060,000
   278,000   State Street Boston Corp...........       8,861,250
    17,000   Suntrust Banks Inc. ...............         909,500
                                                   -------------
                                                      67,580,000
                                                   -------------
             FOOD, BEVERAGE AND TOBACCO -- 11.05%
   190,000   American Brands, Inc. .............       7,457,500
    60,000   Campell Soup Company...............       2,902,500
   172,000   Coca-Cola Company..................       9,718,000
   100,000   Conagra Inc. ......................       3,312,500
    70,000   Hershey Foods Corporation..........       3,578,750
   213,000   Nabisco Holdings...................       6,097,125
   155,000   Pepsico Inc. ......................       6,045,000
   115,000   Phillip Morris Companies Inc. .....       7,503,750
    41,200   Tootsie Roll Industries, Inc. .....       2,605,900
    76,000   Wrigley (Wm.) Jr. Company..........       3,372,500
                                                   -------------
                                                      52,593,525
                                                   -------------
             HEALTH CARE -- 7.81%
    60,000   Amgen Inc.*........................       4,042,500
   105,000   Columbia HCA Healthcare Corp. .....       4,515,000
    85,000   Johnson & Johnson..................       5,057,500
    77,000   Lilly (ELI) & Co...................       5,630,625
    92,000   Schering-Plough....................       6,842,500
    90,000   United Healthcare Corp. ...........       4,207,500
    88,000   Warner-Lambert.....................       6,886,000
                                                   -------------
                                                      37,181,625
                                                   -------------
             HOTELS/CASINOS -- 1.74%
   130,000   Circus Circus Enterprises, Inc.*...       4,192,500
    55,000   Hilton Hotels Corporation..........       4,076,875
                                                   -------------
                                                       8,269,375
                                                   -------------
             HOUSEHOLD PRODUCTS/PERSONAL CARE -- 4.45%
    85,000   Colgate-Palmolive Company..........       5,610,000
    45,000   Duracell International.............       2,013,750
    80,000   Gillette Company...................       6,530,000
    52,000   Procter & Gamble Company...........       3,445,000
    75,000   Ralston Purina Group...............       3,581,250
                                                   -------------
                                                      21,180,000
                                                   -------------
             MANUFACTURING -- 4.75%
    85,000   Crane Co. .........................       2,581,875
    74,000   Emerson Electric Co. ..............       4,921,000
   165,000   Illinois Tool Works, Inc. .........       8,064,375
   110,000   Minerals Technologies Inc. ........       3,547,500
    60,000   Minnesota Mining & Manufacturing
               Co. .............................       3,487,500
                                                   -------------
                                                      22,602,250
                                                   -------------
             MEDIA -- 9.81%
    60,000   Capital Cities/ABC, Inc. ..........       5,295,000
   130,000   Comcast Corporation Special Class
               A................................       2,031,250
   110,000   Walt Disney Co. ...................       5,871,250
   115,000   Dow Jones & Company Inc. ..........       4,355,625
    40,700   Interpublic Group of Companies.....       1,521,163
    50,000   McGraw-Hill, Inc. .................       3,587,500
   120,000   Multimedia, Inc. ..................       4,545,000
   380,000   Tele-Communications, Inc. Class A..       7,980,000
   190,500   Time Warner Inc. ..................       7,191,375
    31,000   United International Holdings Inc.
               Class A..........................         503,750
</TABLE>
                                        6

<PAGE>
<TABLE>
THE GABELLI GROWTH FUND
PORTFOLIO OF INVESTMENTS -- MARCH 31, 1995 (UNAUDITED) 
(CONTINUED)
- --------------------------------------------------------------------------------
<CAPTION>
                                                      MARKET
  SHARES                                               VALUE
- ----------                                         -------------
<C>          <S>                                   <C>
    18,000   Viacom Inc. -- Class A.............   $     823,500
    67,000   Viacom Inc. -- Class B.............       2,998,250
                                                   -------------
                                                      46,703,663
                                                   -------------
             METALS & MINING -- 0.47%
    40,000   Nucor Corporation..................       2,250,000
                                                   -------------
             MISCELLANEOUS -- 0.07%
    10,000   Ceridian Corp......................         333,750
                                                   -------------
             PRODUCER DURABLES -- 2.20%
    82,000   Caterpiller, Inc. .................       4,561,250
    40,000   Deere & Company....................       3,250,000
    60,000   Parker-Hannifin Corp...............       2,655,000
                                                   -------------
                                                      10,466,250
                                                   -------------
             RESTAURANTS -- 1.05%
   147,000   McDonald's Corporation.............       5,016,375
                                                   -------------
             RETAIL -- 7.50%
   150,000   Albertson's, Inc. .................       4,837,500
   130,000   Burlington Coat Factory Warehouse
               Corporation......................       1,348,750
   268,806   Home Depot, Inc. ..................      11,894,665
    35,000   Kroger Co. ........................         923,125
    91,200   Mattel Inc. .......................       2,245,800
   100,000   Office Depot, Inc. ................       2,437,500
    90,000   Toys R Us..........................       2,306,250
   240,000   Wal-Mart...........................       6,120,000
    75,000   Walgreen Co. ......................       3,609,375
                                                   -------------
                                                      35,722,965
                                                   -------------
             SPECIALTY MATERIALS -- 1.59%
   135,000   Lubrizol Corporation...............       4,758,750
    65,000   Sealed Air Corporation.............       2,803,125
                                                   -------------
                                                       7,561,875
                                                   -------------
             TECHNOLOGY -- 8.30%
    50,000   Hewlett-Packard Co. ...............       6,018,750
   145,000   Intel Corporation *................      12,306,875
   110,000   Loral Corporation..................       4,675,000
   100,000   Microsoft Corporation..............       7,112,500
    50,000   Molex Incorporated.................       1,787,500
    81,250   Molex Incorporated Class A.........       2,742,187
    55,000   Texas Instruments, Inc.............       4,867,500
                                                   -------------
                                                      39,510,312
                                                   -------------
             TELECOMMUNICATIONS -- 6.30%
   220,000   AT&T Corporation...................      11,385,000
   210,000   AirTouch Communications............       5,722,500
   107,000   Century Telephone Enterprises, 
               Inc. ............................       3,250,125
   130,000   Cox Communications Inc. Class A....       2,177,500
    50,000   Globalstar Telecommunications......         787,500
   147,751   LDDS Communications, Inc.*.........       3,453,680
    85,000   Sprint Corporation.................       2,571,250
    20,000   Vodafone Group plc -- ADR..........         662,500
                                                   -------------
                                                      30,010,055
                                                   -------------
             TOTAL COMMON STOCKS
               (Cost $398,046,712)..............     463,388,895
                                                   -------------
             PREFERRED STOCKS -- 0.70%
             COMMUNICATIONS EQUIPMENT -- 0.70%
    45,000   Nokia Group AB.....................       3,307,500
                                                   -------------
             TOTAL PREFERRED STOCKS
               (Cost $3,502,376)................       3,307,500
                                                   -------------
             CONVERTIBLE BONDS -- 0.61%
             MEDIA -- 0.61%
 7,000,000   Comcast Corporation Step-Up
               Debentures, 1.125%, due
               04/15/2007.......................   $   2,905,000
                                                   -------------
             TOTAL CONVERTIBLE BONDS
               (Cost $3,896,854)................       2,905,000
                                                   -------------
             TOTAL INVESTMENTS -- 98.63%
               (Cost $405,445,942+).............   $ 469,601,395
             CASH AND OTHER ASSETS IN EXCESS OF
               LIABILITIES -- 1.37%.............       6,542,790
                                                   -------------
             NET ASSETS--100.00%
             22,829,440 shares outstanding......   $ 476,144,185
                                                     ===========
             NET ASSET VALUE, OFFERING AND
               REDEMPTION PRICE PER SHARE.......   $       20.86
                                                     ===========
<FN> 
* Non-income producing.
+ For Federal income tax purposes aggregate cost is $405,845,509. Aggregate
  unrealized appreciation and depreciation are $68,432,846 and $4,676,960,
  respectively.
</TABLE>
<TABLE>
                 -------------------------------------------------------------------------
                               TOP TEN HOLDINGS -- MARCH 31, 1995
 
                  <S>                                    <C>
                  General Electric Company               AT&T Corporation
                  Motorola, Inc.                         American International Group
                  Intel Corporation                      Coca-Cola Company
                  Home Depot, Inc.                       State Street Boston Corporation
                  Mellon Bank Corporation                Illinois Tool Works, Inc.
                 -------------------------------------------------------------------------
</TABLE>
                                        7

<PAGE>
                           THE GABELLI GROWTH FUND
                             One Corporate Center
                           Rye, New York 10580-1434
                                1-800-GABELLI
                               [1-800-422-3554]
              (Net Asset Value may be obtained daily by calling
                        1-800-GABELLI after 6:00 P.M.)
 
<TABLE>
                              BOARD OF DIRECTORS

        <S>                                <C>
        Mario J. Gabelli, CFA              Karl Otto Pohl
          Chairman and Chief                 Former President
            Investment Officer                  Deutsche Bundesbank
              Gabelli Funds, Inc.

        Felix J. Christiana                Anthony R. Pustorino
          Former Senior                      Certified Public Accountant
            Vice President                      Professor, Pace University
              Dollar Dry Dock Savings Bank

        Anthony J. Colavita                Anthony Torna
          Attorney-at-Law                    Herzog, Heine & Geduld, Inc.
            Anthony J. Colavita, P.C.

        James P. Conn                      Anthonie C. van Ekris
          Managing Director and              Managing Director
            Chief Investment Officer            BALMAC International, Inc.
              Financial Security
                Assurance

        Dugald A. Fletcher                 Salvatore J. Zizza
          President                          Chairman, Chief
            Fletcher & Company, Inc.            Executive Officer
                                                  The Lehigh Group, Inc.

                       OFFICERS AND PORTFOLIO MANAGERS
                                        
        Bruce N. Alpert                    Howard F. Ward, CFA
            President and Treasurer          Portfolio Manager

        J. Hamilton Crawford, Jr.          Donald C. Jenkins, CFA
          Secretary                          Associate Portfolio Manager

</TABLE>
                                 DISTRIBUTOR
                           Gabelli & Company, Inc.
 
                 CUSTODIAN, TRANSFER AGENT AND DIVIDEND AGENT
                     State Street Bank and Trust Company
 
                                LEGAL COUNSEL
                     Skadden, Arps, Slate, Meagher & Flom
 
- --------------------------------------------------------------------------------
This report is submitted for the general information of the shareholders of The
Gabelli Growth Fund. It is not authorized for distribution to prospective       
investors unless preceded or accompanied by an effective prospectus.
- --------------------------------------------------------------------------------
 

                                                                     [GRAPHIC]


THE
GABELLI
GROWTH
FUND




                                                            FIRST QUARTER REPORT
                                                                  MARCH 31, 1995



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