GABELLI GROWTH FUND
N-30B-2, 1996-05-28
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<PAGE>
THE GABELLI GROWTH FUND

FIRST QUARTER REPORT - MARCH 31, 1996                             [PHOTO]
                                                              HOWARD F. WARD


TO OUR SHAREHOLDERS:

     The first quarter of 1996 did not fail to provide entertainment. No sooner
had the band finished playing "Auld Lang Syne", than the Republicans and
Democrats resumed their high octane sparring over the budget. This Battle Royale
of our elected heavyweights was predictably unproductive and the stalemate - and
stale it is - continues to this writing.

     Making her presence felt, Mother Nature pounded us with record setting
snows to the point where even those who plow snow for profit couldn't take it
anymore. But bad weather can't keep a good economy down - witness the addition
of 705,000 jobs to the non-farm payrolls in February. This news hit the
financial markets like an avalanche as the Dow Jones Industrial Average
snowballed 171 points in a single session (March 8, 1996) while bonds
experienced their largest single-day decline since Iraq invaded Kuwait in August
of 1990. Nevertheless, stocks recovered quickly and posted yet another solid
quarter. 


INVESTMENT RESULTS

     For the three months ended March 31, 1996, The Gabelli Growth Fund's total
return was 7.2%, outperforming the unmanaged Standard and Poor's 500 Index's
return of 5.4%. For the 12 months ended March 31, 1996 the Fund returned 34.2%,
vs. 32.1% for the S&P 500. Our returns rank in the top quartile of all growth
funds according to Lipper Analytical Services for the 12 month period ended
March 31, 1996.

     For the five years ended March 31, 1996, the Fund had an average annual
return of 13.9% which compares to an average annual return of 14.7% for the S&P
500 over the same period. The Fund's total return since inception on April 10,
1987 was 289.9%, which equates to an average annual return of 16.4%. This
compares favorably to a total return of 179.5% for the S&P 500 over the same
period, which is equivalent to an average annual return of 12.1%. Our
shareholders now total 41,008 and total net assets are $576.3 million as of
March 31, 1996. 






<PAGE>
<TABLE>
<CAPTION>

INVESTMENT RESULTS (a)

- ----------------------------------------------------------------------------------------------------
                                                         QUARTER
                                       ------------------------------------------
                                       1ST          2ND           3RD         4TH         YEAR
                                       ---          ---           ---         ---         ----
<S>                                   <C>         <C>            <C>         <C>         <C>
1996: Net Asset Value .............   $23.75          --            --          --          --
      Total Return ................     7.2%          --            --          --          --
- ----------------------------------------------------------------------------------------------------
1995: Net Asset Value .............   $20.86      $22.99         $24.91      $22.16      $22.16
      Total Return ................     6.0%       10.2%           8.4%        4.9%       32.7%
- ----------------------------------------------------------------------------------------------------
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>

Average Annual Returns - March 31, 1996 (a)

   1 Year ....................................  34.2%
   5 Year ....................................  13.9%
   Life of Fund(b) ...........................  16.4%

<TABLE>
<CAPTION>
                    DIVIDEND HISTORY
- --------------------------------------------------------
Payment (EX) Date     Rate Per Share  Reinvestment Price
- -----------------     --------------  ------------------
<S>                       <C>              <C>   
December 29, 1995         $3.960           $22.16
December 30, 1994         $2.790           $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>

- --------------------------------------------------------------------------------
ECONOMIC BACKGROUND

     While the jury remains out, economic growth appeared to slow in the first
quarter compared to 1995, which in turn was slower than 1994. The only issue
left to be determined is by how much. We would not be surprised to see weak
results given the fiscal policy straitjacket, the severe winter weather, the
General Motors strike and a growing list of workers who have been downsized out
of a paycheck. Additionally, Europe is weak, particularly Germany but also
France. As for Japan, there is more hope than substance as far as an improving
economy is concerned. Profit expectations appear to be moderating, especially
among technology companies. Inventory needs to be worked down for the PC 

                                       2

<PAGE>


makers, as well as for most semiconductor vendors and cellular phone suppliers.
True, the February payroll data looked strong. It is equally true that averaging
January and February, and comparing this average to last year's same two month
period turns the number into a non-event. As of this writing, the robust
February payroll data has not been confirmed by other series, but it poses a
challenge to the notion of a sluggish economy. The financial markets were
pleased with the reappointment of Alan Greenspan as Chairman of the Federal
Reserve Board given his track record during his first two terms. In the
aggregate, inflation remains unthreatening, running at a sub 3% pace. The
financial markets are concerned, however, about the recent rise in prices for
agricultural commodities and oil. 

FINANCIAL MARKET OBSERVATIONS

     Equity mutual funds continue to benefit from positive and significant cash
flow, much of it from self-directed retirement plans. This fuel has become
critical to sustaining the Bull market's upward trajectory. So far, investor
interest in equity funds has shown no signs of abating. Both "growth" and
"cyclical" issues performed well during the quarter with "cyclical" issues doing
the best in general. Some of last year's darlings in the technology sector,
particularly the Internet stocks, fell hard when AT&T Corp. (T - $61.25 - NYSE)
gave them a wake-up call, offering to provide similar services at significantly
lower prices. MCI Communications Corp. (MCIC - $30.625 - NASDAQ) followed suit
and the rout was on.

     Boeing Co. (BA - $86.625 - NYSE), our nation's largest exporter, made
headlines with large orders for aircraft from a diverse group of customers
including Japan Airlines, Malaysian Airlines, Singapore Airlines and Saudia.
Consequently, Boeing increased its production schedule, confirming our bullish
posture on the commercial aircraft industry.

     Citicorp (CCI - $80.00 - NYSE) was also in the news by increasing its
dividend by 50% (to a new record) and adding $1.5 billion to the existing $3.0
billion share buyback authorization. This bank has turned around and its global
consumer brand strategy is delivering good results.

     The International Business Machines Corporation (IBM - $111.125 - NYSE)
revival continues. Its share price rose from $91 to $111 during the quarter, an
advance of 22%. The company's diverse business mix is a source of financial
strength and its energy efficient CMOS mainframes are in strong demand. With $8
billion in "free cash flow" and earnings approaching $13 per share this year,
the stock remains undervalued. We are impressed with IBM's improving fortunes
under Lou Gerstner's command.

     This was a bad quarter for bond holders, with the 30 year Treasury losing
approximately 8.3% of its value. While we do not invest in bonds, a continuation
of this trend would be a negative for stocks. At this point, we believe
long-term Treasury yields will peak around 7%. However, we will monitor this
trend closely.








                                       3

<PAGE>


     Mergers and acquisitions continue to play an important role in shrinking
the equity supply, assisting the market's advance. We can only assume that this
trend will continue. 

LOOKING AHEAD

     Promises, promises. That's what we'll get a lot of from Washington during
this election year. Some of these promises, especially regarding tax policy,
could influence the stock market. While a reduction in the capital gains tax
rate increases the rate of return on equities and is a long-term positive, it
may be a short-term negative as low cost holdings are sold to take advantage of
a lower rate, should it occur. The stock market has largely ignored foreign
affairs since Operation Desert Storm ended in 1991. It appears it would require
a major foreign development to derail the stock market. While nothing is likely
to surface to disrupt the current calm, we are keeping an eye on China's recent
saber rattling directed at Taiwan. Anything that jeopardizes U.S. business
interests with China is a major foreign development, at least for multinational
corporations currently benefiting from China's tremendous growth. China must be
watched closely.

     Our earnings-driven investment approach will continue to favor companies
positioned to capitalize on economic globalization, the technology revolution
and the aging of the developed world's population. We encourage you to view The
Gabelli Growth Fund as a long-term investment in a diversified portfolio of
America's finest established growth companies.

LET'S TALK STOCKS

     The following are stock specifics on selected holdings of our Fund's
investments. Favorable earnings prospects do not necessarily translate into
higher stock prices, but they do express a positive trend which we believe will
develop over time. 

First Data Corporation (FDC - $70.50 - NYSE) is a leading information processing
company. The company benefits from the increase in credit card usage, as it
processes credit and debit card transactions for over 1,400 financial
institutions. In fact, the company processes roughly one-third of all domestic
credit card transactions. The company is also a leader in funds transfer
services as well as in processing information for the mutual fund and healthcare
industries. First Data's earnings per share are likely to increase approximately
20% this year. 

General Electric Company (GE - $77.875 - NYSE), with sales expected to top $46
billion in 1996, stands among the world's largest industrial concerns. As a
company with a global footprint, GE is a primary beneficiary of higher levels of
trade overall and growth in the emerging markets in particular. 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.
Earnings and dividends should hit record levels in 1996 and the shares should
continue to benefit from ongoing share buy backs. 









                                       4

<PAGE>


Gillette Company (G - $51.75 - NYSE), along with Coca Cola, is the other premier
example of a consumer company that is well-situated to exploit opportunities on
a global basis. The company is aggressively pursuing foreign markets and
developing an impressive number of new products. Earnings should advance by 
more than 15% this year, reflecting strong results both domestically and 
abroad. 

Home Depot, Inc. (HD - $47.875 - NYSE) is the undisputed leader of the home
improvement warehouse retailers. Led by Bernie Marcus, the company's founder,
Home Depot is testing new store formats which appeal to new markets (farming
equipment and upscale furnishings) providing incremental growth to what remains
a terrific franchise in do-it-yourself home hardware and supplies. Geographic
expansion continues to drive square footage growth as the company increases its
presence in the Midwest and continues to penetrate the Northeast. Higher lumber
prices and housing turnover point to a reacceleration of earnings growth this
year.

Mellon Bank Corporation (MEL - $55.125 - NYSE), with acquisitions in recent
years of Dreyfus Corporation and The Boston Company, has become a powerhouse in
money management services. We believe the rising contribution to earnings from
predictable fee sources will enhance the company's valuation. We expect low
double-digit growth in earnings and a continuation of the company's share
repurchase program this year.

Merck & Co., Inc. (MRK - $62.25 - NYSE) is one of the world's largest healthcare
companies and a leader in pharmaceutical research and development. Merck
operates the largest of the Pharmacy Benefit Managers, an area that has produced
exceptional growth. Merck's research effort has produced a potential new
blockbuster drug in Fosamax, for treatment of osteoporosis. Earnings are likely
to rise at a low double-digit rate this year. We expect the company to use some
of its significant free cash flow to buy back stock and increase the dividend.

Nabisco Holdings Corp. (NA - $32.75 - NYSE) is the nation's largest manufacturer
of cookies and crackers and one of the biggest food companies in the world. Some
of its major brands include: Oreo, Chips Ahoy!, Newton, Snackwell, Ritz, Grey
Poupon, Milkbone and Life Savers. While foreign operations currently represent
about 25% of sales, we see a giant opportunity for Nabisco in emerging markets.
Management is moving vigorously to capitalize on these and other global
opportunities.

Procter & Gamble Company (PG - $84.75 - NYSE) needs little introduction. As the
leading producer of soaps, detergents and toiletries, its products are in
virtually every home. The company is aggressively moving to expand into new
markets abroad, including China. Management has successfully battled the private
label competition by cutting prices on such established brands as Tide, Cheer,
Bold, Crest, Ivory, Pampers and others. Business looks bright on all fronts as
the Cincinnati-based marketing machine continues its dominance.










                                       5

<PAGE>


State Street Boston Corporation (STT - $50.00 - NYSE) is the nation's largest
custodian of mutual fund assets. Total assets under custody are approximately
$2.3 trillion. The company is also one of the nation's largest asset managers
with a strong presence in passive management products for institutional
investors. Management is focused on expanding the company's global presence and
continuously updating information systems technology to gain competitive
advantages. We view State Street Boston as an excellent vehicle to gain exposure
to the ongoing growth in institutional funds management and custody. 

United Technologies (UTX - $112.25 - NYSE) is a manufacturing conglomerate
primarily serving the aerospace, automotive and construction markets. The
company is best known for its Pratt and Whitney jet engines, Carrier air
conditioners and Otis elevators. The company is benefiting from the upturn in
the commercial aircraft market and good demand for construction-related products
(elevators and air conditioners) domestically and abroad. Earnings per share
should grow at a low double-digit rate this year. 

MINIMUM INITIAL INVESTMENT - $1,000

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

GABELLI U.S. TREASURY MONEY MARKET FUND

     Shareholders of any of the Gabelli Funds may invest in The Gabelli U.S.
Treasury Money Market Fund with an initial investment of $3,000 or more. The
Fund provides checkwriting and exchange privileges. The Fund's expenses are
capped at .30% of average net assets, making it one of the most attractive U.S.
Treasury-only money market funds. With dividends that are exempt from state and
local income taxes in all states, the Fund is an excellent vehicle in which to
store idle cash. An investment in The Gabelli U.S. Treasury Money Market Fund is
neither insured nor guaranteed by the U.S. Government. There can be no assurance
that the Fund will maintain a stable $1 per share net asset value. Call us at
1-800-GABELLI (1-800-422-3554) for a prospectus which gives a more complete
description of the Fund, including management fees and expenses. Read it
carefully before you invest or send money. 

INTERNET

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











                                       6

<PAGE>


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,


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

April 19, 1996



- --------------------------------------------------------------------------------

                                TOP TEN HOLDINGS
                                 MARCH 31, 1996
                                 --------------

  General Electric Company                        Rockwell International Corp.
  First Data Corporation                          Coca-Cola Company
  Mellon Bank Corporation                         United Technologies
  Molex, Inc.                                     Allied-Signal Inc.
  State Street Boston Corp.                       Gillette Company
  
- --------------------------------------------------------------------------------
 
  



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





                                       7

<PAGE>
 
THE GABELLI GROWTH FUND

<TABLE>

PORTFOLIO OF INVESTMENTS -- MARCH 31, 1996 (UNAUDITED)
================================================================================

<CAPTION>
                                                                     MARKET
  SHARES                                                            VALUE (b)
- ----------                                                         -----------
   <S>       <C>                                                  <C>
             COMMON STOCKS -- 95.8%
             ADVERTISING -- 1.1%
   127,700   Interpublic Group of
               Companies......................................... $  6,506,325
                                                                  ------------
             AEROSPACE -- 10.1%
   164,600   Allied-Signal Inc. .................................    9,731,975
    61,000   Boeing Co. .........................................    5,284,125
    31,000   Goodrich (B.F.) Company.............................    2,464,500
   100,000   Loral Corporation...................................    4,900,000
    65,400   Raytheon Co. .......................................    3,351,750
   163,000   Rockwell International Corp. .......................    9,596,625
    86,000   Sundstrand Corp. ...................................    3,504,500
    52,000   Textron Inc. .......................................    4,160,000
    67,000   TRW, Inc. ..........................................    5,971,375
    82,000   United Technologies.................................    9,204,500
                                                                  ------------
                                                                    58,169,350
                                                                  ------------
             AIRLINES -- 0.6%
    36,000   AMR Corporation +...................................    3,222,000
                                                                  ------------
             BROADCASTING -- 2.0%
    44,000   American Radio Systems Corporation +................    1,485,000
   106,000   Infinity Broadcasting Corp., Class A +..............    4,597,750
    36,000   U.S. Satellite Broadcasting Co., Inc. +.............    1,179,000
   225,000   Westinghouse Electric Corp. ........................    4,331,250
                                                                  ------------
                                                                    11,593,000
                                                                  ------------
             BUILDING AND CONSTRUCTION -- 1.4%
    61,000   Fluor Corporation...................................    4,163,250
    86,000   Foster Wheeler Corporation..........................    3,816,250
                                                                  ------------
                                                                     7,979,500
                                                                  ------------
             BUSINESS SERVICES -- 7.5%
   143,000   Automatic Data Processing, Inc. ....................    5,630,625
   115,500   Ceridian Corporation +..............................    4,966,500
   183,900   First Data Corporation..............................   12,964,950
   133,000   General Motors Corporation, Class E.................    7,581,000
   119,000   Honeywell, Inc. ....................................    6,574,750
    90,000   Reuters Holdings plc, Class B, ADR..................    5,861,250
                                                                  ------------
                                                                    43,579,075
                                                                  ------------
             CABLE -- 1.4%
    48,700   Cablevision Systems Corporation, Class A +..........    2,800,250
   120,000   Cox Communications Inc., Class A, New +.............    2,625,000
   140,000   Tele-Communications, Inc., Class A +................    2,598,750
                                                                  ------------
                                                                     8,024,000
                                                                  ------------
             CONGLOMERATES -- 3.9%
   191,000   General Electric Company............................   14,874,125
   119,000   General Motors Corporation, Class H.................    7,526,750
                                                                  ------------
                                                                    22,400,875
                                                                  ------------
 
<CAPTION>
                                                                     MARKET
  SHARES                                                            VALUE (B)
- ----------                                                         -----------
   <S>       <C>                                                  <C>
             CONSUMER PRODUCTS -- 12.0%
   115,000   Coca-Cola Company................................... $  9,501,875
    80,000   Duracell International Inc. ........................    3,970,000
    18,800   Estee Lauder Companies..............................      672,100
     6,000   First Brands Corporation............................      168,000
   173,000   Gillette Company....................................    8,952,750
    58,000   Kimberly-Clark Corp. ...............................    4,321,000
   247,000   Nabisco Holdings Corp., Class A.....................    8,089,250
   130,000   PepsiCo, Inc........................................    8,222,500
    77,000   Philip Morris Companies Inc. .......................    6,756,750
    90,000   Procter & Gamble Company............................    7,627,500
    52,000   Ralston Purina Group................................    3,477,500
    84,872   Tootsie Roll Industries, Inc. ......................    3,097,828
    74,000   Wrigley (Wm.) Jr. Company...........................    4,338,250
                                                                  ------------
                                                                    69,195,303
                                                                  ------------
             ENTERTAINMENT -- 2.7%
    72,500   Time Warner Inc. ...................................    2,963,438
    18,000   Viacom Inc., Class A +..............................      738,000
   119,000   Viacom Inc., Class B +..............................    5,012,875
   112,000   Walt Disney Company.................................    7,154,000
                                                                  ------------
                                                                    15,868,313
                                                                  ------------
             FINANCIAL SERVICES -- 18.2%
   129,000   American Express Company............................    6,369,375
    83,000   American International Group, Inc. .................    7,770,875
    23,500   Amerin Corp. +......................................      640,375
   117,000   BankAmerica Corp. ..................................    9,067,500
   129,000   Barnett Banks Inc. .................................    8,030,250
    99,000   Citicorp............................................    7,920,000
    80,000   Federal National Mortgage Association...............    2,550,000
    33,000   First Interstate Bancorp............................    5,725,500
   101,000   First Tennessee National Corporation................    3,333,000
    46,000   General Re Corporation..............................    6,704,500
    44,800   Hartford Steam Boiler Company.......................    2,268,000
    26,000   Household International Inc. .......................    1,748,500
    99,000   H&R Block Inc. .....................................    3,576,375
    47,000   Marsh & McLennan Companies..........................    4,365,125
   187,000   Mellon Bank Corporation.............................   10,308,375
    37,000   Morgan (J.P.) & Co.Incorporated.....................    3,071,000
   169,000   Norwest Corporation.................................    6,210,750
   201,400   State Street Boston Corporation.....................   10,070,000
    10,000   SunTrust Banks, Inc. ...............................      700,000
    81,000   T. Rowe Price Associates Inc. ......................    4,293,000
                                                                  ------------
                                                                   104,722,500
                                                                  ------------
             HEALTH CARE -- 11.6%
    90,000   Abbott Laboratories.................................    3,667,500
    85,000   Amgen Inc. +........................................    4,940,625
    31,000   Astra AB, ADR.......................................    1,441,500
    53,000   Baxter International Inc. ..........................    2,398,250
    12,000   Biogen, Inc. +......................................      714,000
    56,700   Bristol-Myers Squibb Co. ...........................    4,854,938
   125,000   Chirex Inc. +.......................................    1,281,250
     1,000   Chiron Corporation +................................       98,250
    64,000   Elan Corp. plc, ADR +...............................    4,112,000
     2,000   Genzyme Corp. +.....................................      110,000
    88,000   IVAX Corp. .........................................    2,277,000
    71,000   Johnson & Johnson...................................    6,549,750
</TABLE>
 
                                        8

<PAGE>
 
THE GABELLI GROWTH FUND

<TABLE>

PORTFOLIO OF INVESTMENTS (CONTINUED) -- MARCH 31, 1996 (UNAUDITED)
================================================================================
<CAPTION>
                                                                  MARKET
  SHARES                                                         VALUE (b)
- ----------                                                      -----------
   <S>       <C>                                               <C>
             COMMON STOCKS (CONTINUED)                        
             HEALTH CARE (CONTINUED)
   113,000   Lilly (Eli) & Co. ............................... $  7,345,000
   135,000   Merck & Co., Inc. ...............................    8,403,750
    84,000   Pfizer Inc. .....................................    5,628,000
   116,000   Pharmacia & Upjohn Inc. .........................    4,625,500
   103,000   Schering-Plough Corporation......................    5,986,875
    42,000   SmithKline Beecham plc (units), ADR..............    2,163,000
                                                               ------------
                                                                 66,597,188
                                                               ------------
             HOTELS/CASINOS -- 0.2%
    24,200   HFS Inc. +.......................................    1,176,725
                                                               ------------
             INDUSTRIAL EQUIPMENT AND SUPPLIES -- 1.7%
    73,000   Amphenol Corporation, Class A +..................    1,706,375
    59,000   Harnischfeger Industries Inc. ...................    2,286,250
    89,000   Illinois Tool Works, Inc. .......................    5,751,625
     2,000   Sherwin-Williams Company.........................       88,750
                                                               ------------
                                                                  9,833,000
                                                               ------------
             METALS AND MINING -- 0.4%
    35,800   Newmont Mining Corporation.......................    2,027,175
                                                               ------------
             PUBLISHING -- 1.6%
    41,000   Gannett Inc......................................    2,757,250
    50,000   K-III Communications Corp. +.....................      581,250
    90,000   Tribune Co. .....................................    5,928,750
                                                               ------------
                                                                  9,267,250
                                                               ------------
             RESTAURANTS -- 0.8%
   102,000   McDonald's Corporation...........................    4,896,000
                                                               ------------
             RETAIL -- 4.1%
   183,906   Home Depot, Inc. ................................    8,804,500
   190,000   Mattel, Inc. ....................................    5,153,750
   285,000   Office Depot Inc. +..............................    5,593,125
   130,000   Walgreen Co. ....................................    4,241,250
                                                               ------------
                                                                 23,792,625
                                                               ------------
             TECHNOLOGY -- 11.0
    67,000   AVX Corporation..................................    1,465,625
    52,500   Bay Networks Inc. +..............................    1,614,375
    44,000   Cisco Systems +..................................    2,040,500
    80,000   Computer Associates International, Inc. .........    5,730,000
    53,000   Digital Equipment Corp. +........................    2,921,625
    57,000   Hewlett-Packard Co. .............................    5,358,000
 
<CAPTION>
                                                                  MARKET
  SHARES                                                         VALUE (b)
- ----------                                                      -----------
<S>          <C>                                               <C>
     5,000   Intel Corporation................................ $    284,375
    76,500   International Business Machines Corporation......    8,501,062
    35,000   Microsoft Corporation +..........................    3,609,375
    49,500   Molex Incorporated...............................    1,726,312
   249,062   Molex Incorporated, Class A......................    7,969,984
    45,000   Oracle Systems Corp. +...........................    2,120,625
    73,000   Silicon Graphics Inc. +..........................    1,825,000
     1,000   Sterling Commerce Inc. +.........................       30,750
   127,600   Sterling Software, Inc. +........................    8,995,800
   126,000   Sun Microsystems Inc. +..........................    5,512,500
    27,500   U.S. Robotics....................................    3,554,375
                                                               ------------
                                                                 63,260,283
                                                               ------------
             TELECOMMUNICATIONS -- 2.8%
    54,000   ADC Telecommunications Inc. +....................    1,863,000
    76,900   AirTouch Communications Inc. +...................    2,393,512
   112,900   AT&T Corp. ......................................    6,915,125
   170,000   Ericsson (L.M.) Telephone Company, Class B, ADR..    3,633,750
    25,000   Globalstar Telecommunications +..................    1,325,000
                                                               ------------
                                                                 16,130,387
                                                               ------------
             TRANSPORTATION -- 0.7%
    23,000   Burlington Northern Santa Fe Corp. ..............    1,888,875
    32,000   CSX Corporation..................................    1,460,000
    14,000   Kansas City Southern Industries Inc. ............      651,000
                                                               ------------
                                                                  3,999,875
                                                               ------------
TOTAL COMMON STOCKS...........................................  552,240,749
                                                               ------------
<CAPTION>
PRINCIPAL
  AMOUNT
- ----------
<S>          <C>                                               <C>
             U.S. TREASURY BILLS -- 5.2%
$29,669,000  5.15% to 5.20% ++ due 04/18/1996-05/02/1996......   29,570,088
                                                               ------------
TOTAL INVESTMENTS
  (COST $451,367,793)(a).............................. 101.0%   581,810,837
OTHER ASSETS AND LIABILITIES (NET)....................  (1.0)    (5,548,575)
                                                       -----   ------------
NET ASSETS APPLICABLE TO 24,262,961
  SHARES OF BENEFICIAL INTEREST OUTSTANDING........... 100.0%  $576,262,262
                                                       =====   ============
NET ASSET VALUE, OFFERING AND
  REDEMPTION PRICE PER SHARE..........................         $      23.75
                                                               ============
<FN>
- ----------------
  (a) Aggregate cost for Federal tax purposes was $451,661,433. Net unrealized appreciation for Federal tax purposes was
      $130,149,404 (gross unrealized appreciation was $135,739,452 and gross unrealized depreciation was $5,590,048).
  (b) Securities traded on a national securities exchange are valued at the last sale price as of the close of business on the day
      the securities are being valued. Securities for which no sale was reported on that day and over-the-counter securities are
      valued at the mean between the last reported bid and asked prices. U.S. Government obligations and other debt instruments
      with 60 days or less to maturity are valued at amortized cost which approximates market value. Short-term investments with
      greater than 60 days to maturity are valued at the highest independent bid price as quoted by market makers.
    + Non-income producing security.
   ++ Represents annualized yield at date of purchase.
ADR -- American Depositary Receipt

</TABLE>

 
                                        9

<PAGE>

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                                       10



<PAGE>

                            GABELLI FAMILY OF FUNDS
                     Distributed by Gabelli & Company, Inc.
                    One Corporate Center, Rye, NY 10580-1435

GABELLI ASSET FUND ------------------------------------------------------------ 
Invests in a diversified portfolio of companies selling below their private
market value. The Fund's primary objective is to seek growth of capital.
(No-load)

                                      Portfolio Manager: Mario J. Gabelli, CFA

GABELLI GROWTH FUND -----------------------------------------------------------
Invests in a diversified portfolio of common stocks that have favorable, yet
undervalued, prospects for earnings growth. The Fund's primary objective is to
seek capital appreciation by employing an earnings-driven investment approach.
(No-load)
                                         Portfolio Manager: Howard F. Ward, CFA

GABELLI VALUE FUND ------------------------------------------------------------
Invests in a concentrated portfolio of securities of companies which are selling
below their private market value. The Fund's primary objective is long-term
capital appreciation. $250 initial minimum for IRAs.
                                       Portfolio Manager: Mario J. Gabelli, CFA
                                                     Max. Sales Charge:  5 1/2%

GABELLI SMALL CAP GROWTH FUND -------------------------------------------------
Invests primarily in equity securities of smaller companies (companies with a
total market capitalization of less than $500 million) which are believed likely
to have rapid growth in revenues and earnings. The Fund's primary objective is
to seek capital appreciation.
                                       Portfolio Manager: Mario J. Gabelli, CFA
                                                     Max. Sales Charge:  4 1/2%

GABELLI EQUITY INCOME FUND ----------------------------------------------------
Invests primarily in a portfolio of income producing equity securities. Pays
quarterly dividends. The Fund's primary objective is to seek a high level of
total return.
                                       Portfolio Manager: Mario J. Gabelli, CFA
                                                     Max. Sales Charge:  4 1/2%

GABELLI/WESTWOOD FUNDS --------------------------------------------------------
Three investment portfolios, designed to pursue a variety of investment
objectives: Equity Fund seeks capital appreciation, Balanced Fund seeks income
and growth, and Intermediate Bond Fund seeks current income. (No-load)
                                    Portfolio Managers: Susan Byrne & Pat Fraze

GABELLI GLOBAL SERIES ---------------------------------------------------------

          GABELLI GLOBAL TELECOMMUNICATIONS FUND
          Invests in telecommunications companies throughout the world. Targets
          undervalued companies with strong earnings per share and cash flow
          dynamics. The Fund's primary objective is to seek capital
          appreciation. (No-load)
                                            Team Manager: Mario J. Gabelli, CFA

          GABELLI GLOBAL CONVERTIBLE SECURITIES FUND
          Invests principally in bonds and preferred stocks which are
          convertible into common stock of foreign and domestic companies. The
          Fund's primary objective is to seek a high level of total return
          through a combination of current income and capital appreciation.
          (No-load)
                                                Portfolio Manager: Hart Woodson

          GABELLI GLOBAL INTERACTIVE COUCH POTATO[Registered Trademark] FUND 
          Invests in companies involved in communications, creativity and
          copyright throughout the world. The Fund will also invest in companies
          participating in emerging technological advances in interactive
          services and products. The Fund's primary objective is to seek capital
          appreciation. (No-load)
                                       Portfolio Manager: Mario J. Gabelli, CFA

GABELLI GOLD FUND -------------------------------------------------------------

Invests in a global portfolio of equity securities of gold mining and related
companies. The Fund's primary objective is to seek capital appreciation.
Investment in gold stocks is considered speculative and is affected by a
variety of worldwide economic, financial and political factors. (No-load)
                                                Portfolio Manager: Caesar Bryan

GABELLI INTERNATIONAL GROWTH FUND ---------------------------------------------
Invests in a diversified portfolio of equity securities of companies outside 
of the U.S. Seeks to achieve international diversification and capital 
appreciation, and to serve as a complement to a domestic investment portfolio. 
(No-load)
                                               Portfolio Manager:  Caesar Bryan

The five funds above invest in foreign securities which involves risks not
ordinarily associated with investments in domestic issues, including currency
fluctuation, economic and political risks.

GABELLI U.S. TREASURY MONEY MARKET FUND ---------------------------------------
Invests 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. Features low expenses, free checkwriting, telephone
exchange and redemption privileges.
                                               Portfolio Manager:  Ronald Eaker



 To request a prospectus, call 1-800-GABELLI (1-800-422-3554)
 Or, visit our Internet homepage at: http://www.gabelli.com

 The prospectus(es) contain more complete information, including fees and 
 expenses, and should be read carefully prior to investing.



<PAGE>


                            THE GABELLI GROWTH 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 Funds, Inc.
                                             Anthony R. Pustorino
Felix J. Christiana                          Certified Public Accountant
Former Senior                                Professor, Pace University
Vice President                               
Dollar Dry Dock Savings Bank                 Anthony Torna
                                             Herzog, Heine & Geduld, Inc.
Anthony J. Colavita                
Attorney-at-Law                              Anthonie C. van Ekris
Anthony J. Colavita, P.C.                    Managing Director
                                             BALMAC International, Inc.
James P. Conn
Managing Director And                        Salvatore J. Zizza
Chief Investment Officer                     Chairman, Chief Executive Officer
Financial Security Assurance                 The Lehigh Group, Inc.

Dugald A. Fletcher
President
Fletcher & Company, Inc.



                        OFFICERS AND PORTFOLIO MANAGERS


Bruce N. Alpert                              Howard F. Ward, CFA
President And Treasurer                      Portfolio Manager

James E. McKee                               Donald C. Jenkins, CFA
Secretary                                    Associate Portfolio Manager



                                  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.
- --------------------------------------------------------------------------------

[PHOTO]


THE
GABELLI
GROWTH
FUND


FIRST QUARTER REPORT
MARCH 31, 1996



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