GABELLI GROWTH FUND
N-30D, 2000-08-29
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                            THE GABELLI GROWTH FUND

                               SEMI-ANNUAL REPORT
                                  JUNE 30, 2000

                             [star graphic omitted]

                 MORNINGSTAR RATED [TRADEMARK] GABELLI GROWTH FUND 5 STARS
       OVERALL AND FOR THE THREE, FIVE AND TEN-YEAR PERIODS ENDED 6/30/00
          AMONG 3642, 2328 AND 783 DOMESTIC EQUITY FUNDS, RESPECTIVELY.

                                                  [PHOTO OF HOWARD WARD OMITTED]

TO OUR SHAREHOLDERS,

      At the box office  this summer  it's THE  PERFECT  STORM vs. THE  PATRIOT.
George Clooney vs. Mel Gibson. In TV land it's WHO WANTS TO BE A MILLIONAIRE vs.
SURVIVOR.  What the public really wants is a  DYNASTY-like  version of SURVIVOR.
Put a bushel of  investment  banking big shots on a deserted  island and see how
long it takes before they resort to cannibalism.  Of course,  you know the stock
market has been a test of  survival so far this year and yes it has put some big
name  millionaires  out of business.  The storm that knocked  nearly 40% off the
NASDAQ market between March 10 and May 22 may have been less than perfect but it
served  the  purpose of  bringing  some  discipline  back into the  market.  The
silliness was exposed.

      I haven't  seen THE  PATRIOT  yet but I did  finally  see THE GREEN  MILE.
Self-absorbed  portfolio manager that I am, I thought I was going to see a movie
about Wall Street.  Little did I know that THE GREEN MILE was about "death row".
Call  me Mr.  Out  of  Touch.  I do  know  THE  PATRIOT  is  about  an  American
Revolutionary War hero played by Mr. Gibson.  Ironically, Mr. Gibson is actually
Australian.  That's fine. THE PATRIOT,  like THE PERFECT  STORM,  is a fictional
account of a factual event. In this respect, these movies have the look and feel
of so much Wall Street research.

INVESTMENT PERFORMANCE

      For the second  quarter ended June 30, 2000,  The Gabelli Growth Fund (the
"Fund") declined 0.74%. The Standard and Poor's ("S&P") 500 Index and the Lipper
Large-Cap Growth Fund Average declined 2.66% and 5.01%,  respectively,  over the
same period. The S&P 500 Index is an unmanaged

--------------------------------------------------------------------------------
PAST  PERFORMANCE  IS NO GUARANTEE OF FUTURE  RESULTS.  Morningstar  proprietary
ratings reflect historical risk adjusted performance as of June 30, 2000 and are
subject to change every month.  Morningstar ratings are calculated from a Fund's
three,  five and  ten-year  average  annual  returns in excess of 90-day  T-Bill
returns with  appropriate  fee  adjustments and a risk factor that reflects fund
performance  below 90-day  T-Bill  returns.  The top 10% of the funds in a broad
asset class receive five stars,  the next 22.5% receive four stars, the next 35%
receive three stars, the next 22.5% receive two stars and the bottom 10% receive
one star.


<PAGE>
<TABLE>
<CAPTION>

INVESTMENT RESULTS (A)
-----------------------------------------------------------------------------------------------------------
                                                                         Quarter
                                                 --------------------------------------------
<S>                                               <C>         <C>         <C>          <C>           <C>

                                                    1st         2nd         3rd         4th          Year
                                                  ------      -------     -------      ------        -----
  2000:   Net Asset Value                         $50.10      $49.73        --           --            --
          Total Return                              7.7%       (0.7)%       --           --            --
-----------------------------------------------------------------------------------------------------------
  1999:   Net Asset Value                         $38.53      $41.38      $41.07       $46.51        $46.51
          Total Return                              8.8%        7.4%       (0.8)%       26.1%         46.3%
-----------------------------------------------------------------------------------------------------------
  1998:   Net Asset Value                         $32.32      $33.37      $28.54       $35.40        $35.40
          Total Return                             12.9%        3.2%      (14.5)%       30.2%         29.8%
-----------------------------------------------------------------------------------------------------------
  1997:   Net Asset Value                         $24.50      $29.25      $33.41       $28.63        $28.63
          Total Return                              1.5%       19.4%       14.2%         3.1%         42.6%
-----------------------------------------------------------------------------------------------------------
  1996:   Net Asset Value                         $23.75      $24.34      $25.35       $24.14        $24.14
          Total Return                              7.2%        2.5%        4.1%         4.4%         19.4%
------------------------------------------------------------------------------------------------------------
  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                           --        $10.84      $11.28        $9.51         $9.51
          Total Return                              --          8.4%(b)     4.1%       (15.7)%        (4.9)%(b)
------------------------------------------------------------------------------------------------------------
</TABLE>
-----------------------------------------------------------
         AVERAGE ANNUAL RETURNS - JUNE 30, 2000 (A)

   1   Year                                        33.8%
   5   Year                                        31.5%
   10  Year                                        20.6%
   Life of Fund (b)                                21.1%
-----------------------------------------------------------

                     DIVIDEND HISTORY

Payment (ex) Date    Rate Per Share  Reinvestment Price
-----------------    --------------  ------------------
December 27, 1999        $5.160            $45.59
December 28, 1998        $1.745            $35.15
December 30, 1997        $5.790            $28.58
December 31, 1996        $2.324            $24.14
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

(a) Total returns and average annual 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 investment operations on April 10, 1987.

                                       2

<PAGE>

indicator of stock market  performance,  while the Lipper  Average  reflects the
average performance of mutual funds classified in this particular category.  For
the  six-month  period ended June 30,  2000,  the Gabelli  Growth Fund  returned
6.92%, versus a loss of 0.43% for the S&P 500 and a gain of 2.97% for the Lipper
Average.  The Fund was up 33.78% over the twelve months ended June 30, 2000. The
S&P 500 Index and Lipper  Large-Cap  Growth Fund  Average rose 7.24% and 26.32%,
respectively, over the same twelve-month period.

      For the  ten-year  period  ended June 30,  2000,  the Fund's  total return
averaged  20.59%  annually,  versus  average  annual total returns of 17.79% and
18.46%  for the  S&P  500  Index  and  Lipper  Large-Cap  Growth  Fund  Average,
respectively.  Since inception on April 10, 1987 through June 30, 2000, the Fund
had a cumulative  total return of 1,157.71%,  which equates to an average annual
total return of 21.08%. Our direct  shareholders total 85,772 and net assets are
$4.2 billion as of June 30, 2000.

ECONOMIC BACKGROUND

      There is  growing  evidence  of a  slowing  in global  economic  activity.
Central  banks  around the World have been  nudging  short-term  interest  rates
higher and we are now seeing the  impact.  Higher  energy  costs have also acted
like a brake on discretionary  spending, with gasoline prices up 80% in the past
year.  The slowdown is seen in housing,  autos,  retail sales and durable  goods
orders.  Consumer confidence dipped with lower stock prices surely a factor. New
job creation has slowed markedly.

      Highlights  include  30-year  mortgage  rates  hitting  five year highs as
housing starts fell to a six year low in March.  April retail sales fell for the
first time since August of 1998. The Federal Reserve's (the "Fed") Discount Rate
is at its  highest  level in 9 years.  The Fed Funds  Rate,  at 6.5%,  is at its
highest  point in 10 years.  The April  decline in durable  goods orders was the
biggest since December 1991.

      It is likely that real Gross  Domestic  Product (GDP) growth in the second
quarter  was 3% or  less,  compared  to the 5.4%  rate of  growth  in the  first
quarter.  Profit  growth is  slowing  too.  Overall  year  over  year  growth in
corporate profits may show growth of about 7%, down from 9% last year.

      A slowdown is good news for growth stocks. The 30-year Treasury bond yield
is back below 6% and the 10-year yield is not much higher.  The pressure for the
Fed to tighten yet again, at their August meeting, is abating. If we can avoid a
recession,  and that is a hot  topic of  debate,  then the back half of the year
could be a rewarding one for equity investors.

THE STOCK MARKET

      The NASDAQ bubble burst, declining 25% during the week ended April 14, its
worst  one-week  fall ever.  Peak to trough,  the fall was about 40% over little
more than 3 months.  The broader market  averages fell too, but less  seriously.
Let's face it, the market was ripe for a good old-fashioned  flogging,  as noted
in our year-end  1999 report.  From November 1 to March 10, the NASDAQ rose from
3000 to 5000. By May 22, it was back to 3150. The Dow Jones  Industrials and the
S&P 500 retraced all of their gains from November 1 through March 10.

                                       3

<PAGE>

      With a reduced degree of speculation, lower bond yields, healthy prospects
for profit growth and a less hostile Fed, we have to feel somewhat more positive
regarding the market's prospects for the next 6 months.  This is always a tricky
and dangerous call. We must be careful not to overstate the positives and ignore
the potential for a further market  correction.  After all, someday the doomsday
bunch  may be  right.  This  could be their  year.  We don't  know.  We do know,
however,  that  market  timing  is  ultimately  a  losers  game and that we have
profited  quite  a  bit  from  methodically  investing  in  great  companies  at
defensible prices.

PORTFOLIO HIGHLIGHTS

      As investors sold  aggressive  technology and dot.com stocks during March,
April and May, they  embraced drug stocks.  We were rewarded for our holdings in
Eli Lilly (up 59%),  Johnson  and Johnson  (up 45%),  Schering  Plough (up 36%),
Pfizer (up 31%), Abbott Labs (up 26%), Merck (up 23%), Baxter (up 17%) and Amgen
(up 14%). Only a handful of technology holdings did well,  including Corning (up
36%), EMC (up 22%), and Hewlett Packard (up 21%). While conventional wisdom says
financials do poorly during periods of Fed tightenings,  we saw Mellon rise 22%,
while Merrill Lynch and State Street each advanced about 10%.

      We took  advantage  of  falling  technology  stock  prices  to  boost  our
investment in some of our smaller holdings like Qualcom and Microsoft.  They are
controversial,  but we believe in Qualcom's CDMA technology and our reservations
regarding  Microsoft's valuation evaporated as the stock fell by nearly 50% from
its recent high. Other technology holdings we added to included Motorola, Hughes
Electronics,  Dell  Computer,  Apple  Computer and  Tellabs.  Our move to reduce
technology in favor of drugs and financials in the first quarter paid off in the
second  quarter.  We are  hopeful  that our move to increase  technology  in the
second  quarter will pay off before  year's end. We are funding this move with a
reduction in select drug names like Pharmacia, Abbott Labs and Bristol Myers and
a reduction in media  holdings  such as Tribune,  Knight  Ridder and Disney.  In
addition to boosting  technology,  we established new positions in Paine Webber,
Goldman Sachs and Charles Schwab, all on price weakness.  As we go to press, UBS
and Paine Webber have  announced  their marriage in a deal that values our Paine
Webber stock at a 65% premium to our cost. Thank you, Paine Webber.

LOOKING AHEAD

      There are 3 easy ways to lose money in the stock market.  The first way is
to try to time the  market  and get it wrong.  You buy high and sell low or sell
high but never get back in except by buying  even  higher.  The second way is to
ignore  valuations and pay  outrageous  prices for stocks only to see them sink.
Sound familiar?  The third way is to buy lousy  businesses.  Companies that just
never get their act together. We try to avoid these pitfalls. We don't engage in
market  timing,  we do pay attention to price and we only invest in  established
growth companies.  In other words, we try to invest in successful  companies and
not  companies  that are  trying to be  successful.  Our  focus is very  company
specific.

                                       4
<PAGE>

LET'S TALK STOCKS

      The  following  are stock  specifics  on  selected  holdings  of our Fund.
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.

CISCO  SYSTEMS INC.  (CSCO - $63.5625 - NASDAQ) is the leading  supplier of data
networking  equipment  such as routers  and ATM  switches  for use in Local Area
Networks,  Wide Area  Networks  and the  Internet.  As an  integral  provider of
infrastructure for the Internet, the company is a major beneficiary of the Net's
explosive growth. We forecast strong earnings growth for this year and next.

CLEAR  CHANNEL  COMMUNICATIONS  INC. (CCU - $75.00 - NYSE) is one of the top two
radio  broadcasters  along with Infinity  Broadcasting  (80% owned by CBS).  The
company  is also a leader in  outdoor  advertising.  Both  markets  are  strong,
reflecting the growing  national  economy and heavy  advertising by new Internet
companies  as they  strive to develop  brand  awareness.  Radio ad rates are low
compared to other media like TV and newspapers, which gives radio operators some
pricing protection.

EMC CORP.  (EMC - $76.9375 - NYSE) is the leading  provider of  enterprise  wide
data  storage  products.  Storage  has  become a high  growth  market in today's
information  based economy.  Electronic  commerce  requires  massive  amounts of
storage,  which has given EMC a tremendous business opportunity.  We believe EMC
is the technology leader in enterprise storage (competitors are IBM, Hitachi and
Sun Microsystems) and is leading the field in introducing  Storage Area Networks
(SANs).  EMC is the vendor of choice for  Internet  Service  Providers,  just as
Cisco is for routers and Sun is for Client Servers.  We expect  continued strong
earnings growth in the foreseeable future.

THE HOME DEPOT INC. (HD - $49.9375 - NYSE) continues to take market share in the
home improvement  retailing segment, in which it is the leader by a wide margin.
HD does not rest on its laurels.  The company is testing a smaller  format store
known as Villager's  Hardware,  which competes with small hardware  stores.  The
company  continues  to roll  out  Expo  Design  Centers  and is  expanding  into
institutional  facilities  maintenance.  Finally,  the company is  developing an
Internet  sales  facility,  which  will  leverage  the  company's  brand  beyond
traditional retail outlets.

HUGHES  ELECTRONICS  (GMH - $87.75 - NYSE) is the leading  provider of satellite
based television  services  through its DIRECTV product.  The company expects to
offer two-way  satellite  based  Internet  communication  through their DIRECTPC
product  later this year.  Healthy  subscriber  additions  should drive  revenue
growth and higher growth in EBITDA over the next couple of years.

INTEL  CORP.   (INTC  -  $133.6875  -  NASDAQ)  is  the  dominant   supplier  of
microprocessors for the personal computer industry with an 80% market share. The
company  is  developing  new  lines  of  business  in  semiconductors   for  the
communications  equipment  market and "server farms" for managing the electronic
commerce needs of other companies. As a leader in flash memory chips, Intel will
benefit from the robust growth  expected in the wireless  handset  business.  We
expect earnings to grow based on continued  mid-teen growth in personal computer
shipments. The company is an integral member of the information revolution.

                                       5

<PAGE>

MARSH AND  MCLENNAN  COMPANIES  INC.  (MMC -  $104.4375  - NYSE) is the  world's
largest  insurance  brokerage and one of the leading asset managers  through its
ownership  of The  Putnam  Funds.  MMC is  also a  leader  in  employee  benefit
consulting with its ownership of the Mercer Group. The company's growth rate has
accelerated  in recent years due  primarily to the success of Putnam.  We expect
solid overall growth based on continued strong results at Putnam,  albeit slower
than  last  year,  and some  modest  improvement  in the  company's  traditional
insurance brokerage business.

MELLON  FINANCIAL  CORP.  (MEL -  $36.4375 - NYSE) is one of the  largest  asset
managers in the country.  In addition to the bank's asset  gathering  arm, their
Dreyfus  and Boston  Company  subsidiaries  continue  to grow and  prosper.  New
management is shedding  non-core assets to focus on the company's highest margin
and best growth  opportunities.  Fees  represent  over 60% of revenues  and that
number will grow as the year progresses.  The bank prefers to remain independent
but it is an attractive property to all the financial services companies seeking
to boost their asset management businesses.

MOTOROLA INC. (MOT - $29.0625 - NYSE) is a leading  supplier of  semiconductors,
cable  set-top  boxes,  wireless  handsets and  infrastructure  for the wireless
telecommunications industry. Earnings should be bolstered by explosive growth in
the demand for wireless  handsets and  infrastructure.  The stock's valuation is
presently depressed due to a low level of profitability in the handset business.
We view this as a buying opportunity.

PFIZER  INC.  (PFE - $48.00  - NYSE)  is a  diversified  consumer  products  and
pharmaceutical company. The company recently completed the acquisition of Warner
Lambert.  The  newly  combined  company  has a  research  budget in excess of $4
billion,  which bodes well for future growth.  Business trends are strong and we
expect the new  enterprise  to grow  earnings  steadily  for the next  couple of
years, making Pfizer one of the fastest growing pharmaceutical companies.

STATE  STREET CORP.  (STT - $106.025 - NYSE) is a leading  provider of financial
services to mutual funds and other institutional  investors.  The company is the
third largest  custodian of assets in the world with $6 trillion  under custody.
Additionally,  the company is a major  asset  manager  itself with $574  billion
under  management.  The  company  is  focused  on these two  business  lines and
recently  exited the  corporate  lending  business  altogether.  We believe this
enhances the company's growth prospects and valuation.  Management  believes the
company has strong  growth  prospects  overseas  and growing  this part of their
business is a strategic priority,  as is having a greater presence directly with
retail investors.

SUN  MICROSYSTEMS  INC.  (SUNW -  $90.9375 - NASDAQ)  is a leading  provider  of
hardware and software for network based  distributed  computing  systems.  While
most of the company's revenue is derived from UNIX based workstations and client
servers,  its JAVA  operating  software is gaining in  popularity  with software
writers. The company has entered into a joint venture with America Online, which
provides SUNW with a platform to enhance its presence in electronic commerce. As
the top supplier of client server computers to Internet Service Providers,  SUNW
is a major beneficiary of continued Internet growth.

                                       6

<PAGE>

TELLABS  (TLAB  -  $68.4375  -  NASDAQ)  is  a  rapidly   growing   provider  of
telecommunications equipment. The company is in the early stage of a new product
cycle for which it has received  little  attention.  The company's  stock should
benefit from the growing  visibility  of new  products  over the next 18 months.
Tellabs is one of the most profitable telecom equipment companies with operating
margins of 30%.

TEXAS  INSTRUMENTS  INC.  (TXN - $68.6875  - NYSE) is the  largest  provider  of
digital  signal  processors,  a critical  component  for  digital  communication
devices,  including  wireless phones and digital signal lines ("DSL's").  Having
restructured  the company in recent years, its valuation is no longer hostage to
the memory chip ("DRAM") cycle and defense  businesses.  We believe the DSP chip
business,  in which TXN is the  leader,  will grow at a rate in excess of 20% in
the foreseeable future.

TIME WARNER  INC.  (TWX - $76.00 - NYSE) owns one of the finest  collections  of
media  assets in the world.  In addition to being the largest  operator of cable
television  systems,  the  company is a leading  content  provider  through  its
ownership of CNN, Warner Brothers, HBO, Turner Broadcasting, The Cartoon Channel
and other premium and basic cable  programs.  The company's media empire extends
to music and  publishing,  where it is a leader in both. The company's  business
fundamentals  are the best they have been in years. A merger with America Online
is pending.

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.

WWW.GABELLI.COM

      Please visit us on the Internet.  Our 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].

      Subscribe in time and join me for a chat session  entitled  "Investing for
Growth in a Volatile Market" on Wednesday, August 30.

IN CONCLUSION

      We have recognized  athletes for outstanding  accomplishment in this space
in the past.  Sports  competition  is not  altogether  different  from  business
competition. In this report we want to recognize William Clay Ford Jr., Chairman
of Ford  Motor  Company.  It may  seem  out of  character  for me to  praise  an
executive of an automobile company.  This is not a "growth" industry and Ford is
not a classic growth stock. We don't own it for those reasons.  You see Mr. Ford
is a rarity in today's  business world. He has a conscience and he is not afraid
to say and do the right thing even at the expense of short-term profit.  Here is
a high profile executive who speaks of concern about the environment, the safety
attributes of

                                       7

<PAGE>

Ford's  products and the welfare of Ford's work force.  He is setting an example
for other  corporate  chieftains to follow.  Ford is lucky to have Ford. We wish
him good luck.

      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
business day for further information.

                                                     Sincerely,

                                                     [/s/signature omitted]

                                                     HOWARD F. WARD, CFA
                                                     Portfolio Manager

July 14, 2000

---------------------------------------------------------------------
                  TOP TEN HOLDINGS
                   JUNE 30, 2000
                   -------------

Pfizer Inc.                        Marsh & McLennan Companies Inc.
Intel Corp.                        Motorola Inc.
State Street Corp.                 US West Inc.
Mellon Financial Corp.             General Motors Corp., Cl. H
Tellabs Inc.                       Clear Channel Communications Inc.
---------------------------------------------------------------------

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

                                       8

<PAGE>

THE GABELLI GROWTH FUND
PORTFOLIO OF INVESTMENTS -- JUNE 30, 2000 (UNAUDITED)
--------------------------------------------------------------------------------

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

                COMMON STOCKS -- 98.9%
                BROADCASTING -- 2.6%
   1,371,600    Clear Channel
                Communications Inc.+ ...........    $ 75,896,522    $102,870,000
                                                    ------------    ------------
                BUSINESS SERVICES -- 4.0%
   1,205,000    Automatic Data
                Processing Inc. ................      38,799,524      64,542,812
   1,488,100    Interpublic Group
                of Companies Inc. ..............      41,705,625      63,988,300
     372,000    Omnicom Group Inc. .............      20,682,950      33,131,250
                                                    ------------    ------------
                                                     101,188,099     161,662,362
                                                    ------------    ------------
                CABLE -- 0.7%
     730,000    Comcast Corp., Cl. A,
                Special ........................      28,188,809      29,565,000
                                                    ------------    ------------
                COMMUNICATIONS EQUIPMENT -- 13.2%
     601,000    Cisco Systems Inc.+ ............      15,434,338      38,201,062
     210,000    Corning Inc. ...................      21,814,504      56,673,750
     635,000    Lucent Technologies Inc. .......      38,338,361      37,623,750
   4,365,000    Motorola Inc. ..................     184,335,969     126,857,813
   1,180,000    Nokia Corp., Cl. A, ADR ........      41,941,125      58,926,250
   1,003,000    Qualcomm Inc.+ .................      66,282,636      60,180,000
   2,190,000    Tellabs Inc.+ ..................     130,604,025     149,878,125
                                                    ------------    ------------
                                                     498,750,958     528,340,750
                                                    ------------    ------------
                COMPUTER HARDWARE -- 7.0%
   1,230,000    Apple Computer Inc.+ ...........      73,723,463      64,421,250
   1,030,000    Dell Computer Corp.+ ...........      36,443,401      50,791,875
     320,000    Hewlett-Packard Co. ............      26,130,632      39,960,000
     800,000    International Business
                Machines Corp. .................      79,236,777      87,650,000
     390,000    Sun Microsystems Inc.+ .........       6,269,895      35,465,625
                                                    ------------    ------------
                                                     221,804,168     278,288,750
                                                    ------------    ------------
                COMPUTER SOFTWARE AND SERVICES -- 3.5%
     620,000    EMC Corp.+ .....................      13,116,255      47,701,250
   1,155,000    Microsoft Corp.+ ...............      82,795,851      92,400,000
                                                    ------------    ------------
                                                      95,912,106     140,101,250
                                                    ------------    ------------
                ELECTRONICS -- 8.9%
   1,150,000    Analog Devices Inc.+ ...........     104,602,467      87,400,000
   1,400,000    Intel Corp. ....................      99,105,099     187,162,500
   1,206,000    Texas Instruments Inc. .........      31,283,799      82,837,125
                                                    ------------    ------------
                                                     234,991,365     357,399,625
                                                    ------------    ------------
                ENTERTAINMENT -- 4.1%
     350,000    Disney (Walt) Co. ..............      12,382,190      13,584,375
     610,000    Time Warner Inc. ...............      39,379,050      46,360,000
   1,505,851    Viacom Inc., Cl. B+ ............      52,645,289     102,680,215
                                                    ------------    ------------
                                                     104,406,529     162,624,590
                                                    ------------    ------------

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

                FINANCIAL SERVICES -- 17.5%
     520,000    Goldman Sachs
                Group Inc. .....................    $ 45,032,129    $ 49,335,000
   1,223,500    Marsh & McLennan
                Companies Inc. .................      75,463,891     127,779,281
   4,301,000    Mellon Financial Corp. .........     120,074,571     156,717,688
     445,000    Merrill Lynch & Co. Inc. .......      34,899,059      51,175,000
   1,299,900    Northern Trust Corp. ...........      40,414,665      84,574,744
     900,000    Paine Webber Group Inc. ........      39,972,588      40,950,000
     810,000    Schwab (Charles) Corp. .........      26,923,177      27,236,250
   1,534,400    State Street Corp. .............      94,561,591     162,742,300
                                                    ------------    ------------
                                                     477,341,671     700,510,263
                                                    ------------    ------------
                HEALTH CARE -- 15.9%
     630,000    Abbott Laboratories ............      20,838,049      28,074,375
     648,000    Amgen Inc.+ ....................      19,939,742      45,522,000
   1,042,000    Baxter International Inc. ......      61,794,695      73,265,625
     727,000    Johnson & Johnson ..............      57,822,437      74,063,125
     940,000    Lilly (Eli) & Co. ..............      65,025,799      93,882,500
     871,000    Merck & Co. Inc. ...............      53,450,312      66,740,375
   4,077,500    Pfizer Inc. ....................     101,561,408     195,720,000
   1,175,000    Schering-Plough Corp. ..........      49,314,185      59,337,500
                                                    ------------    ------------
                                                     429,746,627     636,605,500
                                                    ------------    ------------
                PUBLISHING -- 4.9%
    741,000     Dow Jones & Co. Inc. ........         47,719,461      54,278,250
    690,000     Gannett Co. Inc. ............         36,491,130      41,270,625
    210,000     Knight-Ridder Inc. ..........         11,451,378      11,169,375
    917,500     McGraw-Hill
                Companies Inc. ..............         35,389,308      49,545,000
    968,000     New York Times
                Co., Cl. A ..................         28,359,690      38,236,000
                                                    ------------    ------------
                                                     159,410,967     194,499,250
                                                    ------------    ------------
                RETAIL -- 3.8%
  1,921,577     Home Depot Inc. ................      22,184,095      95,958,751
    834,200     Tiffany & Co. ..................      18,541,883      56,308,500
                                                    ------------    ------------
                                                      40,725,978     152,267,251
                                                    ------------    ------------
                SATELLITE -- 2.8%
  1,290,000     General Motors
                Corp., Cl. H+ ..................     119,014,086     113,197,500
                                                    ------------    ------------
                TELECOMMUNICATIONS -- 8.9%
  1,160,000     Bell Atlantic Corp. ............      64,381,897      58,942,500
  1,290,000     BellSouth Corp. ................      60,372,393      54,986,250
  1,290,000     SBC Communications Inc. ........      58,369,201      55,792,500
  1,165,000     Sprint Corp.+ ..................      70,230,116      59,415,000
  1,475,000     US West Inc. ...................     105,241,613     126,481,250
                                                    ------------    ------------
                                                     358,595,220     355,617,500
                                                    ------------    ------------

                 See accompanying notes to financial statements.

                                       9

<PAGE>

THE GABELLI GROWTH FUND
PORTFOLIO OF INVESTMENTS (CONTINUED) -- JUNE 30, 2000 (UNAUDITED)
--------------------------------------------------------------------------------
                                                                     MARKET
  SHARES                                                 COST        VALUE
  ------                                                 ----        ------
              COMMON STOCKS (CONTINUED)
              WIRELESS COMMUNICATIONS -- 1.1%
  1,080,000   Vodafone AirTouch
               plc, ADR                           $   51,155,170 $   44,752,500
                                                    ------------   ------------
              TOTAL COMMON STOCKS                  2,997,128,275  3,958,302,091
                                                   -------------  -------------
 PRINCIPAL
   AMOUNT
 ---------

              U.S. GOVERNMENT OBLIGATIONS -- 1.1%
$46,370,000   U.S. Treasury Bills,
               5.70% to 5.92%++,
               due 07/06/00 to 10/05/00               45,817,032     45,828,581
                                                     -----------     ----------



                                                                     MARKET
                                                         COST        VALUE
                                                         ----        ------




              TOTAL
               INVESTMENTS -- 100.0%             $ 3,042,945,307 $4,004,130,672
                                                 ===============
              OTHER ASSETS AND
               LIABILITIES (NET) -- 0.0%                               (678,070)
                                                                 --------------
              NET ASSETS -- 100.0%
               (80,499,607 shares outstanding)                   $4,003,452,602
                                                                 ==============

              For Federal tax purposes:
              Aggregate cost                                     $3,042,945,307
                                                                 ==============
              Gross unrealized appreciation                      $1,088,704,064
              Gross unrealized depreciation                        (127,518,699)
                                                                 --------------
              Net unrealized appreciation                        $  961,185,365
                                                                ===============

    +     Non-income producing security.
    ++    Represents annualized yield at date of purchase.
    ADR - American Depositary Receipt.

                 See accompanying notes to financial statements.

                                       10

<PAGE>

                             THE GABELLI GROWTH FUND

STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 2000 (UNAUDITED)

--------------------------------------------------------------------------------
ASSETS:
  Investments, at value
    (Cost $3,042,945,307) .....................        $ 4,004,130,672
  Dividends receivable ........................              1,336,895
  Receivable for Fund shares sold .............              9,376,925
                                                       ---------------
  TOTAL ASSETS ................................          4,014,844,492
                                                       ---------------
LIABILITIES:
  Payable for investments purchased ...........              7,099,685
  Payable for Fund shares redeemed ............                123,499
  Payable for investment advisory fees ........              3,254,957
  Payable for distribution fees ...............                813,739
  Payable to custodian ........................                 36,000
  Other accrued expenses ......................                 64,010
                                                       ---------------
  TOTAL LIABILITIES ...........................             11,391,890
                                                       ---------------
  NET ASSETS applicable to 80,499,607
    shares outstanding ........................        $ 4,003,452,602
                                                       ===============
NET ASSETS CONSIST OF:
  Shares of beneficial interest, at par value .        $       804,996
  Additional paid-in capital ..................          2,566,124,806
  Accumulated net investment loss .............             (9,629,412)
  Accumulated net realized gain on investments             484,966,847
  Net unrealized appreciation on investments ..            961,185,365
                                                       ---------------
  TOTAL NET ASSETS .............................       $ 4,003,452,602
                                                       ===============
  NET ASSET VALUE,  offering and redemption
    price per share ($4,003,452,602 / 80,499,607
    shares outstanding; unlimited number of shares
    authorized of $0.01 par value)                              $49.73
                                                                ======

STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 2000 (UNAUDITED)
----------------------------------------------------------------------
INVESTMENT INCOME:
  Dividends ....................................       $    12,445,215
  Interest .....................................             1,410,811
                                                       ---------------
  TOTAL INVESTMENT INCOME ......................            13,856,026
                                                       ---------------
EXPENSES:
  Investment advisory fees .....................            17,680,669
  Distribution fees ............................             4,420,167
  Shareholder services fees ....................               882,241
  Custodian fees ...............................               134,654
  Legal and audit fees .........................                41,750
  Trustees' fees ...............................                22,434
  Miscellaneous expenses .......................               303,523
                                                       ---------------
  TOTAL EXPENSES ...............................            23,485,438
                                                       ---------------
  NET INVESTMENT LOSS ..........................            (9,629,412)
                                                       ---------------
NET REALIZED AND UNREALIZED GAIN
  ON INVESTMENTS:
  Net realized gain on investments .............           486,399,530
  Net change in unrealized appreciation
    on investments .............................          (233,335,572)
                                                       ---------------
  NET REALIZED AND UNREALIZED GAIN ON
    INVESTMENTS ................................           253,063,958
                                                       ---------------
  NET INCREASE IN NET ASSETS RESULTING
    FROM OPERATIONS ............................          $243,434,546
                                                       ===============


STATEMENT OF CHANGES IN NET ASSETS
----------------------------------------------------------------------
<TABLE>
<CAPTION>

                                                                                SIX MONTHS ENDED
                                                                                  JUNE 30, 2000         YEAR ENDED
                                                                                   (UNAUDITED)       DECEMBER 31, 1999
                                                                                ----------------     ------------------
OPERATIONS:
<S>                                                                             <C>                   <C>
  NET INVESTMENT LOSS ......................................................    $    (9,629,412)      $   (15,338,893)
  Net realized gain on investments .........................................        486,399,530           326,900,048
  Net change in unrealized appreciation on investments .....................       (233,335,572)          616,076,849
                                                                                ---------------       ---------------
  NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS .....................        243,434,546           927,638,004
                                                                                ---------------       ---------------
DISTRIBUTIONS TO SHAREHOLDERS:
  Net realized gain on investments .........................................                 --          (312,444,198)
                                                                                ---------------       ---------------
SHARE TRANSACTIONS:
  Net increase in net assets from shares of beneficial interest transactions        601,569,874           678,698,282
                                                                                ---------------       ---------------
  NET INCREASE IN NET ASSETS ...............................................        845,004,420         1,293,892,088
NET ASSETS:
  Beginning of period ......................................................      3,158,448,182         1,864,556,094
                                                                                ---------------       ---------------
  END OF PERIOD ............................................................    $ 4,003,452,602       $ 3,158,448,182
                                                                                ===============       ===============
</TABLE>

                See accompanying notes to financial statements.

                                       11

<PAGE>

THE GABELLI GROWTH FUND
NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
--------------------------------------------------------------------------------

1.  ORGANIZATION.  The Gabelli Growth Fund (the "Fund") was organized on October
24, 1986 as a Massachusetts business trust. The Fund is a diversified,  open-end
management  investment  company  registered under the Investment  Company Act of
1940,  as amended  (the "1940  Act").  The Fund's  primary  objective is capital
appreciation. The Fund commenced investment operations on April 10, 1987.

2. SIGNIFICANT  ACCOUNTING POLICIES.  The preparation of financial statements in
accordance with generally accepted accounting  principles requires management to
make estimates and assumptions  that affect the reported amounts and disclosures
in the financial  statements.  Actual results could differ from those estimates.
The following is a summary of significant  accounting  policies  followed by the
Fund in the preparation of its financial statements.

SECURITY  VALUATION.  Portfolio  securities  listed or  traded  on a  nationally
recognized securities exchange, quoted by the National Association of Securities
Dealers Automated Quotations, Inc. ("Nasdaq") or traded on foreign exchanges are
valued at the last sale price on that  exchange  as of the close of  business on
the day the  securities  are being  valued (if there were no sales that day, the
security is valued at the  average of the  closing  bid and asked  prices or, if
there were no asked  prices  quoted on that day,  then the security is valued at
the closing bid price on that day).  All other  portfolio  securities  for which
over-the-counter  market  quotations  are  readily  available  are valued at the
latest average of the bid and asked prices.  Portfolio securities traded on more
than one  national  securities  exchange or market are valued  according  to the
broadest and most  representative  market,  as determined by Gabelli Funds,  LLC
(the  "Adviser").  Securities  and assets for which  market  quotations  are not
readily  available  are valued at their fair value as  determined  in good faith
under procedures  established by and under the general  supervision of the Board
of Trustees.  Short term debt securities with remaining maturities of 60 days or
less are valued at amortized cost,  unless the Trustees  determine such does not
reflect the  securities'  fair  value,  in which case these  securities  will be
valued at their fair  value as  determined  by the  Trustees.  Debt  instruments
having a  maturity  greater  than 60 days are  valued at the  highest  bid price
obtained from a dealer maintaining an active market in those securities.

SECURITIES  TRANSACTIONS  AND INVESTMENT  INCOME.  Securities  transactions  are
accounted  for on the  trade  date  with  realized  gain or loss on  investments
determined  by using the  identified  cost method.  Interest  income  (including
amortization  of premium  and  accretion  of  discount)  is  recorded as earned.
Dividend income is recorded on the ex-dividend date.

DIVIDENDS AND  DISTRIBUTIONS  TO  SHAREHOLDERS.  Dividends and  distributions to
shareholders  are recorded on the ex-dividend  date.  Income  distributions  and
capital  gain  distributions  are  determined  in  accordance  with  income  tax
regulations  which may differ from  generally  accepted  accounting  principles.
These differences are primarily due to differing  treatments of income and gains
on  various  investment  securities  held by the Fund,  timing  differences  and
differing characterization of distributions made by the Fund.

PROVISION  FOR  INCOME  TAXES.  The Fund  intends  to  continue  to qualify as a
regulated  investment company under Subchapter M of the Internal Revenue Code of
1986, as amended. As a result, a Federal income tax provision is not required.

                                       12
<PAGE>




THE GABELLI GROWTH FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
--------------------------------------------------------------------------------

3.  INVESTMENT  ADVISORY  AGREEMENT.  The Fund has  entered  into an  investment
advisory  agreement (the "Advisory  Agreement")  with the Adviser which provides
that the Fund will pay the Adviser a fee,  computed  daily and paid monthly,  at
the annual rate of 1.00% of the value of the Fund's average daily net assets. In
accordance  with the  Advisory  Agreement,  the  Adviser  provides a  continuous
investment program for the Fund's portfolio,  oversees the administration of all
aspects of the Fund's  business  and  affairs and pays the  compensation  of all
Officers and Trustees of the Fund who are its affiliates.

4.  DISTRIBUTION  PLAN.  The Fund's Board of Trustees has adopted a distribution
plan (the "Plan")  pursuant to Rule 12b-1 under the 1940 Act. For the six months
ended June 30, 2000, the Fund incurred  distribution  costs payable to Gabelli &
Company,  Inc., an affiliate of the Adviser, of $4,420,167,  or 0.25% of average
daily net  assets,  the annual  limitation  under the Plan.  Such  payments  are
accrued daily and paid monthly.

5.  PORTFOLIO  SECURITIES.  Purchases and sales of securities for the six months
ended June 30, 2000, other than short term securities, aggregated $1,821,255,579
and $1,219,209,402, respectively.

6. LINE OF  CREDIT.  The Fund has  access to an  unsecured  line of credit up to
$25,000,000  from the  custodian for temporary  borrowing  purposes.  Borrowings
under this  arrangement  bear  interest at 0.75% above the Federal Funds rate on
outstanding balances. There were no borrowings against the line of credit during
the six months ended June 30, 2000.

7. SHARES OF BENEFICIAL INTEREST.  Transactions in shares of beneficial interest
were as follows:

<TABLE>
<CAPTION>

                                                           SIX MONTHS ENDED                     YEAR ENDED
                                                             JUNE 30, 2000                   DECEMBER 31, 1999
                                                    ----------------------------        ----------------------------
                                                       SHARES          AMOUNT            SHARES           AMOUNT
                                                     ----------    -------------        ----------    --------------
<S>                                                 <C>            <C>                 <C>            <C>
Shares sold .....................................    23,177,737    $1,101,538,502       23,312,269    $ 964,769,065
Shares issued upon reinvestment of dividends ....            --                --        6,422,964      292,802,709
Shares redeemed .................................   (10,590,517)     (499,968,628)     (14,494,427)    (578,873,492)
                                                     ----------    --------------      -----------    -------------
    Net increase ................................    12,587,220    $  601,569,874       15,240,806    $ 678,698,282
                                                     ==========    ==============      ===========    =============
                                       13
</TABLE>


<PAGE>

THE GABELLI GROWTH FUND
FINANCIAL HIGHLIGHTS
--------------------------------------------------------------------------------
Selected data for a share of beneficial interest outstanding throughout each
period.
<TABLE>
<CAPTION>

                                              SIX MONTHS ENDED                        YEAR ENDED DECEMBER 31,
                                                JUNE 30, 2000    -------------------------------------------------------------------
                                                (UNAUDITED)          1999           1998         1997             1996       1995
                                               ----------------      ----           ----          ----            ----       ----
<S>                                            <C>                <C>            <C>             <C>            <C>       <C>
OPERATING PERFORMANCE:
   Net asset value, beginning of period        $    46.51         $    35.40     $    28.63     $    24.14      $  22.16  $   19.68
                                               ----------         ----------     ----------     ----------      --------  ----------
   Net investment income (loss)                     (0.12)             (0.23)         (0.07)         (0.06)         0.03       0.05
   Net realized and unrealized gain (loss)
     on investments                                  3.34              16.50           8.58          10.34          4.27       6.39
                                               ----------         ----------     ----------     ----------      --------  ----------
   Total from investment operations                  3.22              16.27           8.51          10.28          4.30       6.44
                                               ----------         ----------     ----------     ----------      --------  ----------
DISTRIBUTIONS TO SHAREHOLDERS:
   Net investment income                               --                 --             --          (0.00)(a)     (0.02)     (0.05)
   In excess of net investment income                  --                 --             --          (0.00)(a)        --         --
   Net realized gain on investments                    --              (5.16)         (1.74)         (5.79)        (2.30)     (3.91)
   In excess of net realized gains                     --                 --          (0.00)(a)      (0.00)(a)        --         --
                                               ----------         ----------     ----------     ----------      --------  ----------
   Total distributions                                 --              (5.16)         (1.74)         (5.79)        (2.32)     (3.96)
                                                ---------         ----------     ----------     ----------      --------  ----------
   NET ASSET VALUE, END OF PERIOD              $    49.73         $    46.51     $    35.40     $    28.63      $  24.14  $   22.16
                                               ==========         ==========     ==========     ==========      ========   =========
   Total return+                                     6.9%              46.3%          29.8%          42.6%         19.4%      32.7%
                                               ==========         ==========     ==========     ==========      ========   =========

RATIOS TO AVERAGE NET ASSETS AND
   SUPPLEMENTAL DATA:
   Net assets, end of period (in 000's)        $4,003,453         $3,158,448     $1,864,556       $943,985      $609,405  $ 533,041
   Ratio of net investment income (loss)
     to average net assets                        (0.54)%(b)         (0.68)%        (0.33)%        (0.23)%         0.12%      0.22%
   Ratio of operating expenses
     to average net assets                          1.33%(b)           1.37%          1.41%          1.43%         1.43%      1.44%
   Portfolio turnover rate                            35%                52%            40%            83%           88%       140%
</TABLE>

--------------------------------
+   Total return represents aggregate total return of a hypothetical $1,000
    investment  at the  beginning  of the  period  and sold at the end of the
    period including reinvestment of dividends. Total return for the period of
    less than one year is not annualized.
(a) Amount represents less than $0.005 per share.
(b) Annualized.

                 See accompanying notes to financial statements.

                                       14

<PAGE>

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 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 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               Anthony Torna
ATTORNEY-AT-LAW                   HERZOG, HEINE & GEDULD, INC.
ANTHONY J. COLAVITA, P.C.

James P. Conn                     Anthonie C. van Ekris
FORMER CHIEF INVESTMENT OFFICER   MANAGING DIRECTOR
FINANCIAL SECURITY ASSURANCE      BALMAC INTERNATIONAL, INC.
HOLDINGS LTD.

John D. Gabelli
SENIOR VICE PRESIDENT
GABELLI & COMPANY, INC.

          OFFICERS AND PORTFOLIO MANAGERS

Bruce N. Alpert                   Howard F. Ward, CFA
PRESIDENT AND TREASURER           PORTFOLIO MANAGER

James E. McKee
SECRETARY

                       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  Growth Fund.  It is not  authorized  for  distribution  to  prospective
investors unless preceded or accompanied by an effective prospectus.
--------------------------------------------------------------------------------
GAB406Q200SR

[PHOTO OF MARIO GABELLI OMITTED]

THE
GABELLI
GROWTH
FUND


SEMI-ANNUAL REPORT
JUNE 30, 2000


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