GABELLI EQUITY SERIES FUNDS INC
N-30B-2, 1998-03-06
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                         THE GABELLI EQUITY INCOME FUND
                              One Corporate Center
                            Rye, New York 10580-1434

                              FIRST QUARTER REPORT
                              DECEMBER 31, 1997(a)


                                      [LOGO]


  MORNINGSTAR RATES THE GABELLI EQUITY INCOME FUND 5 STARS OVERALL AND FOR THE
        FIVE YEAR PERIOD ENDED 12/31/97 AMONG 1292 DOMESTIC EQUITY FUNDS.
       THE FUND RECEIVED 4 STARS FOR THE THREE YEAR PERIOD ENDED 12/31/97
                                AMONG 2332 FUNDS.



TO OUR SHAREHOLDERS,
      Driven by low  inflation,  low interest  rates,  good  corporate  earnings
gains,  deals,  stock repurchase  programs and liquidity (the continuing  strong
flow of cash into U.S. equity funds),  stocks posted strong gains in 1997. Until
correcting  in late  December,  large cap growth  stocks  continued  to lead the
market  parade.  However,  large cap value  and mid and small cap  indices  also
posted solid gains.

     In the fourth  quarter of 1997,  the U.S.  stock market  suffered  repeated
bouts of the Asian Flu. As we write,  the patient  remains  unstable.  While the
International  Monetary Fund is ministering to ailing Asian economies,  the ever
vigilant Dr. Greenspan is carefully  monitoring the U.S.  economy's vital signs.
As we head into 1998,  we will be making our rounds as well.  We are  relatively
pleased with the patient's condition,  but as always, are on the lookout for any
symptoms of a relapse.

INVESTMENT PERFORMANCE

      THE GABELLI EQUITY INCOME FUND'S PORTFOLIO MANAGER,  MARIO J. GABELLI, WAS
RECENTLY  NAMED  THE  DOMESTIC  EQUITY  FUND  MANAGER  OF THE  YEAR  FOR 1997 BY
MORNINGSTAR.

      For the quarter ended  December 31, 1997, The Gabelli Equity Income Fund's
net asset value increased 3.0% to $16.12 after adjusting for the $1.78 per share
dividend paid on December 29, 1997. The Lipper Analytical Services Equity Income
Fund Average and Standard & Poor's (S&P) 500 Index had returns of 2.4% and 2.9%,
respectively,  over the same  period.  Each index is an  unmanaged  indicator of
investment performance. The Fund was up 27.9% for 1997. The Lipper Equity Income
Fund  Average  and S&P 500 rose  27.5% and  33.4%,  respectively,  over the same
twelve month period.

- --------------------------------------------------------------------------------
(a) The Fund's fiscal year ends September 30, 1998.
Past  performance  is no guarantee of future  results.  Morningstar  proprietary
ratings reflect historical risk adjusted performance as of December 31, 1997 and
are subject to change every month.  Morningstar  ratings are calculated from the
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 an
investment category receive five stars and the next 22.5% receive four stars.


<PAGE>



 INVESTMENT RESULTS (a)(c)

<TABLE>
<CAPTION>
                                                                CALENDAR QUARTER
                                                 ------------------------------------------
                                                    1ST         2ND         3RD        4TH           YEAR
                                                    ---         ---         ---        ---           ----
  <S>     <C>                                     <C>         <C>         <C>         <C>             <C>
  1997:   Net Asset Value ....................... $14.27      $16.03      $17.39      $16.12          $16.12
          Total Return ..........................   1.2%       12.7%        8.8%        3.0%           27.9%
- --------------------------------------------------------------------------------------------------------------------
  1996:   Net Asset Value ....................... $13.47      $13.54      $13.81      $14.16          $14.16
          Total Return ..........................   5.5%        1.0%        2.5%        8.0%           17.9%
- --------------------------------------------------------------------------------------------------------------------
  1995:   Net Asset Value ....................... $11.56      $11.99      $12.65      $12.84          $12.84
          Total Return ..........................   8.5%        4.3%        6.1%        6.9%           28.3%
- --------------------------------------------------------------------------------------------------------------------
  1994:   Net Asset Value ....................... $11.26      $11.08      $11.54      $10.72          $10.72
          Total Return ..........................  (2.2)%      (0.8)%       4.9%       (0.7)%           1.1%
- --------------------------------------------------------------------------------------------------------------------
  1993:   Net Asset Value ....................... $11.35      $11.72      $12.15      $11.57          $11.57
          Total Return ..........................   7.4%        3.8%        4.2%        1.5%           17.9%
- --------------------------------------------------------------------------------------------------------------------
  1992:   Net Asset Value ....................... $10.19      $10.36      $10.40      $10.64          $10.64
          Total Return ..........................   2.4%(b)     2.3%        1.1%        3.7%            9.8%(b)
- --------------------------------------------------------------------------------------------------------------------

</TABLE>

  AVERAGE ANNUAL RETURNS - DECEMBER 31, 1997 (A)

  1 Year .......................................  27.9%
  5 Year .......................................  18.2%
  Life of Fund (b) .............................  16.7%


(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 operations on January 2, 1992. (c) The
Fund's fiscal year ends September 30, 1998.


      For the five year  period  ended  December  31,  1997,  the Fund's  return
averaged  18.2%  annually,  versus average annual returns of 17.1% and 20.3% for
the Lipper Equity Income Fund Average and S&P 500, respectively. Since inception
on January 2, 1992 through  December  31,  1997,  the Fund has a total return of
153.0%, which equates to an average annual return of 16.7%. The Dividend History
chart details each dividend paid by the Fund since inception.

 WHAT WE DO

The success of momentum  investing  in recent  years and  investors'  desire for
instant  gratification have combined to make value investing appear dull. At the
risk of being dull, we will once again describe the "boring" value approach that
has seen us through  both good and bad  markets  over the last five years at The
Gabelli Equity Income Fund and for over 20 years at The Gabelli Asset Management
Company. In past reports, we have tried to articulate our investment  philosophy
and methodology.  The following graphic further  illustrates the interplay among
the four components of our valuation approach.

                                     [LOGO]


                                       2


<PAGE>

                       DIVIDEND HISTORY
- --------------------------------------------------------------------------------
                                           RATE REINVESTMENT
    PAYMENT (EX) DATE        PER SHARE         PRICE

   December 29, 1997           $1.78           $15.94
   September 30, 1997          $0.05           $17.39
   June  30, 1997              $0.05           $16.03
   March  31, 1997             $0.06           $14.27
- --------------------------------------------------------------------------------
   December 27, 1996           $0.76           $14.28
   September 30, 1996          $0.07           $13.81
   June 28, 1996               $0.06           $13.54
   March  31, 1996             $0.07           $13.47
- --------------------------------------------------------------------------------
   December 29, 1995           $0.68           $12.84
   September 29,1995           $0.07           $12.65
   June 30, 1995               $0.07           $11.99
   March 31, 1995              $0.07           $11.56
- --------------------------------------------------------------------------------
   December 30, 1994           $0.74           $10.72
   September 30, 1994          $0.08           $11.54
   June 30, 1994               $0.09           $11.08
   March 31, 1994              $0.06           $11.26
- --------------------------------------------------------------------------------
   December 31, 1993           $0.76           $11.57
   September 30, 1993          $0.06           $12.15
   June 30, 1993               $0.06           $11.72
   March 31, 1993              $0.08           $11.35
- --------------------------------------------------------------------------------
   December 31, 1992           $0.15           $10.64
   September 30, 1992          $0.07           $10.40
   June 30, 1992               $0.06           $10.36
   March 31, 1992              $0.05           $10.19

      Our  focus  is  on  free  cash  flow;  earnings  before  interest,  taxes,
depreciation and amortization (EBITDA) minus the capital expenditures  necessary
to grow the  business.  We  believe  free cash flow is the best  barometer  of a
business'  value.   Rising  free  cash  flow  often   foreshadows  net  earnings
improvement.  We also look at earnings per share  trends.  Unlike Wall  Street's
ubiquitous  earnings momentum  players,  we do not try to forecast earnings with
accounting  precision and then trade stocks based on quarterly  expectations and
realities.  We simply try to position  ourselves in front of long term  earnings
uptrends.  In  addition,  we  analyze  on  and  off  balance  sheet  assets  and
liabilities such as plant and equipment,  inventories,  receivables,  and legal,
environmental  and health care issues.  We want to know  everything and anything
that will add to or detract  from our  private  market  value  (PMV)  estimates.
Finally,  we look for a catalyst;  something happening in the company's industry
or indigenous to the company itself that will surface value.  In the case of the
independent  telephone  stocks,  the  catalyst is a  regulatory  change.  In the
agricultural  equipment  business,  it is the  increasing  worldwide  demand for
American  food  and  feed  crops.  In other  instances,  it may be a  change  in
management,  sale or spin-off of a division or the  development  of a profitable
new business.

      Once we  identify  stocks  that  qualify  as  fundamental  and  conceptual
bargains,  we then become  patient  investors.  This has been a proven long term
method for preserving and enhancing wealth in the U.S.  equities market.  At the
margin,  our new investments are focused on businesses that are well-managed and
will benefit from sustainable long term economic  dynamics.  These include macro
trends,  such as the  globalization  of the market in filmed  entertainment  and
telecommunications, and micro trends, such as an increased focus on productivity
enhancing goods and services.

COMMENTARY
1997 REVISITED

      Year  ends are  always  time for  reflection.  We look  back over the last
twelve  months and assess  what went right and what went  wrong.  To borrow from
Joseph  Heller's  classic novel CATCH 22, we tally the "feathers in our cap" and
"black  eyes".  In 1997,  the former vastly  outnumber  the latter.  Heading our
"feathers  in the cap" list is deals.  During the year,  the Fund bid a cheerful
farewell  to  several  portfolio  holdings  which  found new homes  under  other
corporate  roofs.  Our other big  "feathers"  this year are an 


                                       3

<PAGE>


eclectic group of companies in industry groups ranging from financial services -
Northern  Trust  (NTRS - $69.75 - Nasdaq),  Mellon  Bank (MEL - $60.625 - NYSE),
U.S.  Trust  (USTC - $62.625 -  Nasdaq),  CoreStates  Financial  (CFL - $80.50 -
NYSE),  BankAmerica  (BAC - $73.00 - NYSE),  SunTrust (STI - $71.375 - NYSE) and
American Express (AXP - $89.25 - NYSE); oil service - Halliburton (HAL - $51.875
- - NYSE);  breakfast  cereal - Kellogg (K - $49.625 - NYSE); and cable networks -
Home Shopping Network (HSNI - $51.50 - Nasdaq).  Niche industrial companies such
as  Curtiss-Wright  (CW -  $36.3125  - NYSE),  GenCorp  (GY - $25.00 - NYSE) and
Ingersoll Rand (IR - $40.50 - NYSE) also contributed to performance.

      On the  "black  eyes"  list  were  our  smaller  utility  holdings,  which
continued  to  suffer  fallout  from  uncertainty  over  deregulation,  and  old
favorites  such as Viacom  (VIA - $40.875 - ASE),  Giant Food (GFSA - $33.6875 -
ASE) and Boeing (BA - $48.9375 - NYSE),  all of which we view as loaded laggards
capable of making the top of our "feathers in the cap" list in 1998.

1998: WILL IT BE ANOTHER GOOD YEAR?

      Despite a roller  coaster ride  featuring  some  breathtaking  ascents and
declines,  equity  investors  enjoyed  themselves in 1997.  Will 1998 be equally
thrilling? We expect to continue to experience considerable market volatility as
investors  react to economic  and market  developments  overseas  and attempt to
assess the impact on the U.S. economy and corporate earnings.

      Looking  ahead,  many of the  favorable  economic  factors that  propelled
stocks in recent years will likely remain  intact.  Asian  currency  devaluation
will probably diminish  inflationary  pressure on the U.S. economy and delay the
need for a Federal Reserve interest rate hike. Long interest rates should remain
low and perhaps trend lower. Deals, restructurings and share repurchase programs
should continue to buoy stocks.


<TABLE>
<CAPTION>


- --------------------------------------------------------------------------------
                                  Flow of Funds
                                  ($ Billions)

SOURCES                                           1993       1994        1995       1996         1997E
                                                 ------     ------      ------     -------      -------
<S>                                               <C>       <C>         <C>        <C>          <C>    
U.S. Deals                                        $ 234     $  340      $  511     $   652      $   919
Stock Buybacks                                       37         46          99         176          179
Equity Mutual Funds Net                             130        119         128         222          231
Dividends                                           204        230         274         309          333
                                                 ------     ------      ------     -------      -------
                         SOURCES:                   605        735       1,012       1,359        1,662
                                                 ------     ------      ------     -------      -------
USES
IPOs                                                103         62          82         115          118
U.S./International Equity Capital Flow
     U.S. Purchases of Non-U.S. Equities            309        434         396         514          734
     International Purchases of U.S. Equities       246        387         346         457          679
                                                 ------     ------      ------     -------      -------
       Net Flow:                                     63         47          50          57           55
                                                 ------     ------      ------     -------      -------
                         USES:                      166        109         132         172          173
                                                 ------     ------      ------     -------      -------
     NET FLOW OF FUNDS:                           $ 439     $  626      $  880      $1,187       $1,489
                                                  =====     ======      ======      ======       ======
</TABLE>


SOURCES: SECURITIES DATA CORP, INVESTMENT COMPANY INSTITUTE, BIRINYI ASSOCIATES.
- --------------------------------------------------------------------------------

                                       4


<PAGE>


     The wild cards are corporate earnings and investor psychology. In general,
we believe  corporate  earnings  growth from U.S.  operations will be relatively
strong--in  the 8% to 9% range.  However,  the  non-U.S.  portion of earnings is
likely  to be as much as 10%  lower in 1998.  With  earnings  expectations  high
across the board,  we suspect we will see more earnings  disappointments  in the
year ahead. Other issues on our "Bear Watch" include:


      o  The Asian Flu spreading to Latin American currencies and economies.

      o  An upswing in wage inflation not offset by productivity gains.

      o  The emergence of trade barriers that cause a global political backlash.

      o  A disruption of oil flow from the Middle East.

      o  The lame  duck administration.  Will Greenspan  and Rubin retire before
         2000 causing a crisis in confidence, if not in the economy?

      o  Last, but not least, the level of the market -- valuations are high and
         the margin of safety relatively low.


      How will investors react if any or all of our concerns prove justified? We
will just have to wait and see.  Investors have become  conditioned to buying on
market  dips.  That's  understandable  because it's worked quite well since this
bull market began in 1982.  Indeed,  we saw the market rebound strongly from the
sharp  correction we  experienced in late October.  However,  if the problems in
Asia continue to escalate and we see more  widespread  earnings  disappointments
from U.S.  companies,  investors  may be somewhat  more  reluctant  to view each
market dip as a buying  opportunity.  Bear in mind,  liquidity  itself  does not
drive  markets  higher.  It  is  liquidity   combined  with  favorable  investor
psychology  that fuels a rising market.  In other words, if greed turns to fear,
we could see a more  substantial and prolonged  market slump than we have become
accustomed to.

      Our conclusion  after all this conjecture is that in 1998, the market will
be up 5% to down 15%. We hope the market  surprises on the upside.  However,  we
believe in the Boy Scout motto:  "be  prepared".  Although value stocks will not
likely  be immune to a  substantial  market  correction,  we  believe  they will
perform  significantly  better  than  the more  fully  valued  market  darlings.
Consequently,  we are  carefully  monitoring  the Fund  portfolio,  trimming  or
eliminating  holdings that have become more fully priced in this market  advance
and adding to positions that offer better  fundamental  value. We are also being
more patient in  re-deploying  cash reserves.  We doubt the Fund will be able to
duplicate  its terrific  1997 returns in what should be a much more  challenging
market. However, we believe we can achieve our 10% real rate of return objective
in the year ahead.

INTEREST RATES 101

Let's spend a few moments looking at what  happens when interest rates  decline:

     o    REDUCED  FINANCIAL  COSTS.  This helps highly  leveraged  companies by
          reducing interest outlays.

                                       5


<PAGE>


     o    IMPROVED  DEMAND.  Lower rates help stimulate  demand for traditional,
          interest sensitive economic sectors - for which residential housing is
          one key and visible component.

     0    FOCUS ON DIVIDENDS.  Clearly,  higher-yielding  stocks with reasonable
          growth  prospects  benefit from  investors  seeking higher yields than
          they are getting from savings accounts.

     o    HIGHER ASSET VALUES.  Lower rates bolster the values of assets.


Let's take a look at one model that highlights this relationship.


- --------------------------------------------------------------------------------
                              ASSET VALUE SCENARIOS

                                      CASE
                                      ----
                      A                      B                       C
    RATES
    -----
                   $10.00                $10 + $1/YR           $10 GROWING AT 8%
                   -------------------------------------------------------------
  10.0%             $3.86                   $7.71                   $8.32
   8.0%             $4.63                   $9.26                   $10.00

   Case A:      What is the present value of $10 ten years from now if interest
                rates (the  discount  factor) are ten  percent;  eight  percent?

   Case B:      What is the present value of ten dollars  growing by  one dollar
                per year?

   Case C:      What is the present value of ten dollars growing at eight
                percent a year?
- --------------------------------------------------------------------------------

INTEREST RATES - VALUES - ANOTHER POINT OF VIEW

      Among the ways to value stocks is with a dividend  discount  model.  Here,
the key variable is the growth rate in dividends.




        P/E     =    B
                  ------
     Multiple       k-g       Where P/E:  price to earnings ratio
                                      b:  dividend payout rate
                                      k:  required rate of return by an investor
                                      g:  expected growth rate


      Briefly,  the model values  stocks based on the  relationship  between two
crucial inputs: dividend growth and an investor's required rate of return.

      As interest rates decline,  the rate of return an investor  requires drops
as well,  because returns on alternative  investments  have fallen.  Holding all
else  constant,  a drop in the required  rate of return will  increase the value
today of a future stream of dividends.  Investors become willing to pay a higher
price  relative  to next  year's  earnings  as  interest  rates  drop.  The same
methodology  holds for bonds too. If interest rates fall, the present value of a
future stream of coupon payments  becomes more valuable raising the price of the
bond.


                                       6


<PAGE>


 DEALS, DEALS, DEALS

      There was an estimated  $919 billion in domestic  mergers and  acquisition
activity during 1997. We do not believe a market correction will materially slow
deal activity in the year ahead. While we will probably continue to see some big
companies being taken over, much of the action will likely be in smaller, family
dominated public  companies,  as  owner/managers  take advantage of reduced long
term capital gains taxes to monetize their investments.






- --------------------------------------------------------------------------------
                        Deals - "Third Wave of Takeovers"
                                  ($ Billions)

                                 1993       1994     1995      1996      1997E
                                ------     ------   ------     ------    ------
Worldwide Deals                 $  452     $  575   $  950     $1,140    $1,600
U.S. Deals                         234        340      511        652       919
                                   52%        59%      54%        57%       57%

U.S. Deals                      $  234     $  340   $  511    $   652    $  919
Cash Deals                         131        212      254        356       414
                                   56%        62%      50%        55%       45%

SOURCES: SECURITIES DATA CORP, INVESTMENT COMPANY INSTITUTE, BIRINYI ASSOCIATES.
- --------------------------------------------------------------------------------


OILS WELL THAT ENDS WELL

      One of our best  performing  groups  in the  first  half of  1997,  energy
stocks,  faltered  in the latter  part of the year as oil prices  declined  to a
three year low near $18 per barrel.  Is this a temporary  phenomena  or a longer
term trend? We vote for the former.  To date, El Nino has blessed us with a mild
winter and consequently,  the demand for heating oil is slack. And yes, economic
weakness in Asia should  keep a ceiling on energy  pricing  over the short term.
However, the world is still consuming far more energy than it is producing. This
would  indicate that the longer term trend for energy  pricing is higher.  Also,
continued  instability in the Middle East could  interrupt oil flow at any time.
Demand from Asia should recover as these  economies  attempt to export their way
out of the current  economic  malaise.  Finally,  El Nino is a cyclical  weather
pattern.  Mother  Nature could be  considerably  less kind to us next year.  Our
conclusion is that energy prices and energy  company  earnings and dividends are
likely to trend higher in the years ahead.

 UTILITIES--TURN THE BEAT AROUND

      Unlike many equity income funds,  utility  stocks have not been a mainstay
of our portfolio.  Although  providing quite attractive  yields relative to most
industry groups, we were concerned that  deregulation  could impact earnings and
dividends  throughout the utility  industry.  Our limited  exposure to utilities
relative to other equity  income funds has been  beneficial  as utility  indices
have until rather recently lagged broader market  benchmarks.  Now, the cloud is
lifting  and it  appears  selected  utilities  will  be able  to  compete  quite
effectively in a less regulated environment.  Our utility holdings are generally
smaller  companies that we believe will be targeted by larger utilities  looking
to further  diversify  their holdings and expand  geographically.  We anticipate
other investors will gravitate to smaller utility  companies as consolidation in
the industry gains momentum in the years ahead.


                                       7



<PAGE>


MR. MARKET

      Each  year,  we like to leave our  shareholders  with  something  to think
about.  This year, we quote verbatim from Professor  Benjamin  Graham's classic,
THE INTELLIGENT INVESTOR.

      "Let us close  this  section  with  something  in the nature of a parable.
Imagine  that in some  private  business  you own a small  share  which cost you
$1,000. One of your partners,  named Mr. Market, is very obliging indeed.  Every
day he tells you what he thinks your  interest is worth and  furthermore  offers
either  to buy you out or to sell  you an  additional  interest  on that  basis.
Sometimes  his  idea of  value  appears  plausible  and  justified  by  business
developments  and  prospects  as you know them.  Often,  on the other hand,  Mr.
Market  lets his  enthusiasm  or his fears  run away with him,  and the value he
proposes seems to you a little short of silly."

      At  Gabelli  Funds,   we  want  to  take   advantage  of  "Mr.   Market's"
generosity--buying  shares  of  businesses  he  offers  us at  prices  below our
appraisal of their true worth,  and selling  back to him (or someone  else) when
prices equal or exceed true value.  It is this simple  philosophy that guides us
in good markets and bad.

 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.

AMERICAN  EXPRESS CO. (AXP - $89.25 - NYSE),  founded in 1850,  is a diversified
travel and financial  services  company  operating in 160  countries  around the
world.  The company is best known for its American  Express  charge card and its
travel-related services.  Minneapolis-based  American Express Financial Advisors
(formerly IDS Financial  Services) sells financial  products ranging from mutual
funds to  annuities.  Harvey  Golub,  Chairman and CEO, has refocused AXP on its
core  charge  card  and  investment  management  businesses.   The  company  has
significantly  expanded  the range of  merchants  who  welcome its cards and its
cards in use worldwide  grew almost three percent to 42.7 million.  Management's
objective is virtual parity with bankcard networks.  American Express has joined
forces with Microsoft to start an online corporate travel service.  As evidenced
by a 15% increase in per share earnings in 1996 and over 16% in 1997, we believe
that  American  Express has been  repositioned  to enjoy double  digit  earnings
growth over the balance of this decade.

BCE INC.  (BCE - $33.3125 - NYSE),  the  holding  company  for Bell  Canada,  is
Canada's largest  telecommunications  company. BCE has controlling  interests in
Northern Telecom (NT - $89.00 - NYSE) and BCEMobile Communications (BCX - $25.16
- - TSE). There are substantial values in BCE. For example, "behind" each share of
BCE there are 0.2  shares  of  Northern  Telecom.  This NT  interest,  marked to
market, is worth over $18 per BCE share. The company is a possible candidate for
break-up.  In the  interim,  the Canadian  Radio and  Television  Commission  is
providing a more attractive operating  environment in which BCE is becoming more
competitive.

BRITISH  PETROLEUM  CO.  PLC (BP -  $79.6875  -  NYSE),  with an  equity  market
capitalization  exceeding $75 billion,  is one of the world's largest integrated
oil  companies.  Production is slated to rise five percent per year to reach 1.8
million  BOE per  day by the  year  2000 as new  projects  come on  stream.  The
company,  like other major oil producers and refiners,  has embarked on a major,
$1.5  billion  cost-cutting  program.


                                       8

<PAGE>


As an example,  lifting  costs have been reduced by 20 cents,  to $2.40 per BOE.
Finding costs also have been reduced by 20 cents, to $1.30 per BOE. Sizable cost
savings are expected to result from the joint  venture in European  refining and
marketing formed with Mobil. BP is a substantial cash flow generator,  a portion
of which has been used to reduce debt.

  CHEVRON CORP. (CHV - $77.00 - NYSE) is the third largest U.S. natural gas
producer and is one of the nation's  largest crude oil refiners and marketers of
petroleum  products.  Chevron is the largest  supplier of California's  mandated
reformulated gasolines. Worldwide production is more than one million barrels of
oil and nearly 2.5 billion  cubic feet of natural  gas per day.  Through its 50%
interest in Caltex  Petroleum,  Chevron is  benefiting  from  increasing  energy
consumption in Southeast Asia. The company's  worldwide  capital and exploratory
spending  totaled  $5.5  billion in 1997,  including  overseas  exploration  and
development  projects in Kazakstan (building a pipeline linking the giant Tengiz
oil field to the Black Sea ports) and in the North Sea. The  quarterly  dividend
was increased in January from 58 cents to 61 cents.

COLONIAL GAS CO. (CLG - $28.8125 - NYSE), a Massachusetts corporation founded in
1849,  is  primarily  a  regulated  natural gas  utility  serving  over  145,000
customers  in 24  municipalities  located  northwest  of Boston and on Cape Cod.
Through Transgas Inc., the company also provides over-the-road transportation of
liquefied natural gas, propane and other commodities.  Colonial's  customer base
has grown twice as fast as that of the U.S. natural gas utility industry.

EASTERN  ENTERPRISES (EFU - $45.00 - NYSE) owns and operates Boston Gas Co., New
England's  largest  distributor  of natural gas,  serving  525,000  residential,
commercial and industrial customers.  The company also owns and operates Midland
Enterprises,  the leading U.S. dry-cargo, inland waterways barge operator with a
fleet of 2,430 barges and 87 tug boats.  Midland,  headquartered  in Cincinnati,
provides  low  cost  marine  transportation  to  much  of  the  country's  major
industrial and agricultural  regions.  Our interest in Eastern Enterprises stems
from  management's  direction  under Woody Ives and from the  prospect  that the
company's  strong  balance  sheet  will be used  to  make  attractive  strategic
commitments,  such as the  agreement  to  purchase  Essex  County  Gas for $80.5
million. The dividend,  recently increased to an annual rate of $1.64 per share,
provides an appealing  yield  approaching  4% for this cash rich company.

EXXON  CORP.  (XON -  $61.1875  - NYSE),  with an  equity  market  value of $150
billion,  is the world's  largest  publicly owned  integrated  oil company.  The
company  produces 1.6 million barrels of crude oil and 6.6 billion cubic feet of
natural  gas per  day,  roughly  half of which  comes  from  overseas  reserves.
Production is being ramped up 2% to 3% each year. Major,  promising projects are
under way in Africa,  Russia and Indonesia.  Profitability has been sustained by
management's  success in cutting  approximately $1 billion from overhead in each
of the last few years.  Dividends  have been paid since 1882 and have  increased
annually since 1983.

HSN INC. (HSNI - $51.50 - NASDAQ) is the name for the parent  company  comprised
of Silver King Communications, Home Shopping Network and SF Broadcasting. Silver
King operates 12  wholly-owned  UHF stations and one satellite  station  through
SKTV Inc. Home  Shopping's  major business is electronic  retailing.  The six SF
Broadcasting  stations,  four VHF stations and two satellites are 50%-owned with
Fox.  The  combined  companies  are guided by Barry  Diller.  HSNI is buying the
television assets of Universal Studios from Seagram's for $4.075 billion.  Under
the proposal,  Universal (a subsidiary  of the Seagram  Company)  receives a 45%
interest in HSN and $1.2  billion in cash.  HSN gets control of the USA Network,
the Sci-Fi Channel and Universal's U.S.  television  production and distribution
operations.  HSNI has also acquired a 50.1% stake in Ticketmaster  Group (TKTM -
$23.00 - Nasdaq).


                                       9



<PAGE>


SOUTHERN  NEW  ENGLAND  TELECOMMUNICATIONS  CORP.  (SNG -  $50.3125 - NYSE) is a
holding  company  for  Southern  New England  Telephone  (SNET)  which  provides
telephone  services for most of  Connecticut.  SNET has had success in expanding
into the long distance  market in its home  territory,  gathering a 40% share of
the long  distance  market in  Connecticut.  SBC  Communications  has  agreed to
acquire SNET for $4.26 billion in stock.

TEJAS  GAS  CORP.  (TEJ - $61.25 - NYSE)  signed a  definitive  agreement  to be
acquired by The Royal Dutch Shell Group's U.S. arm for $2.35 billion in cash and
debt,  giving  Shell  Oil the  pipelines  it  needs  to  transport  natural  gas
production  from the Gulf of Mexico.  Shell Oil, the U.S. unit, is paying $61.50
per share in cash ($1.45  billion)  and assuming  approximately  $900 million in
debt and  preferred  stock.  Tejas has 10,500  miles of natural  gas  pipelines,
including  extensive  networks in Texas and Louisiana  that Shell will link with
its Gulf pipelines. Many companies in the natural gas industry have been sold in
the last two years,  largely to utilities  who want to sell both natural gas and
electricity and secure sources of fuel for power generation.  In addition to its
pipelines,  Tejas owns underground  storage facilities that can hold 155 billion
cubic feet of natural gas and 14 processing plants used to separate liquid fuels
such as propane and butane from natural gas before it is shipped.

 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.
Additionally,  The  Gabelli  Equity  Income  Fund and  other  Gabelli  Funds are
available  through  the  no-transaction  fee  programs  at many  major  discount
brokerage firms.

 NO LOAD - EFFECTIVE AUGUST 12, 1996

      Effective  August 12, 1996, the Fund no longer  imposes a front-end  sales
charge. All purchases made after August 12, 1996 are no load, that is, without a
sales charge.

THE ROTH IRA

     The  Taxpayer  Relief  Act of 1997  included  new tax  incentives  and more
opportunities to save for retirement and other major expenditures.  The Roth IRA
is just one of these new  opportunities  now  available  at Gabelli  Funds.  Our
investor  representatives  are available at  1-800-GABELLI  (1-800-422-3554)  to
speak with you about  establishing a new Roth IRA and to discuss your investment
choices.

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 the
prospectus carefully before you invest or send money.


                                       10

<PAGE>

 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, IRAs, 401(k)s, quarterly reports, closing prices and other
current news. You can send us e-mail at [email protected].

IN CONCLUSION

      1997 was yet  another  very good year for equity  investors.  If  earnings
expectations  are  realized,  1998 may be a reasonably  good year as well. We do
have our  reservations  and are mindful that at current  valuations,  stocks are
well above the safety net. As always,  we are focusing on value--stocks  trading
at a material  discount to their longer term  intrinsic  value.  We believe this
discipline  will  effectively  preserve  and enhance the value of the assets you
have entrusted to us.

      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 GABEX.  Please call us during the
business day for further information.

                                   Sincerely,



         /s/ MARIO J. GABELLI                      /s/ JAMES FOUNG
         ----------------------------              -----------------------------
         MARIO J. GABELLI, CFA                     JAMES FOUNG, CFA
         Portfolio Manager and                     Associate Portfolio Manager
         Chief Investment Officer


February 1, 1998

  -----------------------------------------------------------------------
                      TOP TEN HOLDINGS 
                      DECEMBER 31, 1997
                      -----------------

    Tejas Gas Corp.                     British Petroleum Co. plc
    Exxon Corp.                         BCE Inc.
    American Express Co.                Home Shopping Network
    Eastern Enterprises                 Colonial Gas Co.
    Chevron Corp.                       Southern New England Telecom.

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



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.


                                       11

<PAGE>


THE GABELLI EQUITY INCOME FUND
PORTFOLIO OF INVESTMENTS -- DECEMBER 31, 1997 (UNAUDITED)
================================================================================
                                                    Market
  Shares                                             Value
  ------                                            -------
           COMMON STOCKS -- 86.3%
           AEROSPACE -- 0.9%
   10,000  Boeing Co. .....................    $   489,375
    2,452  Raytheon Co., Cl. A ............        120,936
    2,000  Rockwell International Corp. ...        104,500
                                              ------------
                                                   714,811
                                              ------------
           AGRICULTURE -- 0.8%
   15,000  Monsanto Co. ...................        630,000
                                              ------------
           AUTOMOTIVE -- 1.3%
    5,000  Ford Motor Co. .................        243,438
   12,000  General Motors Corp. ...........        727,500
                                              ------------
                                                   970,938
                                              ------------
           AUTOMOTIVE: PARTS AND ACCESSORIES -- 1.5%
    2,500  Dana Corp. .....................        118,750
   20,000  GenCorp Inc. ...................        500,000
   14,000  Genuine Parts Co. ..............        475,125
    2,666  Meritor Automotive Inc. ........         56,153
                                              ------------
                                                 1,150,028
                                              ------------
           AVIATION: PARTS AND SERVICES-- 1.7%
   10,000  Barnes Group ...................        227,500
   19,000  Curtiss-Wright Corp. ...........        689,937
    3,000  General Motors Corp., Cl. H ....        110,813
    4,000  United Technologies ............        291,250
                                              ------------
                                                 1,319,500
                                              ------------
           BUSINESS SERVICES -- 1.5%
    2,000  Cognizant Corp. ................         89,125
    4,000  Dun & Bradstreet Corp. .........        123,750
      300  Imation Corp. ..................          4,800
    8,000  International Business 
              Machines Corp. ..............        836,500
    3,000  Landauer Inc. ..................         84,000
                                              ------------
                                                 1,138,175
                                              ------------
           COMMUNICATIONS EQUIPMENT-- 0.1%
    1,000  Motorola Inc. ..................         57,063
                                              ------------
           CONSUMER PRODUCTS -- 6.1%
   18,000  Eastman Kodak Co. ..............      1,094,624
   12,000  Fortune Brands Inc. ............        444,750
   45,000  Gallaher Group plc, ADR ........        961,875
    5,000  General Cigar Holdings Inc. ....        106,563
   12,000  General Electric Co. ...........        880,500
    4,000  Gillette Co. ...................        401,750
   15,000  National Presto Industries Inc.         593,438
    4,000  Philip Morris Companies Inc. ...        181,250
                                              ------------
                                                 4,664,750
                                              ------------
           DIVERSIFIED INDUSTRIAL-- 3.4%
   14,137  GATX Corp. .....................      1,025,816
    7,500  Honeywell Inc. .................        513,750
    4,000  Minnesota Mining & Manufacturing Co.    328,250


                                                    Market
  Shares                                             Value
  ------                                            -------
           DIVERSIFIED INDUSTRIAL (CONTINUED)
    6,000  Tenneco Inc. ...................   $     237,000
   21,000  Thomas Industries Inc. .........        414,750
    1,000  Trinity Industries Inc. ........         44,625
                                               -----------
                                                 2,564,191
                                               -----------
           ENERGY: ELECTRIC -- 1.3%
    8,000  Central & South West Corp. .....        216,500
    1,000  FPL Group Inc. .................         59,188
   50,000  Niagara Mohawk Power Corp. .....        525,000
    8,000  PacifiCorp .....................        218,500
                                               -----------
                                                 1,019,188
                                               -----------
           ENERGY: NATURAL GAS-- 15.7%
   28,000  Bay State Gas Co. ..............      1,039,500
    4,000  Berkshire Gas Co. ..............         92,000
   53,100  Colonial Gas Co. ...............      1,529,944
   35,000  Commonwealth Energy System .....      1,163,750
   55,000  Eastern Enterprises ............      2,474,999
   58,000  ENI SpA ........................        331,401
    3,000  Essex County Gas Co. ...........        137,250
    7,000  Fall River Gas Co. .............        113,750
    3,000  KeySpan Energy Corp. ...........        110,438
    4,000  Peoples Energy Corp. ...........        157,500
   72,000  Southwest Gas Corp. ............      1,345,500
   50,000  Tejas Gas Corp. ................      3,062,499
    7,500  USX-- Delhi Group ..............        153,750
    5,000  Wicor Inc. .....................        232,188
                                               -----------
                                                11,944,469
                                               -----------
           ENERGY: OIL -- 15.5%
   13,000  Atlantic Richfield Co. .........      1,041,625
   22,500  British Petroluem Co. plc, ADR .      1,792,969
   15,000  Burlington Resources Inc. ......        672,188
   29,000  Chevron Corp. ..................      2,232,999
    5,000  Elf Aquitaine SA ...............        293,125
   46,000  Exxon Corp. ....................      2,814,624
   20,000  Halliburton Co. ................      1,038,750
    8,000  Pennzoil Co. ...................        534,500
   26,000  Texaco Inc. ....................      1,413,750
                                               -----------
                                                11,834,530
                                               -----------
           ENTERTAINMENT -- 0.3%
    2,000  PolyGram NV, ADR ...............         95,375
    4,000  Viacom Inc., Cl. A .............        163,500
                                               -----------
                                                   258,875
                                               -----------
           EQUIPMENT AND SUPPLIES-- 5.1%
   15,000  Aeroquip-Vickers Inc. ..........        735,938
    4,800  Caterpillar Inc. ...............        233,100
    2,000  Cooper Industries Inc. .........         98,000
   25,000  Deere & Co. ....................      1,457,812
   10,000  EG&G Inc. ......................        208,125
   10,000  Ingersoll Rand Co. .............        405,000


                                       12
<PAGE>


THE GABELLI EQUITY INCOME FUND
PORTFOLIO OF INVESTMENTS(CONTINUED) -- DECEMBER 31, 1997 (UNAUDITED)
================================================================================
                                                    Market
  Shares                                             Value
  ------                                            -------
           COMMON STOCKS (CONTINUED)
           EQUIPMENT AND SUPPLIES (CONTINUED)
    1,500  Minerals Technologies Inc. .....     $   68,156
   14,000  Smith (A.O.) Corp., Cl. B ......        591,500
    2,000  Union Carbide Corp. ............         85,875
                                               -----------
                                                 3,883,506
                                               -----------
           FINANCIAL SERVICES-- 13.7%
   28,000  American Express Co. ...........      2,498,999
   29,000  Banco Santander SA, ADR ........        944,313
   10,000  BankAmerica Co. ................        730,000
    3,000  Bankers Trust Co. ..............        337,313
   25,000  Commerzbank AG, Sponsored ADR ..        996,875
    8,800  CoreStates Financial Corp. .....        704,550
   16,000  Deutsche Bank AG, ADR ..........      1,126,500
    1,000  Fidelity National Corp. ........          9,250
    3,000  Mellon Bank Corp. ..............        181,875
   10,000  Morgan (J.P.) & Co. Inc. .......      1,128,749
    2,000  Municipal Mortgage & Equity LLC          39,250
    3,000  Northern Trust Co. .............        209,250
   12,000  SunTrust Banks Inc. ............        856,500
    2,200  Transamerica Corp. .............        234,300
    4,000  U.S. Trust Corp. ...............        250,500
    3,000  Wachovia Corp. .................        243,375
                                               -----------
                                                10,491,599
                                               -----------
           FOOD AND BEVERAGE -- 1.2%
    2,000  CPC International Inc. .........        215,500
    5,000  Heinz (H.J.) Co. ...............        254,063
    7,000  Kellogg Co. ....................        347,375
    2,000  Quaker Oats Co. ................        105,500
                                               -----------
                                                   922,438
                                               -----------
           HEALTH CARE -- 1.3%
   10,000  Johnson & Johnson ..............        658,750
   10,000  Pharmacia & Upjohn Inc. ........        366,250
                                               -----------
                                                 1,025,000
                                               -----------

           METALS AND MINING -- 0.4%
   15,000  Freeport-McMoRan Copper
             & Gold Inc., Cl. B ...........        236,250
      700  Freeport-McMoRan Sulphur Inc.+ .          8,225
    1,000  Pioneer Group Inc. .............         28,125
                                               -----------
                                                   272,600
                                               -----------
           PUBLISHING -- 2.7%
   15,000  Dow Jones & Co. Inc. ...........        805,313
    3,000  Harcourt General Inc. ..........        164,250
    2,000  McGraw-Hill Companies Inc. .....        148,000
   22,000  Reader's Digest Association
             Inc., Cl. A ..................        519,750
   17,000  Reader's Digest Association
             Inc., Cl. B ..................        414,375
                                               -----------
                                                 2,051,688
                                               -----------


           REAL ESTATE -- 0.1%
    2,500  Griffin Land & Nurseries Inc. ..         38,750
                                               -----------
           RETAIL -- 0.3%
    5,000  Giant Food Inc., Cl. A .........        168,438
    2,000  Sears, Roebuck & Co. ...........         90,500
                                               -----------
                                                   258,938
                                               -----------
           SPECIALTY CHEMICALS -- 1.6%
    2,000  E.I. du Pont de Nemours and Co.         120,125
    7,500  Ferro Corp. ....................        182,344
   10,000  Grace (W.R.) & Co. .............        804,374
    3,150  IMC Global Inc. ................        103,163
                                               -----------
                                                 1,210,006
                                               -----------
           TELECOMMUNICATIONS -- 9.4%
    5,000  ALLTEL Corp. ...................        205,313
   18,000  BC Telecom Inc. ................        559,741
   50,000  BCE Inc. .......................      1,665,624
    2,304  Bell Atlantic Corp. ............        209,664
    1,500  British Telecommunications
             plc, ADR .....................        120,469
   10,000  Cable & Wireless plc, ADR ......        271,875
   40,357  Citizens Utilities Co., Cl. B ..        388,437
    2,000  Deutsche Telekom AG,
             Sponsored ADR ................         37,250
    1,000  France Telecom SA,
             Sponsored ADR ................         36,000
   24,000  GTE Corp. ......................      1,254,000
   10,000  Hong Kong Telecommunications
             Ltd., ADR ....................        206,250
    1,000  SBC Communications Inc. ........         73,250
   29,000  Southern New England
             Telecommunications Corp. .....      1,459,062
    3,500  Telecom Italia SpA, ADR ........        224,000
    4,000  Telefonica de Espana, ADR ......        364,250
    2,000  US WEST Communications Group ...         90,250
                                               -----------
                                                 7,165,435
                                               -----------
           WIRELESS COMMUNICATIONS-- 0.4%
   12,000  COMSAT Corp. ...................        291,000
                                               -----------
           TOTAL COMMON STOCKS                  65,877,478
                                               -----------


           CONVERTIBLE PREFERRED STOCKS -- 2.8%
           BROADCASTING -- 0.2%
    2,500  Granite Broadcasting Corp.
             $1.938 Cv. Pfd ...............        121,250
                                               -----------
           ENTERTAINMENT -- 0.0%
      500  Metromedia International
            Group Inc.  Cv. Pfd............         22,625
                                               -----------
           EQUIPMENT AND SUPPLIES -- 0.7%
    2,500  Navistar International Corp.
            $6.00 Cv. Pfd. Ser. G .........        149,375
    4,000  Sequa Corp. $5.00 Cv. Pfd. .....        382,500
                                               -----------
                                                   531,875
                                               -----------


                                       13
<PAGE>


THE GABELLI EQUITY INCOME FUND
PORTFOLIO OF INVESTMENTS(CONTINUED) -- DECEMBER 31, 1997 (UNAUDITED)
================================================================================
                                                               Market
  Shares                                                       Value
  ------                                                      -------

           CONVERTIBLE PREFERRED STOCKS (CONTINUED)
           METALS AND MINING -- 0.1%
   5,000   Freeport-McMoRan Copper & Gold Inc.
             7.00% Cv. Pfd. ..........................      $  108,438
                                                           -----------
           PUBLISHING -- 0.1%
   2,00    Golden Books Family Entertainment Inc.
             8.75% Cv. Pfd. (a) ......................         106,000
                                                           -----------
           TELECOMMUNICATIONS -- 1.7%
 22,000      Sprint Corp. $2.6301 Cv. Pfd. ...........         984,500
  4,000    US WEST Communications Group Cv. Pfd. .....         246,750
                                                           -----------
                                                             1,231,250
                                                           -----------
           TOTAL CONVERTIBLE
             PREFERRED STOCKS ........................       2,121,438
                                                           -----------

           PREFERRED STOCKS -- 0.6%
           TELECOMMUNICATIONS -- 0.6%
   9,500   Citizens Utilities Co. Pfd. ...............         453,625
                                                           -----------

           TOTAL PREFERRED STOCKS ....................         453,625
                                                           -----------

          WARRANTS -- 0.0%
          SPECIALTY CHEMICALS -- 0.0%
   1,167    IMC Global Inc. ..........................           4,521
                                                           -----------

           TOTAL WARRANTS ............................           4,521
                                                           -----------
Principal
 Amount

           CONVERTIBLE CORPORATE BONDS -- 5.6%
           BUSINESS SERVICES -- 0.1%
$100,000   BBN Corp. Sub. Deb. Cv.
             6.00%, 04/01/12 ....... .................          96,625
                                                           -----------

           CONSUMER PRODUCTS -- 0.7%
 700,000   Fieldcrest Cannon Inc. Sub. Deb. Cv.
             6.00%, 03/15/12 .........................          569,100
                                                            -----------

           CONSUMER SERVICES -- 2.0%
 800,000   HSN Inc. Sub. Deb. Cv.
             5.875%, 03/01/06 (a) ....................        1,546,000
                                                            -----------
           ENERGY -- 0.2%
 100,000   Pennzoil Co. Sub. Deb. Cv.
             6.50%, 01/15/03 .........................          187,750
                                                            -----------
           ENTERTAINMENT -- 0.2%
 150,000   Savoy Pictures Entertainment Inc.
             Sub. Deb. Cv. 7.00%, 07/01/03 ...........          140,250
                                                            -----------
           EQUIPMENT AND SUPPLIES -- 0.6%
$398,000   Kollmorgen Corp. Sub. Deb. Cv.
             8.75%, 05/01/09 ....... .................      $   422,378
             ------------
           HOTELS AND GAMING -- 0.1%
  50,000   Hilton Hotels Corp. Sub. Deb. Cv.
             5.00%, 05/15/06 .........................           54,750
                                                           ------------
           PUBLISHING -- 0.9%
 100,000   News America Holdings Inc. Sub. Deb. Cv.
             Zero Cpn., 03/31/02 ... .................           96,250
                                                           ------------
  600,000  Thomas Nelson Inc. Sub. Deb. Cv.
             5.75%, 11/30/99 (a) .....................          577,500
                                                           ------------
                                                                673,750
                                                           ------------
           RETAIL -- 0.5%
  400,000  General Host Corp. Sub. Deb. Cv.
             8.00%, 02/15/02 .........................          401,000
                                                           ------------
           TRANSPORTATION -- 0.3%
  200,000  Greyhound Lines Inc. Sub. Deb. Cv.
             8.50%, 03/31/07 .........................          199,750
                                                           ------------
            TOTAL CONVERTIBLE
            CORPORATE BONDS ..........................         4,291,353
                                                            ------------
            U.S. GOVERNMENT OBLIGATIONS -- 5.2%
4,003,000   U.S. Treasury Bills, 4.989% to 5.275%,
              due 01/02/98 to 02/05/98 ...............         3,993,666
                                                            ------------
            TOTAL U.S. GOVERNMENT
              OBLIGATIONS ............................         3,993,666
                                                            ------------
            TOTAL INVESTMENTS -- 100.5%
              (cost $50,883,625) .....................        76,742,081
              OTHER ASSETS AND
              LIABILITIES (NET)-- (0.5)% .............          (413,069)
                                                            ------------
            NET ASSETS -- 100.0%
              (4,735,567 shares outstanding) .........       $76,329,012
                                                            ============
            NET ASSET VALUE, OFFERING AND
              REDEMPTION PRICE PER SHARE .............            $16.12
                                                                 =======
            FORWARD FOREIGN
              CURRENCY CONTRACTS
1,700,000(b) Sold Hong Kong Dollars at Foreign
              Exchange Rate 7.8285 due 02/26/98 ......       $  (218,544)
                                                            ============

(a)    Security exempt from registration  under Rule 144A of the Securities Act
       of 1933, as amended. These  securities  may  be  resold  in  transactions
       exempt from registration,  normally to qualified institutional buyers. At
       December 31, 1997, the market value of Rule 144A  securities  amounted to
       $2,229,500 or 2.9% of net assets.

(b)    Principal amount denoted in Hong Kong Dollars.
 +     Non-income producing security
ADR -- American Depositary Receipt


                                       14


<PAGE>


                             GABELLI FAMILY OF FUNDS
GABELLI ASSET FUND  _________________________________
Invests in securities of companies selling below their intrinsic economic value.
The Fund's primary objective is long-term growth of capital. (No-load)
                                        PORTFOLIO MANAGER: MARIO J. GABELLI, CFA

GABELLI GROWTH FUND ________________________________
Invests  primarily in large-cap stocks believed to have superior earnings growth
potential.  The Fund's  primary  objective  is long-term  capital  appreciation.
(No-load)
                                          PORTFOLIO MANAGER: HOWARD F. WARD, CFA

GABELLI WESTWOOD EQUITY FUND ______________________
Invests primarily in 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 ______________________
Invests primarily in common stock of smaller  companies (market  capitalizations
of $500 million or less) with rapid revenue and earnings growth  potential.  The
Fund's primary objective is long-term capital appreciation.
(No-load)
                                        PORTFOLIO MANAGER: MARIO J. GABELLI, CFA

GABELLI WESTWOOD SMALLCAP EQUITY FUND ____________
Invests primarily in smaller company equity securities  (market  capitalizations
of $1 billion or less).  The  Fund's  primary  objective  is  long-term  capital
appreciation. (No-load)
                                           PORTFOLIO MANAGER:  LYNDA CALKIN, CFA

GABELLI VALUE FUND __________________________________
Invests in securities of companies selling below their intrinsic economic value.
The Fund's primary objective is long-term growth of capital.  Max. Sales charge:
51/2%
                                        PORTFOLIO MANAGER: MARIO J. GABELLI, CFA

GABELLI EQUITY INCOME FUND __________________________
Invests  primarily in equity  securities with above market average  yields.  The
Fund pays quarterly dividends and seeks a high level of total return. (No-load)
                                        PORTFOLIO MANAGER: MARIO J. GABELLI, CFA

GABELLI WESTWOOD BALANCED FUND ___________________
Invests in a  diversified  portfolio  of stocks and  bonds.  The Fund's  primary
objectives are capital appreciation and current income. (No-load)
                             PORTFOLIO MANAGERS: SUSAN M. BYRNE & PATRICIA FRAZE

GABELLI ABC FUND  ___________________________________
Invests in  securities  with  capital  appreciation  potential  and above market
average yields.  The Fund's primary  objective is consistent  returns in various
market conditions without excessive risk of capital loss. (No-load)
                                        PORTFOLIO MANAGER: MARIO J. GABELLI, CFA

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.  An  investment  in the Fund is neither  insured  nor
guaranteed by the U.S.  Government  and there can be no assurance  that the Fund
will be able to maintain a stable net asset value of $1.00 per share.
                                             PORTFOLIO MANAGER: JUDITH A. RANERI

THE TREASURER'S FUND ________________________________
Three money market  portfolios  designed to generate  superior  returns  without
compromising  portfolio  safety.  U.S.  Treasury  Money  Market  invests in U.S.
Treasury  bills,  notes and bonds.  Tax Exempt Money Market invests in municipal
securities. Domestic Prime Money Market invests in prime quality, domestic money
market instruments. (No-Load)
                                             PORTFOLIO MANAGER: JUDITH A. RANERI

GLOBAL SERIES

    GABELLI GLOBAL TELECOMMUNICATIONS FUND

    Invests in  telecommunications  companies  throughout  the world - targeting
    undervalued  companies  with strong  earnings  and cash flow  dynamics.  The
    Fund's primary objective is long-term 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 total  return  through  a  combination  of  current  income  and  capital
    appreciation. (No-load)
                                                 PORTFOLIO MANAGER: HART WOODSON

    GABELLI GLOBAL INTERACTIVE COUCH POTATO(R) FUND

    Invests globally in companies creating and/or  distributing  information and
    entertainment  products and services. The Fund will also invest in companies
    participating in emerging technological advances in interactive services and
    products.  The Fund's primary objective is long-term  capital  appreciation.
    (No-load)
                                              PORTFOLIO MANAGER: MARC J. GABELLI

GABELLI GOLD FUND ___________________________________
Invests in a global  portfolio of equity  securities  of gold mining and related
companies.  The Fund's primary objective is capital  appreciation.  Investing in
gold 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  international  equity  securities  with superior  long-term  capital
appreciation  potential.  The  Fund  offers  investors  global  diversification.
(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.  DISTRIBUTED  BY GABELLI & COMPANY,
INC.


<PAGE>

                        Gabelli Equity Series Funds, Inc.
                         THE GABELLI EQUITY INCOME 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 DIRECTORS
Mario J. Gabelli, CFA
CHAIRMAN AND CHIEF
INVESTMENT OFFICER
GABELLI FUNDS, INC.

Felix J. Christiana
FORMER SENIOR VICE PRESIDENT
DOLLAR DRY DOCK SAVINGS BANK

Anthony J. Colavita
ATTORNEY-AT-LAW
ANTHONY J. COLAVITA, P.C.

Vincent D. Enright
SENIOR VICE PRESIDENT
AND CHIEF FINANCIAL OFFICER
KEYSPAN ENERGY CORP.

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

Robert J. Morrissey
ATTORNEY-AT-LAW
MORRISSEY & HAWKINS

Karl Otto P(pi)hl
FORMER PRESIDENT
DEUTSCHE BUNDESBANK

Anthony R. Pustorino
CERTIFIED PUBLIC ACCOUNTANT
PROFESSOR, PACE UNIVERSITY

Anthonie C. van Ekris
MANAGING DIRECTOR
BALMAC INTERNATIONAL, INC.


OFFICERS
Mario J. Gabelli, CFA
PRESIDENT AND CHIEF
INVESTMENT OFFICER

James E. McKee
SECRETARY

Bruce N. Alpert
VICE PRESIDENT AND TREASURER

                                  DISTRIBUTOR
                            Gabelli & Company, Inc.

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

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

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

THE
GABELLI
EQUITY
INCOME
FUND

                                                            FIRST QUARTER REPORT
                                                               DECEMBER 31, 1997




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