GABELLI EQUITY SERIES FUNDS INC
N-30D, 2000-12-07
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                         THE GABELLI EQUITY INCOME FUND
                                  ANNUAL REPORT
                              SEPTEMBER 30, 2000(A)

TO OUR SHAREHOLDERS,

     Higher  yielding  stocks  continued to  outperform  in the third quarter of
2000. Fueled by ongoing consolidation in the industry,  utilities were among the
best performing  stocks in the market.  Financial  services stocks  rebounded as
market interest rates (bond yields) declined.  Aerospace and aerospace component
stocks also took off as the Asian recovery reinvigorated demand. Once again, the
defensive  characteristics of higher yielding equities were clearly demonstrated
in a volatile market environment.

INVESTMENT PERFORMANCE

     For the quarter ended  September 30, 2000, The Gabelli Equity Income Fund's
(the "Fund") net asset value rose 3.84%, after adjusting for the $0.12 per share
dividend  paid on September  28, 2000.  The Standard & Poor's  ("S&P") 500 Index
declined  0.97% and the Lipper  Equity  Income Fund  Average rose 5.94% over the
same  period.  The S&P 500  Index is an  unmanaged  indicator  of  stock  market
performance, while the Lipper Average reflects the average performance of mutual
funds  classified in this  particular  category.  The Fund was up 8.41% over the
trailing  twelve-month  period.  The S&P 500 Index and Lipper Equity Income Fund
Average rose 13.27% and 8.21%, respectively, over the same twelve-month period.

     For the five-year  period ended September 30, 2000, the Fund's total return
averaged  15.89%  annually,  versus  average  annual total returns of 21.68% and
13.56%  for  the  S&P  500  Index  and  Lipper   Equity   Income  Fund  Average,
respectively. Since inception on January 2, 1992 through September 30, 2000, the
Fund had a  cumulative  total  return of  228.40%,  which  equates to an average
annual total return of 14.55%.

COMMENTARY

THE FIVE E'S

     In the third quarter of 2000,  investors  focused on the five  E's--Energy,
the Euro, the Economy, Earnings, and the Election. We will share our perspective
on the five E's and offer an opinion  on how they may  impact  the market  going
forward.

[GRAPHIC OMITTED]
PYRAMID TEXT AS FOLLOWS:

EPS
PMV
MANAGEMENT
CASH FLOW
RESEARCH

--------------------------------------------------------------------------------
(a) The Fund's fiscal year ends September 30.

                                     <PAGE>

INVESTMENT RESULTS (a)(c)
--------------------------------------------------------------------------------
<TABLE>
<CAPTION>
                                                                   Calendar Quarter
                                                  ------------------------------------------
                                                    1st         2nd        3rd         4th           Year
                                                  ------      ------     ------       ------        ------
<S>                                               <C>         <C>        <C>          <C>           <C>
  2000:   Net Asset Value                         $15.86      $15.86     $16.35        --             --
          Total Return                              0.8%        0.8%       3.8%        --             --
--------------------------------------------------------------------------------------------------------------
  1999:   Net Asset Value                         $16.39      $18.26     $17.58       $15.80        $15.80
          Total Return                             (1.5)%      11.7%      (3.4)%        2.8%          9.3%
--------------------------------------------------------------------------------------------------------------
  1998:   Net Asset Value                         $17.70      $17.72     $15.97       $16.70        $16.70
          Total Return                             10.1%        0.5%      (9.7)%       12.7%         12.6%
--------------------------------------------------------------------------------------------------------------
  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 - September 30, 2000 (a)
        -----------------------------------------------
  1 Year ......................................      8.41%
  5 Year ......................................     15.89%
  Life of Fund (b) ............................     14.55%
------------------------------------------------------------
--------------------------------------------------------------------------------
(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 January 2,
1992. (c) The Fund's fiscal year ends September 30.
--------------------------------------------------------------------------------
ENERGY

     The price of oil hit a ten-year high in the third quarter.  Gasoline prices
exceeded  $2.00 per gallon in many  areas of the  country  this  summer and home
heating  costs are expected to rise by 50% this  winter.  Rising oil prices have
already sparked demonstrations in Europe and energy has become a political issue
in the U.S. as well.  Although  OPEC has  increased  production  and is publicly
targeting a $25 to $28 per barrel price,  global inventories are still tight and
the price of oil remains  well over $30 per barrel.  The U.S. is  attempting  to
influence  the world energy  market by dipping into its  strategic oil reserves.
However, this is not likely to have a meaningful near term impact on oil prices.
Treasury  Secretary  Lawrence Summers recently  characterized high oil prices as
"the biggest cloud in the relatively blue sky" of a  fundamentally  sound global
economy. We agree.

                                        2

                                     <PAGE>

---------------------------------------------------
                 Dividend History
---------------------------------------------------
                              Rate    Reinvestment
  Payment (ex) Date         Per Share     Price
  -----------------         ---------     -----
  September 28, 2000          $0.12      $16.38
  June 28, 2000               $0.12      $16.02
  March 29, 2000              $0.06      $15.75
---------------------------------------------------
  December 20, 1999           $2.21      $15.30
  September 27, 1999          $0.06      $17.39
  June 28, 1999               $0.05      $17.98
  March  29, 1999             $0.06      $16.67
---------------------------------------------------
  December 21, 1998           $1.27      $16.36
  September 28, 1998          $0.04      $16.20
  June 26, 1998               $0.06      $17.65
  March  27, 1998             $0.05      $17.70
---------------------------------------------------
  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
---------------------------------------------------

     We do not  anticipate  a repeat of the  1973-74  oil shock,  which sent the
global  economy into recession and sparked the last great bear market in stocks.
After  the Gulf  War,  we doubt  Middle  East oil  producers,  particularly  the
Saudi's, would risk alienating their protectors. Only in our worst nightmares do
we consider  the impact that $50 per barrel of oil would have on today's  equity
markets.  Our best guess is that oil prices will decline  from their peaks,  but
remain high enough to keep pressure on global economies.

THE EURO

[GRAPHIC OMITTED]

                              EURO VS. U.S. DOLLAR

EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC AS FOLLOWS:

          1999    2000
         ------  ------
Jan      1.1874  1.0155
         1.1761  1.0309
         1.1637  1.0335
         1.1675  1.0324
         1.1556  1.0294
         1.1535  1.0252
         1.1555  1.0322
         1.1698  1.0281
         1.1687  1.0270
         1.1592  1.0128
         1.1603  1.0121
         1.1604  1.0115
         1.1574  1.0133
         1.1578  1.0100
         1.1583  1.0019
         1.1568  1.0041
         1.1575  1.0011
         1.1478  0.9890
         1.1393  0.9765
         1.1374  0.9757
Feb      1.1303  0.9731
         1.1328  0.9768
         1.1338  0.9887
         1.1308  0.9760
         1.1283  0.9783
         1.1297  0.9862
         1.1303  0.9914
         1.1330  0.9865
         1.1303  0.9847
         1.1283  0.9783
         1.1247  0.9834
         1.1191  0.9842
         1.1231  0.9863
         1.1223  0.9850
         1.1072  1.0060
         1.1037  1.0017
         1.0994  0.9931
         1.0975  0.9763
         1.1069  0.9669
         1.0993  0.9643
         1.0891  0.9700
Mar      1.0929  0.9619
         1.0887  0.9618
         1.0825  0.9603
         1.0843  0.9560
         1.0901  0.9576
         1.0873  0.9684
         1.0961  0.9659
         1.0917  0.9648
         1.0948  0.9644
         1.0930  0.9696
         1.0916  0.9710
         1.1017  0.9694
         1.0993  0.9710
         1.0925  0.9703
         1.0918  0.9608
         1.0919  0.9691
         1.0924  0.9724
         1.0872  0.9645
         1.0745  0.9614
         1.0718  0.9524
         1.0734  0.9594
         1.0809  0.9574
         1.0780  0.9560
Apr      1.0707  0.9588
         1.0842  0.9647
         1.0785  0.9580
         1.0842  0.9590
         1.0785  0.9588
         1.0843  0.9591
         1.0780  0.9551
         1.0780  0.9524
         1.0718  0.9564
         1.0690  0.9550
         1.0610  0.9477
         1.0631  0.9369
         1.0614  0.9376
         1.0599  0.9379
         1.0633  0.9396
         1.0590  0.9265
         1.0649  0.9217
         1.0618  0.9083
         1.0597  0.9089
         1.0566  0.9120
         1.0570  0.9068
         1.0594  0.8891
May      1.0725  0.8907
         1.0779  0.8953
         1.0785  0.8950
         1.0790  0.9023
         1.0723  0.9097
         1.0667  0.9021
         1.0624  0.9080
         1.0652  0.9138
         1.0672  0.9053
         1.0672  0.8921
         1.0643  0.8952
         1.0632  0.8946
         1.0575  0.9036
         1.0589  0.9032
         1.0469  0.9096
         1.0439  0.9072
         1.0426  0.9310
         1.0436  0.9314
         1.0446  0.9328
         1.0360  0.9307
         1.0347  0.9432
         1.0330  0.9471
Jun      1.0298  0.9570
         1.0442  0.9600
         1.0451  0.9548
         1.0479  0.9526
         1.0519  0.9544
         1.0418  0.9619
         1.0420  0.9590
         1.0303  0.9530
         1.0329  0.9648
         1.0368  0.9622
         1.0324  0.9557
         1.0322  0.9455
         1.0320  0.9398
         1.0371  0.9358
         1.0443  0.9382
         1.0372  0.9444
         1.0339  0.9444
         1.0300  0.9515
         1.0248  0.9545
         1.0224  0.9526
         1.0252  0.9548
         1.0221  0.9527
Jul      1.0200  0.9484
         1.0187  0.9521
         1.0138  0.9497
         1.0179  0.9401
         1.0216  0.9339
         1.0221  0.9374
         1.0204  0.9351
         1.0204  0.9322
         1.0418  0.9237
         1.0526  0.9292
         1.0509  0.9343
         1.0501  0.9314
         1.0653  0.9391
         1.0628  0.9413
         1.0645  0.9331
         1.0716  0.9246
         1.0696  0.9266
         1.0680  0.9228
         1.0769  0.9137
         1.0794  0.9042
         1.0771  0.9075
         1.0712  0.9105
Aug      1.0752  0.9019
         1.0664  0.8991
         1.0635  0.9077
         1.0570  0.9046
         1.0559  0.9037
         1.0524  0.9135
         1.0508  0.9143
         1.0644  0.9152
         1.0655  0.9068
         1.0553  0.9027
         1.0502  0.8965
         1.0468  0.8967
         1.0440  0.9028
         1.0464  0.9024
         1.0449  0.9002
         1.0581  0.8966
         1.0583  0.8924
         1.0691  0.8878
         1.0607  0.8993
         1.0582  0.8876
         1.0591  0.8702
         1.0541  0.8740
Sep      1.0401  0.8664
         1.0401  0.8624
         1.0404  0.8596
         1.0388  0.8640
         1.0417  0.8617
         1.0401  0.8572
         1.0409  0.8527
         1.0462  0.8514
         1.0503  0.8463
         1.0416  0.8559
         1.0469  0.8794
         1.0432  0.8738
         1.0513  0.8813
         1.0616  0.8807
         1.0642  0.8830
         1.0717  0.8842
         1.0704  0.8788
         1.0692  0.8745
         1.0703  0.8727
         1.0722  0.8691
         1.0633  0.8686
Oct      1.0737  0.8682
         1.0761  0.8716
         1.0803  0.8644
         1.0888  0.8567
         1.0864  0.8491
         1.0833  0.8509
         1.0764  0.8391
         1.0808  0.8412
         1.0679  0.8406
         1.0668  0.8364
         1.0578  0.8365
         1.0533  0.8274
         1.0519  0.8273
         1.0519  0.8408
         1.0495  0.8433
         1.0507  0.8485
         1.0487  0.8588
         1.0439  0.8579
         1.0402  0.8619
         1.0362  0.8585
         1.0402  0.8585
Nov      1.0444  0.8554
         1.0315  0.8574
         1.0316  0.8624
         1.0319  0.8574
         1.0403  0.8571
         1.0306  0.8534
         1.0315  0.8517
         1.0329  0.8487
         1.0262  0.8460
         1.0177  0.8424
         1.0199  0.8401
         1.0138  0.8383
         1.0103  0.8503
         1.0077  0.8545
         1.0068  0.8577
         1.0026  0.8694
         1.0016  0.8768
Dec      1.0253  0.8876
         1.0223  0.8803
         1.0262
         1.0165
         1.0161
         1.0122
         1.0068
         1.0066
         1.0169
         1.0089
         1.0068
         1.0097
         1.0080
         1.0164
         1.0132
         1.0046
         1.0029
         1.0064
         1.0070


     In January 1999,  the Euro was introduced  with great  fanfare.  Originally
expected to be a strong  international  currency,  the Euro has declined against
the Japanese yen and plummeted against the U.S. dollar.

     The plunging Euro  presents a threat to the U.S.  economy and stock market.
Europe is by far the largest market for U.S. exports.  As the dollar strengthens
against the Euro,  our exports  become more  expensive  for  European  and other
global  consumers.  Conversely,  European  imports  become  cheaper for American
consumers  as well as Latin  American and Asian  purchasers.  This is making the
already  troublesome balance of trade deficit even more problematic for the U.S.
Eventually,  the dollar will have to be  contained.  While this will help on the
balance of trade  front,  it may have the  adverse  affect of  reducing  foreign
investment in U.S.  capital  markets.  This is a long-term  quandary without any
easy solutions.

     A secondary  effect of the weak Euro--but one with a more immediate  impact
on U.S. stocks--is that the earnings for U.S. multi-national companies that do a
significant amount of business in Europe are being

                                        3

                                     <PAGE>

                               [GRAPHIC OMITTED]

    EDGAR REPRESENTATION OF DATA POINTS USED IN PRINTED GRAPHIC AS FOLLOWS:

   COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE GABELLI EQUITY
    INCOME FUND, THE LIPPER EQUITY INCOME FUND AVERAGE AND THE S&P 500 INDEX

<TABLE>
<CAPTION>
                      Gabelli Equity              Lipper Equity Income
                        Income Fund                    Fund Average               S&P 500 Index
                      --------------              --------------------            -------------
<S>                      <C>                            <C>                         <C>
1/2/92                   $10,000                        $10,000                     $10,000
9/30/92                   10,580                         10,530                      10,250
9/30/93                   12,750                         12,415                      11,583
9/30/94                   13,171                         12,688                      12,011
9/30/95                   15,700                         15,226                      15,590
9/30/96                   18,320                         17,783                      18,755
9/30/97                   24,549                         23,865                      26,332
9/30/98                   25,285                         23,889                      28,728
9/30/99                   30,296                         26,825                      36,712
9/30/00                   32,844                         29,027                      41,584
</TABLE>


     penalized  significantly  as Euro  denominated  revenues  and  profits  are
translated  back into dollars for reporting  purposes.  This results in earnings
shortfalls for some of the U.S. market's "bellwether" stocks.


THE ECONOMY

     Prior to the rapid increase in oil prices and the collapse of the Euro, the
global economic picture looked relatively bright. Asia had recovered, Europe was
gaining  momentum,  and after six Federal Reserve  interest rate hikes, the U.S.
economy  appeared  headed for a soft  landing.  Now, this  comfortable  economic
scenario is threatened. Will we have a "hard landing?"

EARNINGS

     The  potential  for  slower  economic  growth  in the  U.S.  has  investors
questioning  whether third and fourth quarter  corporate 2000 earnings will meet
what may now be optimistic expectations.

     Relatively  high  equity  valuations  do not leave  much room for  earnings
disappointments.  The most richly valued  sectors of the market  (technology  in
particular) are well above Benjamin  Graham's  "safety net". To wit,  technology
bellwether  Intel  lost  approximately  20% of its market  value in after  hours
trading  following its  announcement  that third  quarter  revenues and earnings
would fall modestly short of consensus Wall Street  expectations.  After a sharp
decline on the opening  bell the next day,  stocks  rebounded  and ended the day
mixed.  We question  whether  stocks will  continue to be so resilient if we see
more  widespread  disappointments  during the upcoming 2000  earnings  reporting
seasons.

THE ELECTION

     After this summer's relatively quiet campaigning, the political rhetoric is
heating  up  as  we  approach  the  November  election.  There  are  very  clear
differences in the Republicans' and Democrats' positions on a number of economic
issues,  in particular,  what to do with the growing Federal  Government  budget
surplus.  The  Republicans  favor large tax cuts.  The Democrats are  advocating
using the surplus to continue to reduce  government  debt and plug some holes in
the social safety net. The Republicans tend to view consolidation as an integral
part of global economic evolution. The Democrats are concerned that

                                        4

                                     <PAGE>

consolidation  will  reduce  competition,   leaving  consumers  vulnerable.  The
Republicans  do not want to interfere in the energy  markets.  The Democrats are
calling  for  action.  As we write,  it appears  the  election  is up for grabs,
creating  even more  uncertainty  in an already  uncertain  economic  and market
environment.

OUR ADVICE

     Our stock selection process is based on a "bottoms up" approach.  We review
relevant  economic and market issues--a list of our current hopes and fears--and
offer carefully considered opinions on their short-term investment implications.
This is a courtesy to  shareholders  that want to know what we are thinking.  It
does not influence our investment strategy.  We strive to identify and invest in
undervalued  companies with favorable  long-term  business  prospects.  Over the
short-term,  these stocks will be impacted by broad market trends. Over the long
term,  they will be judged on their own  individual  merit.  So,  our  advice to
shareholders  is simply to be patient  and have faith that  selected  businesses
purchased  at  reasonable  prices to  intrinsic  value  will  produce  long-term
rewards.

ENERGIZED BY UTILITIES

     In previous  shareholder letters, we have discussed the dramatic changes in
the utility industry. Since this area continues to be one of our favorite market
sectors,  we want to review all the positive events occurring and comment on how
rising energy prices are likely to impact utility stocks.

     The   deregulation   of  the  utility   industry  has  spawned  a  wave  of
consolidation.  No longer monopolies, utility companies are aggressively cutting
costs to improve  their  competitive  position.  One of the fastest  ways to cut
costs is by acquiring other utilities and realizing  economies of scale. We have
targeted  small  and  mid-sized  utilities  that we  believe  will  attract  the
attention of larger  competitors.  Several of our  portfolio  holdings have been
taken over and many more have benefited from the rising  valuations  inspired by
the  merger and  acquisition  activity  in the  industry.  We are still  finding
bargains--utilities trading at low cash flow multiples and deep discounts to the
price we believe they would fetch from a potential  acquirer.  Appetizing yields
allow us to be patient with our utility holdings.  In essence, we are being paid
well to wait until takeover lightning strikes.

     Higher  energy  prices  will  have a  negative  impact  on  select  utility
companies'  short-term  earnings.  Utilities that sold their generating capacity
and are now  dependent  on energy  wholesalers  are  getting  squeezed.  In some
instances,  wholesale  energy  costs are higher  than the prices the  purchasing
utility can charge their customers. State and local utility regulators may allow
some of these utilities to recoup these losses.  However,  some will probably be
left out in the cold.  Ironically,  this may force  smaller  utilities  into the
hands of larger competitors that either have their own generating assets or have
greater  purchasing  power leverage in the wholesale  energy market.  We believe
this will accelerate consolidation in the industry and boost valuations for many
of the "takeout" utilities in our portfolio.

INVESTMENT SCOREBOARD

     Our best performers this quarter came from the financial  services  sector.
J.P.  Morgan,  which has agreed to be acquired  by Chase,  was at the top of our
performance  list.  Declining  market  interest  rates buoyed bank  stocks,  and
portfolio holdings such as Bank One, Northern Trust and Bank of America also

                                        5

                                     <PAGE>

made our Top Ten list. As  aforementioned,  our utility  holdings also performed
well,  with stocks such as AGL  Resources,  Southern  Union,  American  Electric
Power, FPL Group and El Paso Electric delivering excellent returns.  Boeing took
off as orders from a recovering Asia boosted backlogs.

     Our list of losers had a European  flavor,  with France  Telecom,  Deutsche
Telekom,  Commerzbank  and Telecom  Italia  declining  sharply as higher  energy
prices and the sinking Euro  threatened  economic  growth on the  continent.  In
general, our  telecommunications  holdings disappointed as profit taking, a slow
down in deal activity and some high profile  earnings  shortfalls took a toll on
the group. We believe the outlook for quality  telecommunications stocks remains
bright and that the group will rebound in the year ahead.

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.

BP AMOCO PLC (BPA - $53.00 - NYSE) is Britain's  largest  company and one of the
world's top three oil companies on the basis of market capitalization and proven
reserves. The Company's main businesses are Exploration and Production, Refining
and  Marketing,   and  Chemicals,   whose  activities   include   petrochemicals
manufacturing  and marketing.  The company  provides high quality  technological
support for all its businesses through its research and engineering activities.

DEUTSCHE  BANK AG (DBKG.F - $82.95 - FRANKFURT  STOCK  EXCHANGE)  is the leading
publicly quoted bank in Germany.  The bank is organized into five self-contained
Group  Divisions   providing   services  and  products  to  over  seven  million
customers--retail  and  private  banking,  corporate  and  real  estate,  Global
Corporates  and  Institutions,   Asset  Management  and  Global  Technology  and
Services.  Deutsche  Bank  has a  strong  market  position  in  Germany,  and is
expanding  throughout  Europe--it  is now the biggest  foreign bank in Italy and
Spain. Deutsche Bank's presence in the U.S. has been expanded by the acquisition
of Bankers Trust.

EASTERN  ENTERPRISES  (EFU -  $63.8125  - NYSE)  owns and  operates  Boston  Gas
Company,  Colonial Gas  Company,  Essex Gas Company,  Midland  Enterprises,  and
ServicEdge  Partners.  Shareholders  of EnergyNorth  (EI - $60.6875 - NYSE) have
approved a proposed merger agreement with Eastern.  Eastern will then serve over
800,000  residential,   commercial  and  industrial  natural  gas  customers  in
Massachusetts  and  New  Hampshire.   Midland   Enterprises,   headquartered  in
Cincinnati,  Ohio,  is the leading  carrier of coal and a major carrier of other
dry bulk cargoes on the nation's inland waterways,  with a fleet of 2,300 barges
and 87 towboats.  ServicEdge is the largest unregulated  provider of residential
heating,  ventilation and air conditioning  ("HVAC") equipment  installation and
service to customers in Massachusetts. In November of 1999, Eastern announced it
had entered into an agreement to be acquired by KeySpan  Corp.  (KSE - $40.125 -
NYSE) for $64.00 per share in cash.  The  transaction  is set to close  sometime
later in the fourth quarter.

EXXON MOBIL CORP. (XOM - $89.125 - NYSE),  headquartered in Irving,  Texas, is a
worldwide  leader in the petroleum  and  petrochemical  businesses.  Exxon Mobil
Corp.  conducts  business in nearly 200 countries around the world,  engaging in
the  exploration and production of oil and gas,  manufacturing  and marketing of
fuels,  lubes and  chemicals,  electric  power  generation  or coal and minerals
operations.  Exxon Mobil's global  upstream and chemical  companies and its coal
and minerals company are headquartered in Houston, Texas.

                                        6

                                     <PAGE>

GALLAHER GROUP PLC (GLH - $23.25 - NYSE) is a leading  regional  manufacturer of
tobacco  products.  The company had sales of (pound) 4.3 billion in 1999, and is
the market  leader in the United  Kingdom and the Republic of Ireland.  Gallaher
also has operations in Western  Europe,  the former Soviet Union and the Pacific
Rim. GLH's brands include Benson & Hedges and Silk Cut in the U.K. and Sovereign
in the former Soviet Union.  The company's  ordinary  shares trade on the London
Stock  Exchange,  and the ADRs,  each of which  represent four ordinary  shares,
trade  on  the  New  York  Stock  Exchange.   In  August,   Gallaher   purchased
Liggett-Ducat, the leading cigarette manufacturer and distributor in Russia, for
$390 million.

NIAGARA  MOHAWK  HOLDINGS INC.  (NMK - $15.75 - NYSE) is the holding  company of
Niagara Mohawk Power  Corporation,  which is primarily a regulated  electric and
gas utility,  and Opinac North America,  which is mainly involved in unregulated
activities in the energy business. Niagara Mohawk provides electric service, and
sells,  distributes,  and transports  natural gas to  approximately  1.6 million
electric and 540,000 gas customers in areas of central, northern and western New
York  State.  On  September  5,  National  Grid Group plc (NGG - $43.125 - NYSE)
signed  a  merger  agreement  to  acquire  Niagara  Mohawk  in  exchange  for  a
combination  of American  Depositary  Shares (ADSs) and cash.  Niagara Mohawk is
National Grid's third U.S.  acquisition,  after New England  Electric System and
Eastern  Utilities  Association.  The combination  will create the ninth largest
electric utility in the U.S. with an electric customer base of approximately 3.3
million, and National Grid will own and operate the most extensive  transmission
network (by miles) and be the second  largest  distribution  business  (by power
delivered) in the New England/New York market.

PHARMACIA  CORP.  (PHA  -$60.1875  - NYSE),  the  result of the  merger  between
Pharmacia & UpJohn and Monsanto Company in April 2000, is a global group engaged
in the  research,  development,  manufacture  and  sale  of  pharmaceutical  and
healthcare products. The company's core business is the development, manufacture
and  sale  of   pharmaceutical   products,   including  both   prescription  and
non-prescription  products  for humans and  animals,  bulk  pharmaceuticals  and
contract  manufacturing.  The  company's  major  pharmaceutical  brands  include
Celebrex,   Xalatan,   Ambien,  Nicorette  and  Rogaine.  Through  its  Monsanto
subsidiary, the company is engaged in the research, development, manufacture and
sale  of  various   agricultural   products,   including:   Roundup   herbicide;
biotechnology  products  that  produce  crops  which  are  tolerant  to  Roundup
herbicide  and  protect  crops from  certain  viruses and insect  pests;  seeds,
including corn, soybeans and wheat; and Posilac bovine somatotrophin to increase
milk production in dairy cows.

TEXACO INC. (TX - $52.50 - NYSE) is a major international integrated oil company
which  operates in more than 150 countries.  Texaco and its  affiliates  explore
for, find and produce oil and natural gas;  manufacture and market  high-quality
fuels and lubricant products;  operate trading,  transportation and distribution
facilities; and produce alternative forms of energy for power, manufacturing and
chemicals.  The Texaco  "star" is one of the most  widely  recognized  brands on
earth.  The company is well  positioned to meet the world's  growing  demand for
energy.

MINIMUM INITIAL INVESTMENT - $1,000

     The Fund's minimum initial investment for regular accounts is $1,000. There
are no subsequent  investment minimums. No initial minimum is required for those
establishing  an Automatic  Investment  Plan.  Additionally,  the Fund and other
Gabelli  Funds are  available  through the  no-transaction  fee programs at many
major brokerage firms.

                                        7

                                     <PAGE>

WWW.GABELLI.COM

     Please visit us on the  Internet.  Our  homepage 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 send us e-mail at [email protected].

IN CONCLUSION

     Yields helped sustain equity income stocks in third quarter 2000's volatile
market. Should market turbulence persist, higher yielding stocks should continue
to attract investors seeking portfolio stability.  As always, we will be focused
on fundamentally attractive companies with good yields and above average capital
appreciation potential.

     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/ SIGNATURE

                                                       MARIO J. GABELLI, CFA
                                                       Portfolio Manager and
                                                       Chief Investment Officer

November 14, 2000

               ----------------------------------------------------
                                TOP TEN HOLDINGS
                               SEPTEMBER 30, 2000
                               ------------------
                Eastern Enterprises        Pharmacia Corp.
                Bestfoods Inc.             Verizon Communications
                BPAmoco plc                Gallaher Group plc
                Texaco Inc.                Deutsche Bank AG
                Exxon Mobil Corp.          Southwest Gas Corp.
               ----------------------------------------------------

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 EQUITY INCOME FUND
PORTFOLIO OF INVESTMENTS -- SEPTEMBER 30, 2000
================================================================================

                                                                 MARKET
     SHARES                                          COST        VALUE
     ------                                          ----        ------
              COMMON STOCKS -- 89.0%
              AEROSPACE -- 2.7%
     20,000   Boeing Co. .....................   $   777,657  $ 1,260,000
      5,000   Lockheed Martin Corp. ..........       104,386      164,800
      8,000   Northrop Grumman Corp. .........       475,662      727,000
      2,000   Raytheon Co., Cl. A ............        49,835       54,750
      6,000   Raytheon Co., Cl. B ............       163,987      170,625
      2,000   Rockwell International Corp. ...        41,530       60,500
                                                 -----------  -----------
                                                   1,613,057    2,437,675
                                                 -----------  -----------
              AUTOMOTIVE -- 0.8%
      4,500   Ford Motor Co. .................        67,417      113,906
      9,401   General Motors Corp. ...........       303,114      611,065
                                                 -----------  -----------
                                                     370,531      724,971
                                                 -----------  -----------
              AUTOMOTIVE: PARTS AND ACCESSORIES -- 2.6%
      4,500   ArvinMeritor Inc. ..............       121,675       66,094
     31,000   Dana Corp. .....................     1,128,173      666,500
      6,000   Ethyl Corp. ....................        43,487        8,625
     25,000   GenCorp Inc. ...................       228,209      203,125
     65,000   Genuine Parts Co. ..............     1,736,448    1,239,062
      2,500   Johnson Controls Inc. ..........       127,000      132,969
      4,000   Tenneco Automotive Inc. ........        37,073       20,750
        589   Visteon Corp.+ .................         2,808        8,909
                                                 -----------  -----------
                                                   3,424,873    2,346,034
                                                 -----------  -----------
              AVIATION: PARTS AND SERVICES -- 2.1%
     25,000   Barnes Group Inc. ..............       449,017      459,375
     17,000   Curtiss-Wright Corp. ...........       249,000      802,187
      9,000   United Technologies Corp. ......       291,667      623,250
                                                 -----------  -----------
                                                     989,684    1,884,812
                                                 -----------  -----------
              BROADCASTING -- 0.1%
     17,000   Granite Broadcasting Corp.+ ....       171,154       78,094
                                                 -----------  -----------
              BUSINESS SERVICES -- 0.3%
      7,000   Donnelley (R.H.) Corp. .........        79,054      147,875
        500   Imation Corp.+ .................         7,150        9,312
      2,000   IMS Health Inc. ................        27,644       41,500
      1,500   Landauer Inc. ..................        25,747       28,275
        100   SYNAVANT Inc.+ .................           564          669
                                                 -----------  -----------
                                                     140,159      227,631
                                                 -----------  -----------
              COMMUNICATIONS EQUIPMENT -- 0.3%
      1,500   Motorola Inc. ..................        13,631       42,375
      3,000   Nortel Networks Corp. ..........       168,188      178,687
                                                 -----------  -----------
                                                     181,819      221,062
                                                 -----------  -----------
              COMPUTER HARDWARE -- 0.1%
        500   International Business
               Machines Corp. ................         6,350       56,250
      4,000   Xerox Corp. ....................        77,586       60,250
                                                 -----------  -----------
                                                      83,936      116,500
                                                 -----------  -----------

                                                                 MARKET
     SHARES                                          COST        VALUE
     ------                                          ----        ------
              CONSUMER PRODUCTS -- 8.9%
      1,000   Avon Products Inc. .............   $    25,237  $    40,875
      4,000   Clorox Co. .....................       143,200      158,250
     37,000   Eastman Kodak Co. ..............     1,702,854    1,512,375
      2,500   Energizer Holdings Inc.+ .......        58,376       61,250
     10,000   Fortune Brands Inc. ............       250,501      265,000
     75,000   Gallaher Group plc, ADR ........     1,614,558    1,743,750
     25,000   Gillette Co. ...................       875,000      771,875
     10,000   Maytag Corp. ...................       328,715      310,625
     28,000   National Presto Industries Inc.      1,094,619      838,250
     37,000   Philip Morris Companies Inc. ...     1,488,412    1,089,187
      1,500   Procter & Gamble Co. ...........        87,731      100,500
      5,000   Ralston Purina Group ...........       101,289      118,437
      3,000   Rothmans Inc. ..................        44,850       33,796
     50,000   Shaw Industries Inc. ...........       930,625      925,000
                                                 -----------  -----------
                                                   8,745,967    7,969,170
                                                 -----------  -----------
              CONSUMER SERVICES -- 0.5%
     30,000   Rollins Inc. ...................       580,657      444,375
                                                 -----------  -----------
              DIVERSIFIED INDUSTRIAL -- 2.8%
      4,000   Cooper Industries Inc. .........       149,354      141,000
     29,000   GATX Corp. .....................       871,144    1,214,375
      3,000   General Electric Co. ...........        23,481      173,062
      7,000   Honeywell Inc. .................       217,510      249,375
      3,000   Minnesota Mining &
               Manufacturing Co. .............       246,962      273,375
     18,000   Thomas Industries Inc. .........       141,892      364,500
      3,000   Trinity Industries Inc. ........        64,670       70,125
                                                 -----------  -----------
                                                   1,715,013    2,485,812
                                                 -----------  -----------
              ELECTRONICS -- 0.6%
     32,000   Thomas & Betts Corp.                   799,205      558,000
                                                 -----------  -----------
              ENERGY AND UTILITIES: ELECTRIC -- 6.0%
      6,600   American Electric
               Power Company Inc. ............       285,550      258,225
     35,000   Conectiv Inc. ..................       655,551      625,625
    105,000   El Paso Electric Co.+ ..........       834,227    1,445,850
     15,000   Florida Progress Corp. .........       657,011      794,062
      7,000   FPL Group Inc. .................       332,337      460,250
     95,000   Niagara Mohawk Holdings Inc. ...     1,010,837    1,496,250
      8,000   St. Joseph Light & Power Co ....       165,598      154,500
      2,000   UIL Holdings Corp. .............        91,287      102,875
                                                 -----------  -----------
                                                   4,032,398    5,337,637
                                                 -----------  -----------
              ENERGY AND UTILITIES: INTEGRATED -- 4.1%
     18,000   Burlington Resources Inc. ......       729,865      662,625
     11,000   CH Energy Group Inc. ...........       402,800      438,625
     22,000   Energy East Corp. ..............       474,584      497,750
     20,000   MCN Energy Group Inc. ..........       486,000      512,500
     26,000   NSTAR ..........................       666,192    1,046,500
      5,000   Public Service Enterprise
               Group Inc. ....................       164,125      223,438

                 See accompanying notes to financial statements.

                                        9

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
PORTFOLIO OF INVESTMENTS (CONTINUED) -- SEPTEMBER 30, 2000
================================================================================

                                                                 MARKET
     SHARES                                          COST        VALUE
     ------                                          ----        ------
              COMMON STOCKS (CONTINUED)
              ENERGY AND UTILITIES: INTEGRATED (CONTINUED)
      5,000   RGS Energy Group Inc. ..........   $   137,423  $   140,938
      3,500   ScottishPower plc, ADR .........       116,914      105,219
                                                 -----------  -----------
                                                   3,177,903    3,627,595
                                                 -----------  -----------
              ENERGY AND UTILITIES: NATURAL GAS -- 8.9%
     55,000   AGL Resources Inc. .............     1,037,471    1,103,437
     68,000   Eastern Enterprises ............     2,397,636    4,339,250
      8,000   KeySpan Corp. ..................       227,186      321,000
      4,000   Peoples Energy Corp. ...........       138,275      133,500
     13,000   Piedmont Natural Gas Co. Inc. ..       428,525      398,125
      5,037   Southern Union Co. .............        77,203       99,796
     75,000   Southwest Gas Corp. ............     1,260,525    1,570,312
                                                 -----------  -----------
                                                   5,566,821    7,965,420
                                                 -----------  -----------
              ENERGY AND UTILITIES: OIL -- 9.3%
     42,000   BP Amoco plc, ADR ..............       930,986    2,226,000
     10,000   Chevron Corp. ..................       312,563      852,500
     12,000   Conoco Inc., Cl. A .............       290,925      313,500
     58,000   ENI SpA ........................       304,221      307,084
     22,000   Exxon Mobil Corp. ..............       642,933    1,960,750
     38,000   Texaco Inc. ....................     1,491,425    1,995,000
      8,759   Total Petroleum of North
               America Ltd., ADR .............       299,550      643,239
                                                 -----------  -----------
                                                   4,272,603    8,298,073
                                                 -----------  -----------
              ENERGY AND UTILITIES: SERVICES -- 0.9%
     16,000   Halliburton Co. ................       335,656      783,000
                                                 -----------  -----------
              ENTERTAINMENT -- 0.2%
      3,000   Viacom Inc., Cl. A+ ............        45,825      175,500
                                                 -----------  -----------
              ENVIRONMENTAL SERVICES -- 0.8%
     40,000   Waste Management Inc. ..........       797,189      697,500
                                                 -----------  -----------
              EQUIPMENT AND SUPPLIES -- 1.6%
      3,000   Caterpillar Inc. ...............        35,181      101,250
     24,000   Deere & Co. ....................       382,225      798,000
      5,000   Ingersoll-Rand Co. .............       161,817      169,375
      1,500   Minerals Technologies Inc. .....        37,938       69,000
     20,000   Smith (A.O.) Corp. .............       433,200      251,250
      1,000   Union Carbide Corp. ............        16,675       37,750
                                                 -----------  -----------
                                                   1,067,036    1,426,625
                                                 -----------  -----------
              FINANCIAL SERVICES -- 13.0%
      5,000   Aegon NV, ADR ..................        89,038      185,625
      3,000   American Express Co. ...........        21,218      182,250
     12,000   Argonaut Group Inc. ............       291,726      210,000
      3,000   Banco Popular Espanol SA .......       122,662       91,993
     18,000   Banco Santander
               Central Hispano SA, ADR .......        64,963      196,875
      2,000   Banco Santiago .................        29,250       39,000



                                                                 MARKET
     SHARES                                          COST        VALUE
     ------                                          ----        ------
      9,052   Bank of America Corp. ..........   $   167,810  $   474,098
     25,000   Bank One Corp. .................       880,584      965,625
      3,000   Banque Nationale de Paris ......       212,719      264,463
     10,000   Block (H&R) Inc. ...............       360,336      370,625
      5,000   Chase Manhattan Corp. ..........       255,354      230,937
     31,000   Commerzbank AG, ADR ............       678,161      919,135
     20,000   Deutsche Bank AG, ADR ..........     1,015,263    1,658,960
      3,000   Dresdner Bank AG, ADR ..........       107,625      130,643
      4,000   Dun & Bradstreet Corp. .........        85,317      137,750
      3,500   Fannie Mae .....................       204,581      250,250
      3,000   Fidelity National Corp. ........        29,520       21,750
     38,000   First Union Corp. ..............     1,520,341    1,223,125
     18,000   Mellon Financial Corp. .........       544,229      834,750
      1,000   Merrill Lynch & Co. Inc. .......        22,900       66,000
      2,000   MONY Group Inc. ................        47,000       79,750
      5,000   Morgan (J.P.) & Co. Inc. .......       309,356      816,875
      3,000   Municipal Mortgage
               & Equity LLC ..................        60,488       63,750
      6,000   Northern Trust Corp. ...........        60,300      533,250
      3,000   Pioneer Group Inc.+ ............        66,204      131,906
      3,000   Schwab (Charles) Corp. .........         7,093      106,500
      7,000   St. Paul Companies Inc. ........       200,538      345,188
     22,000   Sterling Bancorp ...............       389,741      429,000
     12,000   SunTrust Banks Inc. ............       251,737      597,750
      1,500   Waddell & Reed
               Financial Inc., Cl. A .........        22,275       46,500
                                                 -----------  -----------
                                                   8,118,329   11,604,323
                                                 -----------  -----------
              FOOD AND BEVERAGE -- 7.6%
     50,000   Bestfoods Inc. .................     3,433,091    3,637,500
     22,000   Coca-Cola Amatil Ltd., ADR .....       141,363       89,357
      3,000   Coca-Cola Co. ..................       138,025      165,375
      3,000   Corn Products
               International Inc. ............        86,909       68,250
     33,000   Diageo plc, ADR ................     1,257,647    1,165,312
     12,000   Heinz (H.J.) Co. ...............       499,913      444,750
      1,579   Hellenic Bottling Co. SA .......        33,405       20,493
      4,000   Hershey Foods Corp. ............       181,950      216,500
     14,000   Kellogg Co. ....................       414,883      338,625
     10,000   Nabisco Holdings Corp.,
               Cl. A .........................       534,250      537,500
      1,000   Quaker Oats Co. ................        34,175       79,125
                                                 -----------  -----------
                                                   6,755,611    6,762,787
                                                 -----------  -----------
              HEALTH CARE -- 3.3%
      8,000   Aventis SA, ADR ................       395,251      602,500
      3,000   Bristol-Myers Squibb Co. .......       193,463      171,375
      1,000   Glaxo Wellcome plc, ADR ........        54,024       60,437
      2,000   Johnson & Johnson ..............        39,339      187,875
     30,000   Pharmacia Corp. ................     1,060,346    1,805,625
      2,000   SmithKline Beecham plc, ADR ....       127,350      137,250
                                                 -----------  -----------
                                                   1,869,773    2,965,062
                                                 -----------  -----------

                 See accompanying notes to financial statements.

                                       10

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
PORTFOLIO OF INVESTMENTS (CONTINUED) -- SEPTEMBER 30, 2000
================================================================================

                                                                 MARKET
     SHARES                                          COST        VALUE
     ------                                          ----        ------
              COMMON STOCKS (CONTINUED)
              METALS AND MINING -- 0.2%
     15,000   Freeport-McMoRan Copper &
               Gold Inc., Cl. B+ .............   $   272,350  $   132,187
                                                 -----------  -----------
              PAPER AND FOREST PRODUCTS -- 0.4%
     34,000   Pactiv Corp.+ ..................       643,022      380,375
                                                 -----------  -----------
              PUBLISHING -- 1.7%
      4,000   Dow Jones & Co. Inc. ...........       185,428      242,000
      3,000   Harcourt General Inc. ..........       115,638      177,000
      5,000   McGraw-Hill Companies Inc. .....       152,667      317,813
     25,000   Reader's Digest Association
               Inc., Cl. B ...................       692,544      789,063
                                                 -----------  -----------
                                                   1,146,277    1,525,876
                                                 -----------  -----------
              REAL ESTATE -- 0.0%
      2,500   Griffin Land & Nurseries Inc.+ .        11,716       31,563
                                                 -----------  -----------
              RETAIL -- 0.8%
     32,000   Albertson's Inc. ...............       847,801      672,000
      2,000   Sears, Roebuck & Co. ...........        51,242       64,840
                                                 -----------  -----------
                                                     899,043      736,840
                                                 -----------  -----------
              SATELLITE -- 0.1%
      1,500   General Motors Corp., Cl. H+            35,022       55,770
                                                 -----------  -----------
              SPECIALTY CHEMICALS -- 1.1%
      1,200   Celenese AG ....................        16,129       20,550
      2,000   du Pont de Nemours
               (E.I.) & Co. ..................        65,500       82,875
      7,500   Ferro Corp. ....................       138,500      142,969
      8,000   Grace (W.R.) & Co.+ ............        91,915       55,000
     17,000   Great Lakes Chemical Corp. .....       580,815      498,313
      1,500   IMC Global Inc. ................        31,075       21,750
     20,000   Omnova Solutions Inc. ..........       155,815      111,250
                                                 -----------  -----------
                                                   1,079,749      932,707
                                                 -----------  -----------
              TELECOMMUNICATIONS -- 7.2%
      3,000   ALLTEL Corp. ...................       121,588      156,563
      5,477   AT&T Corp. .....................       170,043      160,887
      9,000   BCE Inc. .......................       351,947      210,375
      1,500   British Telecommunications
               plc, ADR ......................        84,309      160,594
     19,000   Cable & Wireless plc, ADR ......       567,936      808,688
     20,000   Citizens Communications Co. ....       194,925      268,750
      7,000   Deutsche Telekom AG, ADR+ ......       149,708      239,750
      1,000   France Telecom SA, ADR .........        34,488      105,250
      4,000   Pacific Century CyberWorks
               Ltd., ADR+ ....................        97,140       44,002
      1,729   Qwest Communications
               International Inc.+ ...........        24,830       83,085
     28,000   SBC Communications Inc. ........       679,813    1,400,000
      1,000   Telecom Italia SpA, ADR ........        31,080      105,000


                                                                 MARKET
     SHARES                                          COST        VALUE
     ------                                          ----        ------
      7,000   Telefonica SA, ADR .............   $    93,609  $   416,063
     13,500   TELUS Corp. ....................       238,092      363,378
      4,500   TELUS Corp., Non-Voting ........        79,364      116,939
     36,388   Verizon Communications .........     1,088,225    1,762,544
                                                 -----------  -----------
                                                   4,007,097    6,401,868
                                                 -----------  -----------
              TOTAL COMMON STOCKS ............    62,949,475   79,334,844
                                                 -----------  -----------
              PREFERRED STOCKS -- 2.9%
              AVIATION: PARTS AND SERVICES -- 0.3%
      2,000   Coltec Capital Trust,
                5.25% Cv. Pfd. ...............        86,000       96,000
      3,000   Coltec Capital Trust,
               5.25% Cv. Pfd. (b) ............       129,000      144,000
                                                 -----------  -----------
                                                     215,000      240,000
                                                 -----------  -----------
              DIVERSIFIED INDUSTRIAL -- 0.0%
      2,000   WHX Corp.,
               $3.75 Cv. Pfd., Ser. B ........        75,038       13,125
                                                 -----------  -----------
              ENTERTAINMENT -- 0.0%
      1,000   Metromedia International
               Group Inc.,
               7.25% Cv. Pfd. ................        35,025       22,750
                                                 -----------  -----------
              EQUIPMENT AND SUPPLIES -- 0.5%
      6,000   Sequa Corp.,
                $5.00 Cv. Pfd. ...............       464,250      462,000
                                                 -----------  -----------
              METALS AND MINING -- 0.1%
      5,000   Freeport-McMoRan Copper
               & Gold Inc.,
               7.00% Cv. Pfd. ................       106,500       62,500
                                                 -----------  -----------
              PAPER AND FOREST PRODUCTS -- 1.0%
     20,000   Sealed Air Corp.,
               $2.00 Cv. Pfd., Ser. A ........       831,527      900,000
                                                 -----------  -----------
              TELECOMMUNICATIONS -- 1.0%
     17,000   Citizens Communications Co.,
               5.00% Cv. Pfd. ................       816,716      922,250
                                                 -----------  -----------
              TOTAL PREFERRED STOCKS .........     2,544,056    2,622,625
                                                 -----------  -----------
  PRINCIPAL
   AMOUNT
   ------
              CORPORATE BONDS -- 3.1%
              AUTOMOTIVE: PARTS AND ACCESSORIES -- 0.6%
 $1,000,000   Standard Motor Products Inc.,
               Sub. Deb. Cv.
               6.75%, 07/15/09 ...............       797,953      515,000
                                                 -----------  -----------
              BUSINESS SERVICES -- 0.1%
    100,000   BBN Corp., Sub. Deb. Cv.
               6.00%, 04/01/12 (a) ...........        97,242       96,750
                                                 -----------  -----------

                 See accompanying notes to financial statements.

                                       11

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
PORTFOLIO OF INVESTMENTS (CONTINUED) -- SEPTEMBER 30, 2000
================================================================================

  PRINCIPAL                                                      MARKET
   AMOUNT                                            COST        VALUE
  ---------                                          ----        ------
              CORPORATE BONDS (CONTINUED)
              CONSUMER PRODUCTS -- 0.2%
 $2,100,000   Pillowtex Corp.,
               Sub. Deb. Cv.
               6.00%, 03/15/12 ...............   $   821,611  $   189,000
                                                 -----------  -----------
              ENTERTAINMENT -- 0.2%
    150,000   USA Networks Inc.,
               Sub. Deb. Cv.
               7.00%, 07/01/03 ...............       139,431      149,813
                                                 -----------  -----------
              EQUIPMENT AND SUPPLIES -- 1.3%
  1,200,000   Mark IV Industries Inc.,
               Sub. Deb. Cv.
               4.75%, 11/01/04 ...............     1,040,019    1,194,000
                                                 -----------  -----------
              HOTELS AND GAMING -- 0.4%
    400,000   Hilton Hotels Corp.,
               Sub. Deb. Cv.
               5.00%, 05/15/06 ...............       346,446      337,500
                                                 -----------  -----------
              PUBLISHING -- 0.3%
    100,000   News America Holdings Inc.,
               Sub. Deb. Cv.
               Zero Coupon, 03/31/97 .........        89,256      240,625
                                                 -----------  -----------
              TOTAL CORPORATE BONDS                3,331,958    2,722,688
                                                 -----------  -----------
              U.S. GOVERNMENT OBLIGATIONS -- 5.6%
  5,080,000   U S Treasury Bills,
               6.12% to 6.46%++,
               due 10/05/00 to 12/28/00 ......     5,025,062    5,024,711
                                                 -----------  -----------


  PRINCIPAL                                                      MARKET
   AMOUNT                                            COST        VALUE
  ---------                                          ----        ------
              TOTAL
               INVESTMENTS -- 100.6%             $73,850,551  $89,704,868
                                                 ===========
              OTHER ASSETS AND
               LIABILITIES (NET) -- (0.6%) .................    (540,734)
                                                              -----------
              NET ASSETS -- 100.0%
               (5,464,219 shares outstanding) ..............  $89,164,134
                                                              ===========
--------------
              For Federal tax purposes:
              Aggregate cost ...............................  $73,874,143
                                                              ===========
              Gross unrealized appreciation ................  $21,638,730
              Gross unrealized depreciation ................   (5,808,005)
                                                              ===========
              Net unrealized appreciation ..................  $15,830,725
                                                              ===========
--------------
(a)   Security  fair  valued  under  procedures  established  by  the  Board  of
      Directors.
(b)   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
      September 30, 2000, the market value of Rule 144A  securities  amounted to
      $144,000 or 0.2% of total net assets.
+     Non-income producing security.
++    Represents annualized yield at date of purchase.
ADR - American Depositary Receipt.

                 See accompanying notes to financial statements.

                                       12

                                     <PAGE>

                         THE GABELLI EQUITY INCOME FUND

STATEMENT OF ASSETS AND LIABILITIES
SEPTEMBER 30, 2000
================================================================================
ASSETS:
   Investments, at value
     (Cost $73,850,551) ..................   $89,704,868
   Cash ..................................         1,495
   Dividends and interest receivable .....       285,561
   Receivable for investments sold .......       489,800
   Receivable for capital shares sold ....       110,201
                                             -----------
   TOTAL ASSETS ..........................    90,591,925
                                             -----------
LIABILITIES:
   Payable for investments purchased .....     1,028,457
   Payable for capital shares redeemed ...       189,101
   Payable for investment advisory fees ..        72,382
   Payable for distribution fees .........        18,096
   Payable to custodian ..................        26,690
   Other accrued expenses ................        93,065
                                             -----------
   TOTAL LIABILITIES                           1,427,791
                                             -----------
   NET ASSETS applicable to 5,453,837
     shares outstanding ..................   $89,164,134
                                             ===========
NET ASSETS CONSIST OF:
   Capital stock, at par value ...........   $     5,454
   Additional paid-in capital ............    61,948,618
   Accumulated net investment income .....       581,037
   Accumulated net realized gain
     on investments and foreign
     currency transactions ...............    10,774,495
   Net unrealized appreciation on
     investments and foreign
     currency transactions ...............    15,854,530
                                             -----------
   TOTAL NET ASSETS ......................   $89,164,134
                                             ===========
   NET ASSET VALUE, offering and redemption
     price per share ($89,164,134
     [DIVIDE] 5,453,837 shares outstanding;
     unlimited number of shares authorized
     of $0.001 par value) ................        $16.35
                                                  ======

STATEMENT OF OPERATIONS
FOR THE YEAR ENDED SEPTEMBER 30, 2000
================================================================================
INVESTMENT INCOME:
   Dividends (net of foreign taxes
     of $10,581) .........................    $3,365,123
   Interest ..............................       534,925
                                             -----------
   TOTAL INVESTMENT INCOME                     3,900,048
                                             -----------
EXPENSES:
   Investment advisory fees ..............       864,523
   Distribution fees .....................       216,131
   Shareholder services fees .............       125,307
   Shareholder communications expenses ...        70,982
   Legal and audit fees ..................        42,132
   Interest expense ......................        40,793
   Custodian fees ........................        31,921
   Registration fees .....................        20,250
   Directors' fees .......................        14,706
   Miscellaneous expenses ................         8,434
                                             -----------
   TOTAL EXPENSES ........................     1,435,179
                                             -----------
   NET INVESTMENT INCOME .................     2,464,869
                                             -----------
NET REALIZED AND UNREALIZED GAIN
   ON INVESTMENTS:
   Net realized gain on investments
     and foreign currency transactions        11,150,052
   Net change in unrealized appreciation
     on investments and foreign currency
     transactions                             (6,657,007)
                                             -----------
   NET REALIZED AND UNREALIZED GAIN
     ON INVESTMENTS AND FOREIGN CURRENCY
     TRANSACTIONS                              4,493,045
                                             -----------
   NET INCREASE IN NET ASSETS RESULTING
     FROM OPERATIONS                         $ 6,957,914
                                             ===========

STATEMENT OF CHANGES IN NET ASSETS
================================================================================

<TABLE>
<CAPTION>
                                                                                   YEAR ENDED           YEAR ENDED
                                                                               SEPTEMBER 30, 2000   SEPTEMBER 30, 1999
                                                                               ------------------   ------------------
<S>                                                                              <C>                  <C>
OPERATIONS:
  Net investment income .....................................................    $  2,464,869         $  1,145,633
  Net realized gain on investments and foreign currency transactions ........      11,150,052           10,754,249
  Net change in unrealized appreciation (depreciation) on investments
    and foreign currency transactions .......................................      (6,657,007)           3,127,043
                                                                                 ------------         ------------
  NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ......................       6,957,914           15,026,925
                                                                                 ------------         ------------
DISTRIBUTIONS TO SHAREHOLDERS:
  Net investment income .....................................................      (1,912,955)          (1,106,687)
  Net realized gain on investments ..........................................     (10,705,825)          (5,973,881)
                                                                                 ------------         ------------
  TOTAL DISTRIBUTIONS TO SHAREHOLDERS .......................................     (12,618,780)          (7,080,568)
                                                                                 ------------         ------------
CAPITAL SHARE TRANSACTIONS:
  Net increase in net assets from capital share transactions ................       2,714,138            4,495,622
                                                                                 ------------         ------------
  NET INCREASE (DECREASE) IN NET ASSETS .....................................      (2,946,728)          12,441,979
NET ASSETS:
  Beginning of period .......................................................      92,110,862           79,668,883
                                                                                 ------------         ------------
  End of period (Including undistributed net investment income of
    $581,037 and $33,249, respectively) .....................................    $ 89,164,134         $ 92,110,862
                                                                                 ============         ============
</TABLE>

                 See accompanying notes to financial statements.

                                       13

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
NOTES TO FINANCIAL STATEMENTS
================================================================================

1.  ORGANIZATION.  The  Gabelli  Equity  Income Fund (the  "Fund"),  a series of
Gabelli Equity Series Funds, Inc. (the "Corporation"), was organized on July 25,
1991 as a Maryland corporation.  The Fund is a diversified,  open-end management
investment  company  registered  under the  Investment  Company Act of 1940,  as
amended  (the  "1940  Act"),  and  one  of  two  separately  managed  portfolios
(collectively,  the  "Portfolios") of the  Corporation,  each with four separate
classes of shares known as Class AAA,  Class A, Class B and Class C.  Currently,
only Class AAA Shares are offered to the public. The Fund's primary objective is
to seek a high  level of total  return  with an  emphasis  on  income.  The Fund
commenced investment operations on January 2, 1992.

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,  except for open short  positions,  which are
valued at the last  asked  price).  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 Directors. Short term debt securities with remaining maturities of 60 days or
less are valued at amortized cost, unless the Directors  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  Directors.  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. Options
are valued at the last sale price on the  exchange on which they are listed.  If
no sales of such options  have taken place that day,  they will be valued at the
mean between their closing bid and asked prices.

REPURCHASE  AGREEMENTS.  The Fund may  enter  into  repurchase  agreements  with
primary  government  securities dealers recognized by the Federal Reserve Board,
with member banks of the Federal Reserve System or with other brokers or dealers
that meet credit guidelines established by the Adviser and reviewed by the Board
of Directors.  Under the terms of a typical repurchase agreement, the Fund takes
possession  of an  underlying  debt  obligation  subject to an obligation of the
seller to repurchase,  and the Fund to resell,  the obligation at an agreed-upon
price and time, thereby  determining the yield during the Fund's holding period.
The Fund will always receive and maintain  securities as collateral whose market
value, including accrued interest,  will be at least equal to 100% of the dollar
amount  invested by the Fund in each  agreement.  The Fund will make payment for
such  securities  only upon  physical  delivery  or upon  evidence of book entry
transfer of the collateral to the account of

                                       14

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
================================================================================

the  custodian.  To the  extent  that any  repurchase  transaction  exceeds  one
business day, the value of the collateral is  marked-to-market  on a daily basis
to maintain the adequacy of the collateral. If the seller defaults and the value
of the  collateral  declines or if bankruptcy  proceedings  are  commenced  with
respect to the seller of the security, realization of the collateral by the Fund
may be delayed or limited.

FUTURES  CONTRACTS.  The Fund may engage in futures contracts for the purpose of
hedging  against  changes in the value of its  portfolio  securities  and in the
value of  securities  it  intends  to  purchase.  Upon  entering  into a futures
contract,  the Fund is required to deposit  with the broker an amount of cash or
cash equivalents equal to a certain  percentage of the contract amount.  This is
known as the "initial margin". Subsequent payments ("variation margin") are made
or  received by the Fund each day,  depending  on the daily  fluctuation  of the
value of the  contract.  The daily  changes  in the  contract  are  included  in
unrealized gains or losses. The Fund recognizes a realized gain or loss when the
contract is closed. At September 30, 2000, there were no open futures contracts.

There are several  risks in  connection  with the use of futures  contracts as a
hedging device.  The change in value of future contracts  primarily  corresponds
with the value of their underlying instruments, which may not correlate with the
change in value of the hedged investments.  In addition,  there is the risk that
the Fund may not be able to  enter  into a  closing  transaction  because  of an
illiquid secondary market.

FORWARD  FOREIGN  EXCHANGE  CONTRACTS.  The Fund may engage in  forward  foreign
exchange contracts for hedging a specific transaction with respect to either the
currency in which the  transaction is denominated or another  currency as deemed
appropriate by the Adviser. Forward foreign exchange contracts are valued at the
forward  rate and are  marked-to-market  daily.  The  change in market  value is
included in  unrealized  appreciation/depreciation  on  investments  and foreign
currency transactions.  When the contract is closed, the Fund records a realized
gain or loss equal to the  difference  between the value of the  contract at the
time it was opened and the value at the time it was closed.

The use of forward foreign exchange contracts does not eliminate fluctuations in
the underlying prices of the Fund's portfolio securities,  but it does establish
a rate of exchange that can be achieved in the future.  Although forward foreign
exchange  contracts  limit the risk of loss due to a decline in the value of the
hedged currency, they also limit any potential gain that might result should the
value of the currency increase. In addition,  the Fund could be exposed to risks
if the  counterparties  to the  contracts  are unable to meet the terms of their
contracts.

FOREIGN CURRENCY  TRANSLATION.  The books and records of the Fund are maintained
in United States  (U.S.)  dollars.  Foreign  currencies,  investments  and other
assets and liabilities  are translated  into U.S.  dollars at the exchange rates
prevailing  at the end of the  period,  and  purchases  and sales of  investment
securities,  income and expenses are translated at the exchange rate  prevailing
on the respective dates of such transactions. Unrealized gains and losses, which
result from changes in foreign exchange rates and/or changes in market prices of
securities,  have  been  included  in  unrealized  appreciation/depreciation  on
investments and foreign  currency  transactions.  Net realized  foreign currency
gains and losses  resulting  from  changes in  exchange  rates  include  foreign
currency gains and losses  between trade date and settlement  date on investment
securities  transactions,  foreign  currency  transactions  and  the  difference
between the amounts of interest and dividends

                                       15

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
================================================================================

recorded on the books of the Fund and the amounts actually received. The portion
of foreign  currency  gains and losses  related to fluctuation in exchange rates
between the  initial  trade date and  subsequent  sale trade date is included in
realized gain/(loss) on investments.

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.

For the year ended September 30, 2000,  reclassifications  were made to decrease
accumulated  undistributed  net investment  income for $4,126 with an offsetting
adjustment to accumulated net realized gain on investments and foreign  currency
transactions.

EXPENSES.  Certain  administrative  expenses are common to, and allocated among,
the  Portfolios.  Such  allocations  are made on the  basis of each  Portfolio's
average  net  assets  or other  criteria  directly  affecting  the  expenses  as
determined by the Adviser.

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.

Dividends and interest from non-U.S.  sources received by the Fund are generally
subject  to  non-U.S.  withholding  taxes  at  rates  ranging  up to  30%.  Such
withholding  taxes may be reduced or  eliminated  under the terms of  applicable
U.S. income tax treaties, and the Fund intends to undertake any procedural steps
required to claim the benefits of such treaties.

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 Directors of the Fund who are its affiliates.

4.  DISTRIBUTION  PLAN. The Fund's Board of Directors has adopted a distribution
plan (the "Plan")  pursuant to Rule 12b-1 under the 1940 Act. For the year ended
September 30, 2000,  the Fund incurred  distribution  costs payable to Gabelli &
Company,  Inc.,  an affiliate of the Adviser,  of $216,131,  or 0.25% of average
daily net  assets,  the annual  limitation  under the Plan.  Such  payments  are
accrued daily and paid monthly.

                                       16

                                     <PAGE>


THE GABELLI EQUITY INCOME FUND
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
================================================================================

5.  PORTFOLIO  SECURITIES.  Purchases and sales of securities for the year ended
September 30, 2000, other than short term securities, aggregated $28,071,854 and
$36,845,444, respectively.

6. TRANSACTIONS  WITH AFFILIATES.  During the year ended September 30, 2000, the
Fund paid brokerage  commissions  of $51,451 to Gabelli & Company,  Inc. and its
affiliates.

7. LINE OF CREDIT.  The Fund has access to an unsecured  line of credit 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 outstanding at September 30, 2000.

The  average  daily  amount of  borrowings  outstanding  within  the year  ended
September 30, 2000 was $486,486,  with a related  weighted average interest rate
of  6.49%.  The  maximum  amount  borrowed  at any time  during  the year  ended
September 30, 2000 was $2,760,000.

8. CAPITAL STOCK  TRANSACTIONS.  Transactions in shares of capital stock were as
follows:

<TABLE>
<CAPTION>
                                                              YEAR ENDED                        YEAR ENDED
                                                          SEPTEMBER 30, 2000                SEPTEMBER 30, 1999
                                                     ----------------------------      ----------------------------
                                                        SHARES          AMOUNT            SHARES           AMOUNT
                                                     ----------     -------------      ----------      ------------
<S>                                                   <C>           <C>                 <C>            <C>
Shares sold .......................................   1,517,814     $  24,616,947       1,118,588      $ 19,506,816
Shares issued upon reinvestment of dividends ......     766,485        11,879,558         408,295         6,723,027
Shares redeemed ...................................  (2,071,326)      (33,782,367)     (1,274,350)      (21,734,221)
                                                     ----------     -------------      ----------      ------------
    Net increase ..................................     212,973     $   2,714,138         252,533      $  4,495,622
                                                     ==========     =============      ==========      ============
</TABLE>

                                       17

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
FINANCIAL HIGHLIGHTS
================================================================================

Selected data for a share of capital stock outstanding throughout each period:

<TABLE>
<CAPTION>
                                                                               YEAR ENDED SEPTEMBER 30,
                                                     -----------------------------------------------------------------------------
                                                      2000              1999             1998             1997              1996
                                                     -------           -------          -------          -------           -------
<S>                                                  <C>               <C>              <C>              <C>               <C>
OPERATING PERFORMANCE:
   Net asset value, beginning of period .......      $ 17.58           $ 15.97          $ 17.39          $ 13.81           $ 12.65
                                                     -------           -------          -------          -------           -------
   Net investment income ......................         0.46              0.23             0.22             0.22              0.28
   Net realized and unrealized gain
     on investments ...........................         0.81              2.82             0.29             4.28              1.76
                                                     -------           -------          -------          -------           -------
   Total from investment operations ...........         1.27              3.05             0.51             4.50              2.04
                                                     -------           -------          -------          -------           -------
DISTRIBUTIONS TO SHAREHOLDERS:
   Net investment income ......................        (0.36)            (0.22)           (0.26)           (0.22)            (0.28)
   In excess of net investment income .........           --                --               --               --             (0.01)
   Net realized gain on investments ...........        (2.14)            (1.22)           (1.67)           (0.70)            (0.59)
                                                     -------           -------          -------          -------           -------
   Total distributions ........................        (2.50)            (1.44)           (1.93)           (0.92)            (0.88)
                                                     -------           -------          -------          -------           -------
   NET ASSET VALUE, END OF PERIOD .............      $ 16.35           $ 17.58          $ 15.97          $ 17.39            $13.81
                                                     =======           =======          =======          =======           =======
   Total return+ ..............................        8.41%            19.82%            2.98%           33.98%            16.69%
                                                     =======           =======          =======          =======           =======
RATIOS TO AVERAGE NET ASSETS AND
   SUPPLEMENTAL DATA:
   Net assets, end of period (in 000's) .......      $89,164           $92,111          $79,669          $73,730           $57,006
   Ratio of net investment income
     to average net assets ....................        2.85%             1.32%            1.27%            1.42%             1.99%
   Ratio of operating expenses
     to average net assets (a) ................        1.66%             1.60%            1.64%            1.78%             1.93%
   Portfolio turnover rate ....................          33%               39%              35%              43%               20%

----------
<FN>
+   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.
(a) The Fund incurred  interest  expense during the fiscal year ended  September
    30, 2000. If interest expense had not been incurred,  the ratio of operating
    expenses to average net assets would have been 1.61%.
</FN>
</TABLE>

                 See accompanying notes to financial statements.

                                       18

                                     <PAGE>

THE GABELLI EQUITY INCOME FUND
REPORT OF ERNST & YOUNG LLP, INDEPENDENT AUDITORS
================================================================================

To the Shareholders and Board of Directors of
The Gabelli Equity Income Fund

We have audited the accompanying statement of assets and liabilities,  including
the portfolio of investments,  of The Gabelli Equity Income Fund (the "Fund") (a
series of Gabelli  Equity Series Funds,  Inc.) as of September 30, 2000, and the
related  statement  of  operations  for the year then ended,  the  statement  of
changes in net assets  for the each of the two years in the period  then  ended,
and the financial  highlights for the five years in the period then ended. These
financial  statements  and financial  highlights are the  responsibility  of the
Fund's  management.  Our  responsibility  is to  express  an  opinion  on  these
financial statements and financial highlights based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain  reasonable  assurance  about  whether the  financial  statements  and
financial  highlights  are free of  material  misstatement.  An  audit  includes
examining,  on a test basis,  evidence supporting the amounts and disclosures in
the financial  statements  and financial  highlights.  Our  procedures  included
confirmation of securities owned as of September 30, 2000 by correspondence with
the  custodian  and brokers,  or other  appropriate  auditing  procedures  where
replies from brokers were not  received.  An audit also  includes  assessing the
accounting principles used and significant estimates made by management, as well
as evaluating the overall financial statement presentation.  We believe that our
audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above present fairly, in all material  respects,  the financial  position of The
Gabelli  Equity Income Fund at September 30, 2000, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period  then ended,  and the  financial  highlights  for each of the five
years in the  period  then  ended,  in  conformity  with  accounting  principles
generally accepted in the United States.

                                                 /S/ SIGNATURE ERNST & YOUNG LLP
New York, New York
November 3, 2000

--------------------------------------------------------------------------------
                   2000 TAX NOTICE TO SHAREHOLDERS (Unaudited)

For the fiscal year ended  September  30,  2000,  the Fund paid to  shareholders
ordinary  income  dividends  (comprised of net investment  income and short term
capital  gains)  totaling  $0.581 per share and long term capital gains totaling
$1.926 per share.  For the fiscal year ended  September 30, 2000,  70.48% of the
ordinary income dividend qualifies for the dividend received deduction available
to corporations.

U.S. GOVERNMENT INCOME:

The  percentage of the ordinary  income  dividend paid by the Fund during fiscal
year 2000 which was derived from U.S. Treasury securities was 2.80%. Such income
is  exempt  from  state  and  local tax in all  states.  However,  many  states,
including  New York and  California,  allow a tax exemption for a portion of the
income  earned only if a mutual fund has  invested at least 50% of its assets at
the end of each quarter of the Fund's fiscal year in U.S. Government securities.
The Gabelli Equity Income Fund did not meet this strict requirement in 2000. Due
to the diversity in state and local tax law, it is recommended  that you consult
your personal tax advisor as to the applicability of the information provided to
your specific situation.
--------------------------------------------------------------------------------
                                       19

                                     <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           Robert J. Morrissey
CHAIRMAN AND CHIEF              ATTORNEY-AT-LAW
INVESTMENT OFFICER              MORRISSEY, HAWKINS & LYNCH
GABELLI ASSET MANAGEMENT INC.

Felix J. Christiana             Karl Otto Pohl
FORMER SENIOR VICE PRESIDENT    FORMER PRESIDENT
DOLLAR DRY DOCK SAVINGS BANK    DEUTSCHE BUNDESBANK

Anthony J. Colavita             Anthony R. Pustorino
ATTORNEY-AT-LAW                 CERTIFIED PUBLIC ACCOUNTANT
ANTHONY J. COLAVITA, P.C.       PROFESSOR, PACE UNIVERSITY

Vincent D. Enright              Anthonie C. van Ekris
FORMER SENIOR VICE PRESIDENT    MANAGING DIRECTOR
AND CHIEF FINANCIAL OFFICER     BALMAC INTERNATIONAL, INC.
KEYSPAN ENERGY CORP.

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

                          OFFICERS
Mario J. Gabelli, CFA           Bruce N. Alpert
PRESIDENT AND CHIEF             VICE PRESIDENT AND TREASURER
INVESTMENT OFFICER

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 Equity Income Fund. It is not authorized for distribution to prospective
investors unless preceded or accompanied by an effective prospectus.
--------------------------------------------------------------------------------
GAB444Q300SR

                       [Photo of Mario J.Gabelli omitted]

                        THE
                        GABELLI
                        EQUITY
                        INCOME
                        FUND

                                                                   ANNUAL REPORT
                                                              SEPTEMBER 30, 2000


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