<PAGE>
LETTER TO SHAREHOLDERS
Dear Shareholder,
This Semi-Annual Report covers the six months ended March 31, 1997. We are
pleased to report that, during this period, the total return of the Fund was
8.35%* compared to a decrease of 0.24% for the Russell 2000 Index and an
increase of 11.24% for the broader-based, larger capitalized S&P 500 Index.
These returns reflect reinvestment of all dividends and distributions for the
period.
During this period, 56c per share in long-term capital gains were distributed
on December 13, 1996 to shareholders of record, December 12, 1996. The net
assets of the Fund grew 23% to $13,303,848 and the number of shareholders
increased 8% to 1,135. Our state registration efforts were completed during
this period as the Fund is now registered in all 50 states as well as the
District of Columbia. Four additional brokerage firms signed dealer agreements
during this term bringing our dealer network to 62.
For the three months ended March 31, 1997, the Fund continued to exhibit its
defensive posture as its net asset value decreased 0.98%*, outperforming the
Russell 2000 Index which decreased 5.17%. The S&P 500 Index increased 2.68% for
this three month period, demonstrating continued strength in large-cap stocks.
During the majority of the past six months, the stock market was fueled by
moderate economic growth, low inflation and good corporate earnings reports.
However, by February, investors began to focus on a quarter point preemptive
rate increase by the Federal Reserve System which was effected in late March.
What investors did not expect was the release of continuing strong governmental
economic statistics, suggesting additional increases in interest rates. This
stream of strong economic data has continued into the start of the second
calendar quarter. We expect these rate increases to create an environment of
controlled growth with low inflation which should result in a market
correction, not recession, as investor expectations are lowered.
This scenario, however, should not be adversarial to our value driven
investment strategy which buys stocks of unknown (spin-offs) and out of favor
(below book-value, out of bankruptcy) companies, with sound fundamentals and
motivated managements. In times of extreme market volatility, uncertainty, and
downward bias, the stocks fitting our investment approach should not be as
vulnerable to the selling pressure directed toward the momentum stocks which
have led the market to its recent levels.
An example of continuing opportunities within our strategy is exhibited by
our second largest equity holding, MotivePower Industries. We entered our third
fiscal year, October, 1996, by purchasing shares of this leader in the
engineering, remanufacturing and fleet maintenance segments of the locomotive
industry. Formerly MK Rail and a wholly owned subsidiary of Morrison Knudsen
Corp., MotivePower emerged from the bankruptcy settlement provisions for
Morrison Knudsen. Since then the company has been in turnaround and is
positioned to expand on its new efficiency, motivated management, and
opportunities within the rail industry. The shares we started buying last
October have increased approximately 48%.
Although expecting continued market volatility causing investor uneasiness,
we remain securely positioned and committed to our value driven, low
expectation, investment discipline, which buys stocks either discarded or
ignored by the general investing public.
Sincerely yours,
LOGO
John L. Keeley, Jr.
President
*Performance return does not reflect deduction of 4.5% maximum up-front sales
charge.
<PAGE>
Index Comparison
Quarterly Comparison of a Hypothetical $10,000 Investment
in the KSCVF*, S&P 500** and Russell 2000**
<TABLE>
<CAPTION>
RUSSELL
Measurement Period KSCVF* S&P 500** 2000**
- ------------------ ---------- --------- ----------
<S> <C> <C> <C>
10/1/93 $10,000 $10,000 $10,000
DEC 1993 $ 9,980.9 $10,231.85 $10,262.39
MAR 1994 $ 9,617.96 $ 9,843.85 $ 9,990.06
JUN 1994 $ 9,235.91 $ 9,885.28 $ 9,601
SEP 1994 $ 9,799.43 $10,368.6 $10,267.48
DEC 1994 $ 9,111.75 $10,366.89 $10,075.45
MAR 1995 $10,066.86 $11,376.27 $10,539.96
JUN 1995 $10,850.05 $12,462.28 $11,527.93
SEP 1995 $11,957.98 $13,452.66 $12,666.45
DEC 1995 $12,070.25 $14,262.56 $12,940.93
MAR 1996 $13,180.6 $15,028.09 $13,601.15
JUN 1996 $13,592.2 $15,702.49 $14,281.58
SEP 1996 $13,898.5 $16,187.93 $14,329.94
DEC 1996 $15,207.35 $17,537.35 $15,075.45
MAR 1997 $15,058.35 $18,007.44 $14,295.78
</TABLE>
Average total returns***
for periods ended March 31, 1997
<TABLE>
<CAPTION>
12 MOS ENDED SINCE INCEPTION
3/31/97 10/1/93 TO 3/31/97
------------ ------------------
<S> <C> <C>
KSCVF +14.25% +13.90%
KSCVF (includes
max 4 1/2%
front-end load) +9.10% +12.41%
S&P 500 +19.83% +18.30%
Russell 2000 +5.10% +10.75%
</TABLE>
* Performance graph includes deduction of the 4 1/2% front end load.
** S&P 500 and Russell 2000 returns are calculated with reinvested dividends
and assumes no transaction costs.
***PERFORMANCE DATA quoted represents past performance which is not predictive
of future performance. The investment return and principal value of shares
will fluctuate and when redeemed, may be worth more or less than their
original cost.
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
STATEMENT OF ASSETS AND LIABILITIES
MARCH 31, 1997
(UNAUDITED)
<TABLE>
<S> <C>
ASSETS:
Investments at value (cost $10,241,931) $13,333,234
Cash 1,759
Receivables for shares issued 2,189
Dividends and interest receivable 4,484
Prepaid expenses 10,895
Organization costs, net of accumulated amortization 6,729
-----------
Total Assets 13,359,290
-----------
LIABILITIES:
Payable to Adviser 10,470
Payable for securities purchased 16,675
Payables for shares redeemed 3,477
Other accrued expenses 24,820
-----------
Total Liabilities 55,442
-----------
NET ASSETS $13,303,848
===========
NET ASSETS CONSIST OF:
Capital stock $9,874,479
Accumulated net realized gain on investments 338,066
Unrealized net appreciation on investments 3,091,303
-----------
TOTAL NET ASSETS $13,303,848
===========
CAPITAL STOCK, $0.01 PAR VALUE
Authorized 10,000,000
Issued and outstanding 877,277
NET ASSET VALUE AND REDEMPTION PRICE PER SHARE $15.16
===========
OFFERING PRICE PER SHARE $15.87
===========
</TABLE>
See notes to the financial statements.
KEELEY SMALL CAP VALUE FUND, INC.
STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED MARCH 31, 1997
(UNAUDITED)
<TABLE>
<S> <C>
INVESTMENT INCOME:
Dividend income $ 54,012
Interest income 2,584
--------
56,596
--------
EXPENSES:
Investment advisory fees 62,132
Administration fees 19,197
12b-1 fees 15,533
Transfer agent fees and expenses 15,388
Professional fees 13,080
Fund accounting fees 11,653
Federal and state registration fees 8,657
Reports to shareholders 5,785
Directors' fees 3,463
Custody fees 3,148
Amortization of organization costs 2,232
Other 1,262
--------
Total expenses before waiver 161,530
Waiver of fees (6,243)
--------
Net expenses 155,287
--------
Net investment loss (98,691)
--------
REALIZED AND UNREALIZED GAINS:
Net realized gain on investments 374,349
Increase in unrealized appreciation on investments 616,236
--------
Net gain on investments 990,585
--------
NET INCREASE IN NET ASSETS
RESULTING FROM OPERATIONS $891,894
========
</TABLE>
See notes to the financial statements.
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
STATEMENTS OF CHANGES IN NET ASSETS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED YEAR ENDED
MARCH 31, 1997 SEPTEMBER 30, 1996
---------------- ------------------
<S> <C> <C>
OPERATIONS:
Net investment loss $ (98,691) $ (147,085)
Net realized gain on investments 374,349 451,325
Increase in unrealized appreciation on
investments 616,236 1,090,906
----------- -----------
Net increase in net assets resulting from
operations 891,894 1,395,146
----------- -----------
DISTRIBUTIONS:
Net realized gains (427,349) (17,153)
----------- -----------
CAPITAL STOCK TRANSACTIONS:
Proceeds from 128,762 and 194,103 shares
issued, respectively 1,988,868 2,587,358
Proceeds from 28,064 and 1,327 shares of
distributions reinvested, respectively 413,943 16,410
Cost of 24,508 and 58,634 shares redeemed,
respectively (378,812) (782,791)
----------- -----------
Net increase from capital stock
transactions 2,023,999 1,820,977
----------- -----------
TOTAL INCREASE IN NET ASSETS 2,488,544 3,198,970
NET ASSETS:
Beginning of period 10,815,304 7,616,334
----------- -----------
End of period $13,303,848 $10,815,304
=========== ===========
</TABLE>
See notes to the financial statements.
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
FINANCIAL HIGHLIGHTS
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED YEAR ENDED YEAR ENDED YEAR ENDED
MARCH 31, 1997 SEPTEMBER 30, 1996 SEPTEMBER 30, 1995 SEPTEMBER 30, 1994 (1)
---------------- ------------------ ------------------ ----------------------
<S> <C> <C> <C> <C>
NET ASSET VALUE,
BEGINNING OF PERIOD $ 14.52 $ 12.52 $ 10.26 $ 10.00
INCOME FROM INVESTMENT
OPERATIONS:
Net investment loss (0.11) (0.19) (0.13) (0.06)
Net realized and
unrealized gains on
investments 1.31 2.22 2.39 0.32
----------- ----------- ---------- ----------
TOTAL FROM INVESTMENT
OPERATIONS 1.20 2.03 2.26 0.26
----------- ----------- ---------- ----------
LESS DISTRIBUTIONS:
Net realized gains (0.56) (0.03) -- --
----------- ----------- ---------- ----------
NET ASSET VALUE, END OF
PERIOD $ 15.16 $ 14.52 $ 12.52 $ 10.26
=========== =========== ========== ==========
TOTAL RETURN (2) (3) 8.35% 16.23% 22.03% 2.60%
SUPPLEMENTAL DATA AND
RATIOS:
Net assets, end of
period $13,303,848 $10,815,304 $7,616,334 $4,502,664
Ratio of net expenses to
average net
assets (4) (5) 2.50% 2.50% 2.50% 2.49%
Ratio of net investment
loss to average net
assets (4) (5) (1.59)% (1.61)% (1.46)% (0.96)%
Portfolio turnover rate
(3) 20.30% 52.43% 70.59% 63.20%
Average commission rate
paid on portfolio
investment transactions $ 0.0500 $ 0.0501 N/A N/A
</TABLE>
(1) The Fund commenced operations on October 1, 1993.
(2) The total return calculation does not reflect the 4.50% sales load imposed
on the purchase of shares.
(3) Not annualized for the six months ended March 31, 1997.
(4) Annualized for the six months ended March 31, 1997.
(5) Without fees waived, the ratio of net expenses to average net assets would
be 2.60%, 2.94%, 3.94%, and 5.98%, respectively, and the ratio of net
investment loss to average net assets would be (1.69)%, (2.05)%, (2.90)%,
and (4.45)%, respectively.
See notes to the financial statements.
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
SCHEDULE OF INVESTMENTS
MARCH 31, 1997
(UNAUDITED)
<TABLE>
<CAPTION>
NUMBER
OF SHARES VALUE
--------- -----------
<C> <S> <C> <C>
COMMON STOCK 96.04%
BUILDING MATERIALS 1.11%
7,500 Nortek, Inc.* $ 147,188
-----------
BUSINESS SERVICE 0.90%
7,500 Viad Corp. 120,000
-----------
CHEMICALS 1.22%
10,000 AG Services of America, Inc.* 162,500
-----------
COMMUNICATIONS AND MEDIA 9.58%
6,500 360 Communications Co.* 112,125
9,000 Ackerley Group, Inc. 118,125
17,000 Anacomp, Inc.* 187,000
4,500 Associated Group, Inc. Class A* 169,875
7,000 Cox Communications, Inc. Class A* 144,375
4,500 GC Companies, Inc.* 176,625
11,500 Granite Broadcasting Corp.* 110,687
3,500 Lin Television Corp.* 126,875
4,500 Telemundo Group, Inc. Class A* 128,813
-----------
1,274,500
-----------
CONSUMER SERVICE 2.18%
9,000 Coinmach Laundry Corp.* 144,000
3,000 Pittway Corp. Class A 145,500
-----------
289,500
-----------
CONTAINERS 2.23%
6,000 Alltrista Corp.* 138,000
8,000 Premark International, Inc. 159,000
-----------
297,000
-----------
DISTRIBUTORS--CONSUMER PRODUCTS 1.80%
16,100 Primesource Corp. 124,775
7,500 Unisource Worldwide, Inc. 115,312
-----------
240,087
-----------
ELECTRICAL EQUIPMENT 2.18%
7,000 AMETEK, Inc. 147,875
8,000 Westinghouse Electric Corp. 142,000
-----------
289,875
-----------
</TABLE>
<TABLE>
<CAPTION>
NUMBER
OF SHARES VALUE
--------- -----------
<C> <S> <C> <C>
ELECTRONICS 3.46%
6,000 Imation Corp.* $ 150,000
6,500 Moog, Inc. Class B* 164,125
2,400 Western Atlas, Inc.* 145,500
-----------
459,625
-----------
ENGINEERING AND CONSTRUCTION 3.33%
13,000 Commercial Intertech Corp. 146,250
8,000 Emcor Group, Inc.* 118,000
17,000 Morrison Knudsen Corp.* 178,500
-----------
442,750
-----------
ENTERTAINMENT AND LEISURE 0.99%
18,500 Aztar Corp.* 131,813
-----------
ENVIRONMENTAL CONTROL 2.10%
3,000 Culligan Water Technologies, Inc.* 117,375
10,500 Cuno, Inc.* 161,438
-----------
278,813
-----------
FINANCE COMPANY 1.21%
5,500 Lehman Brothers Holdings, Inc. 160,187
-----------
FINANCIAL SERVICES 4.79%
5,500 Duff & Phelps Credit Rating Corp. 143,688
6,000 Federal Agricultural Mortgage Corp. Class C* 151,500
20,000 Phoenix Duff & Phelps Corp. 152,500
2,800 White River Corp.* 189,000
-----------
636,688
-----------
FOOD, BEVERAGE AND TOBACCO 5.38%
6,655 Consolidated Products, Inc.* 103,984
3,000 Earthgrains Co. 150,000
3,000 Interstate Bakeries Corp. 141,750
13,000 Ralcorp Holdings, Inc. 133,250
11,000 Tasty Baking Co. 187,000
-----------
715,984
-----------
FORESTRY 1.39%
6,500 Deltic Timber Corp. 184,437
-----------
FURNITURE/HOME APPLIANCES 1.24%
11,000 Furniture Brands International, Inc.* 165,000
-----------
</TABLE>
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
SCHEDULE OF INVESTMENTS
MARCH 31, 1997
(UNAUDITED)
<TABLE>
<CAPTION>
NUMBER
OF SHARES VALUE
--------- ------------
<C> <S> <C> <C>
HOUSEHOLD PRODUCTS 2.67%
5,000 Masco Corp. $ 178,750
5,000 U.S. Industries, Inc.* 176,250
------------
355,000
------------
HOUSING 3.37%
11,000 Kaufman & Broad Home Corp. 145,750
16,500 MDC Holdings, Inc. 152,625
11,000 Walter Industries, Inc.* 149,875
------------
448,250
------------
INSURANCE 7.71%
4,500 American Financial Group, Inc. 164,250
6,000 Equitable Companies, Inc. 163,500
2,000 Finova Group, Inc. 135,250
9,000 Guaranty National Corp. 158,625
7,500 Highlands Insurance Group, Inc.* 152,813
6,500 Lawyers Title Corp. 126,750
2,500 Unitrin, Inc. 124,375
------------
1,025,563
------------
LODGING 5.56%
10,000 Choice Hotels International, Inc.* 135,000
9,500 Host Marriott Corp.* 161,500
19,000 Host Marriott Services Corp.* 168,625
3,000 Marriott International, Inc. 149,250
8,000 Prime Hospitality Corp.* 125,000
------------
739,375
------------
MACHINERY 3.48%
7,000 Gardner Denver Machinery, Inc.* 166,250
9,000 Global Industrial Technologies, Inc.* 155,250
16,000 TransPro, Inc. 142,000
------------
463,500
------------
MANUFACTURING 2.48%
9,000 ACX Technologies, Inc.* 173,250
21,000 UNR Industries, Inc. 157,500
------------
330,750
------------
OIL AND GAS--EQUIPMENT & SERVICES 4.18%
2,000 Cooper Cameron Corp.* 137,000
3,000 Getty Realty Corp. 61,500
10,500 Lone Star Technologies, Inc.* 199,500
11,000 RPC, Inc.* 158,125
------------
556,125
------------
</TABLE>
<TABLE>
<CAPTION>
NUMBER
OF SHARES VALUE
--------- -----------
<C> <S> <C> <C>
PHARMACEUTICALS AND HEALTHCARE PRODUCTS 2.94%
7,000 Covance, Inc.* $ 112,875
10,000 Morrison Health Care, Inc. 140,000
16,000 Transitional Hospitals Corp.* 138,000
-----------
390,875
-----------
PRINTING AND PUBLISHING 2.20%
6,000 Bowne & Co., Inc. 162,750
5,600 Meredith Corp. 129,500
-----------
292,250
-----------
RAILROAD 3.53%
3,500 Kansas City Southern Industries, Inc. 175,000
10,000 Katy Industries, Inc. 156,250
14,000 Providence and Worcester Railroad Co. 138,250
-----------
469,500
-----------
REAL ESTATE 0.89%
8,000 Castle & Cooke, Inc.* 119,000
-----------
RETAIL 3.64%
16,000 Genesco, Inc.* 180,000
3,000 Harcourt General, Inc. 139,500
9,000 Zale Corp.* 165,375
-----------
484,875
-----------
SOFTWARE 1.99%
4,000 NCR Corp.* 141,000
7,000 Wang Laboratories, Inc.* 124,250
-----------
265,250
-----------
TEXTILE AND APPAREL 3.80%
11,500 Fieldcrest Cannon, Inc.* 182,562
13,000 Griffon Corp.* 156,000
4,000 Payless ShoeSource, Inc.* 167,500
-----------
506,062
-----------
TRANSPORTATION 2.51%
18,000 MotivePower Industries, Inc.* 195,750
5,500 Pittston Brink's Group 138,875
-----------
334,625
-----------
TOTAL COMMON STOCKS 12,776,947
(cost $9,900,006)
-----------
</TABLE>
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
SCHEDULE OF INVESTMENTS
MARCH 31, 1997
(UNAUDITED)
<TABLE>
<CAPTION>
NUMBER
OF SHARES VALUE
--------- -----------
<C> <S> <C> <C>
WARRANTS 3.78%
6,000 Federated Department Stores Series C* $ 72,750
4,000 Fleet Financial Group, Inc.* 86,000
7,000 Glendale Federal Savings Bank* 91,875
5,500 Lone Star Industries, Inc.* 129,250
7,500 U.S. Home Corp. Class B* 55,312
4,000 USG Corp.* 67,500
-----------
TOTAL WARRANTS 502,687
-----------
(cost $288,325)
<CAPTION>
PAR VALUE
---------
<C> <S> <C> <C>
DEMAND NOTES 0.40%
$36,200 General Mills 36,200
17,400 Sara Lee 17,400
-----------
TOTAL DEMAND NOTES 53,600
-----------
(cost $53,600)
TOTAL INVESTMENTS 100.22%
(cost $10,241,931) 13,333,234
Liabilities less
cash and other assets (0.22)% (29,386)
-----------
NET ASSETS 100.00% $13,303,848
===========
*Non-income producing
</TABLE>
See notes to the financial statements.
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 1997
(UNAUDITED)
1.ORGANIZATION
The KEELEY Small Cap Value Fund, Inc. (the "Fund") was incorporated on May
17, 1993 as a Maryland Corporation and is registered as a diversified open-
end investment company under the Investment Company Act of 1940 (the "1940
Act").
2. SIGNIFICANT ACCOUNTING POLICIES
The following is a summary of significant accounting policies consistently
followed by the Fund in the preparation of its financial statements. These
policies are in conformity with generally accepted accounting principles
("GAAP"). The presentation of financial statements in conformity with GAAP
requires management to make estimates and assumptions that affect the
reported amounts of assets and liabilities at the date of the financial
statements and the reported amounts of revenues and expenses during the
reporting period. Actual results could differ from those estimates and
assumptions.
a) Investment Valuation - Securities which are traded on a recognized stock
exchange are valued at the last sale price on the securities exchange on
which such securities are primarily traded or at the last sale price on a
national securities exchange. Exchange-traded securities for which there
were no transactions are valued at the current bid prices. Securities traded
on only over-the-counter markets are valued on the basis of last sale price,
or closing over-the-counter bid prices when there is no last sale price
available. Debt securities which are purchased within 60 days of their
stated maturity date are valued at amortized cost, which approximates
current value. Securities for which quotations are not readily available and
other assets are valued at fair value as determined in good faith by the
Board of Directors.
b) Federal Income Taxes - No provision for federal income taxes has been
made since the Fund has complied to date with the provisions under
Subchapter M of the Internal Revenue Code available to regulated investment
companies and intends to continue to so comply in future years.
c) Distributions to Shareholders - Dividends from net investment income will
be declared and paid annually. Distributions of net realized gains, if any,
will be declared and paid annually. Distributions to shareholders are
recorded on the ex-dividend date. The Fund may periodically make
reclassifications among certain of its capital accounts as a result of the
timing and characterization of certain income and realized gain
distributions determined annually in accordance with federal tax regulations
which may differ from generally accepted accounting principles. Accordingly,
at March 31, 1997, reclassifications were recorded from accumulated net
investment losses to reduce capital stock by $98,691.
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 1997
(UNAUDITED)
2. SIGNIFICANT ACCOUNTING POLICIES (continued)
(d) Other - Investment transactions are recorded on the trade date plus one.
The Fund determines the gain or loss realized from the investment
transactions by comparing the original cost of the security lot sold with
the net sale proceeds. Dividend income is recognized on the ex-dividend date
and interest income is recognized on an accrual basis.
3. INVESTMENT ADVISORY AGREEMENT
The Fund has an agreement with Keeley Asset Management Corp. (the
"Adviser"), with whom certain officers and directors of the Fund are
affiliated, to furnish investment advisory services to the Fund. Under the
terms of this agreement, the Fund will pay the Adviser a monthly fee at the
annual rate of 1.00% of the Fund's average net assets. Under the investment
advisory agreement, if the aggregate annual operating expenses (excluding
interest, taxes, brokerage commissions and other costs incurred in
connection with the purchase or sale of portfolio securities, and
extraordinary items) exceed the lowest limitations imposed by state
securities administrators, the Adviser will reimburse the Fund for the
amount of such excess. Accordingly, for the six months ended March 31, 1997,
the Adviser reimbursed the Fund $6,243. As of March 31, 1997, John Keeley,
Jr., President of the Adviser, controlled either directly or indirectly
30.21% of the Fund's outstanding shares.
4. DISTRIBUTION PLAN
The Fund has adopted a Distribution Plan (the "Plan") pursuant to Rule
12b-1 under the 1940 Act. The Plan is designed to reimburse Keeley
Investment Corp. (the "Distributor"), with whom certain officers and
directors of the Fund are affiliated, for certain promotional and other
sales related costs and to permit the Fund to employ other dealers of its
shares. Unreimbursed amounts may be carried forward and paid in a subsequent
year. The Fund paid to the Distributor and each dealer a monthly fee at the
rate of 0.25% per annum of the aggregate daily net asset value of the Fund
shares beneficially owned by the Distributor's and each dealer's existing
brokerage clients. For the period from October 1, 1996 to March 31, 1997,
the Fund paid $12,463 of distribution fees to the Distributor.
5. INVESTMENT TRANSACTIONS
The aggregate purchases and sales of securities, excluding short-term
investments, for the Fund for the period from October 1, 1996 to March 31,
1997, were $3,972,004 and $2,508,860, respectively. For the period from
October 1, 1996 to March 31, 1997, the Fund paid $14,087 of brokerage
commissions on trades of securities to the Distributor.
<PAGE>
KEELEY SMALL CAP VALUE FUND, INC.
NOTES TO THE FINANCIAL STATEMENTS
MARCH 31, 1997
(UNAUDITED)
5. INVESTMENT TRANSACTIONS (continued)
At March 31, 1997, gross unrealized appreciation and depreciation of
investments, based on cost for federal income tax purposes of $10,260,887,
were as follows:
<TABLE>
<S> <C>
Appreciation $3,468,682
Depreciation (396,335)
----------
Net appreciation on
investments $3,072,347
==========
</TABLE>
6. OFFERING PRICE PER SHARE
The public offering price is the net asset value plus a sales charge which
varies in accordance with the amount of the purchase as follows:
<TABLE>
<CAPTION>
SALES CHARGE
AS A PERCENTAGE OF
AMOUNT OFFERING PRICE
------ ------------------
<S> <C>
Less than $50,000 4.50%
$50,000 but less
than $100,000 4.00%
$100,000 but less
than $250,000 3.00%
$250,000 but less
than $500,000 2.50%
$500,000 and over 2.00%
</TABLE>
The Distributor retains the entire sales charge when it makes sales
directly to the public. Otherwise, when sales are made through dealers, the
Distributor receives a portion of the related sales charge. For the period
from October 1, 1996 to March 31, 1997, the Fund was advised that the
Distributor received $27,170 of sales charges.
As specified in the Fund's Prospectus, reduced sales charges are available
through a right of accumulation and certain sales of Fund shares can be made
at net asset value per share.
<PAGE>
Investment Adviser
KEELEY ASSET MANAGEMENT CORP.
Chicago, Illinois
Distributor
KEELEY INVESTMENT CORP.
Chicago, Illinois
Custodian, Transfer Agent and Dividend
Disbursing Agent
FIRSTAR TRUST COMPANY
Milwaukee, Wisconsin
800-338-1579
Auditors
COOPERS & LYBRAND L.L.P.
Milwaukee, Wisconsin
Performance information is historical and is no guarantee of future results.
The investment return and principal value of shares will fluctuate and when
redeemed, may be worth more or less than the investor's original cost. This
material may only be used when preceded or accompanied by the Fund's
prospectus.
401 South LaSalle Street . Suite 1201 . Chicago . Illinois . 60605
(312) 786-5050 . (800) 533-5344 . (312) 786-5003
KEELEY SMALL CAP VALUE FUND, INC.
SEMI-ANNUAL REPORT
MARCH 31, 1997
