ThZeal - The Zeal

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

For the six months ended June 30, 2018, the net asset value (“NAV”) per Class AAA Share of The Gabelli Utilities Fund decreased 0.7% compared with an increase of 0.3% for the Standard & Poor’s (“S&P”) 500 Utilities Index (SPU). Other classes of shares are available. See page 2 for performance information for all classes of shares.

Enclosed are the financial statements, including the schedule of investments, as of June 30, 2018.


Average Annual Returns through June 30, 2018 (a) (Unaudited)						Since Inception (8/31/99)
	Six Months	1 Year	5 Year	10 Year	15 Year	Since Inception (8/31/99)
Class AAA (GABUX)	(0.66)%	2.74%	6.89%	6.41%	8.23%	7.52%
S&P 500 Utilities Index	0.32	3.41	10.57	6.64	9.98	6.69
S&P 500 Index	2.65	14.37	13.42	10.17	9.30	5.93
Lipper Utility Fund Average	2.15	5.96	8.35	6.25	9.74	6.57
Class A (GAUAX)	(0.65)	2.59	6.89	6.42	8.23	7.53
With sales charge (b)	(6.36)	(3.31)	5.63	5.79	7.80	7.20
Class C (GAUCX)	(1.09)	1.80	5.78	5.61	7.42	6.86
With contingent deferred sales charge (c)	(2.08)	0.80	5.78	5.61	7.42	6.86
Class I (GAUIX)	(0.52)	2.95	7.16	6.67	8.40	7.67
Class T (GAUTX)	(0.66)	2.63	6.87	6.40	8.22	11.44
With sales charge (d)	(3.14)	0.06	6.33	6.13	8.03	7.51
In the current prospectuses dated April 30, 2018, as amended, the expense ratios for Class AAA, A, C, I, and T Shares are 1.37%, 1.37%, 2.12%, 1.12%, and 1.37%, respectively. See page 12 for the expense ratios for the six months ended June 30, 2018. Class AAA and Class I Shares do not have a sales charge. The maximum sales charge for Class A, Class C, and Class T Shares is 5.75%, 1.00%, and 2.50%, respectively.

(a)

Returns represent past performance and do not guarantee future results. Total returns and average annual returns reflect changes in share price, reinvestment of distributions, and are net of expenses. 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. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. Returns would have been lower had Gabelli Funds, LLC, the Adviser, not reimbursed certain expenses of the Fund for periods prior to December 31, 2002. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days of purchase. Performance returns for periods of less than one year are not annualized. Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The prospectuses contain information about these and other matters and should be read carefully before investing. To obtain a prospectus, please visit our website at www.gabelli.com. The value of utility stocks generally changes as long term interest rates change. Funds investing in a single sector, such as utilities, may be subject to more volatility than funds that invest more broadly. The utilities industry can be significantly affected by government regulation, financing difficulties, supply or demand of services or fuel, and natural resources conservation. The Class AAA Share NAVs are used to calculate performance for the periods prior to the issuance of Class A Shares and Class C Shares on December 31, 2002, Class I Shares on January 11, 2008, and Class T Shares on July 5, 2017. The actual performance of the Class A Shares, Class C Shares, and Class T Shares would have been lower due to the additional fees and expenses associated with these classes of shares. The actual performance of the Class I Shares would have been higher due to lower expenses related to this class of shares. The S&P 500 Utilities Index is an unmanaged market capitalization weighted index of large capitalization stocks that may include facilities generation and transmission or distribution of electricity, gas, or water. The S&P 500 Index is a market capitalization weighted index of 500 large capitalization stocks commonly used to represent the U.S. equity market. The Lipper Utility Fund Average reflects the average performance of mutual funds classified in this particular category. Dividends are considered reinvested. You cannot invest directly in an index.

(b)

Performance results include the effect of the maximum 5.75% sales charge at the beginning of the period.

(c)

Assuming payment of the 1% maximum contingent deferred sales charge imposed on redemptions made within one year of purchase.

(d)

Performance results include the effect of the maximum 2.50% sales charge at the beginning of the period.

We believe it is important for you to understand the impact of fees and expenses regarding your investment. All mutual funds have operating expenses. As a shareholder of a fund, you incur ongoing costs, which include costs for portfolio management, administrative services, and shareholder reports (like this one), among others. Operating expenses, which are deducted from a fund’s gross income, directly reduce the investment return of a fund. When a fund’s expenses are expressed as a percentage of its average net assets, this figure is known as the expense ratio. The following examples are intended to help you understand the ongoing costs (in dollars) of investing in your Fund and to compare these costs with those of other mutual funds. The examples are based on an investment of $1,000 made at the beginning of the period shown and held for the entire period.

The Expense Table below illustrates your Fund’s costs in two ways:

Actual Fund Return: This section provides information about actual account values and actual expenses. You may use this section to help you to estimate the actual expenses that you paid over the period after any fee waivers and expense reimbursements. The “Ending Account Value” shown is derived from the Fund’s actual return during the past six months, and the “Expenses Paid During Period” shows the dollar amount that would have been paid by an investor who started with $1,000 in the Fund. You may use this information, together with the amount you invested, to estimate the expenses that you paid over the period.

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your Fund under the heading “Expenses Paid During Period” to estimate the expenses you paid during this period.

Hypothetical 5% Return: This section provides information about hypothetical account values and

hypothetical expenses based on the Fund’s actual expense ratio. It assumes a hypothetical annualized return of 5% before expenses during the period shown. In this case – because the hypothetical return used is not the Fund’s actual return – the results do not apply to your investment and you cannot use the hypothetical account value and expense to estimate the actual ending account balance or expenses you paid for the period. This example is useful in making comparisons of the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in shareholder reports of other funds.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads), redemption fees, or exchange fees, if any, which are described in the Prospectus. If these costs were applied to your account, your costs would be higher. Therefore, the 5% hypothetical return is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds.


	Beginning Account Value 01/01/18	Ending Account Value 06/30/18	Annualized Expense Ratio	Expenses Paid During Period*
*The Gabelli Utilities Fund*
Actual Fund Return
Class AAA	$1,000.00	$ 993.40	1.38%	$ 6.82
Class A	$1,000.00	$ 993.50	1.38%	$ 6.82
Class C	$1,000.00	$ 989.10	2.13%	$10.50
Class I	$1,000.00	$ 994.80	1.13%	$ 5.59
Class T	$1,000.00	$ 993.40	1.38%	$ 6.82
Hypothetical 5% Return
Class AAA	$1,000.00	$1,017.95	1.38%	$ 6.90
Class A	$1,000.00	$1,017.95	1.38%	$ 6.90
Class C	$1,000.00	$1,014.23	2.13%	$10.64
Class I	$1,000.00	$1,019.19	1.13%	$ 5.66
Class T	$1,000.00	$1,017.95	1.38%	$ 6.90

*	Expenses are equal to the Fund’s annualized expense ratio for the last six months multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (181 days), then divided by 365.

The following table presents portfolio holdings as a percent of net assets as of June 30, 2018:

The Fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-Q. Shareholders may obtain this information at www.gabelli.com or by calling the Fund at 800-GABELLI (800-422-3554). The Fund’s Form N-Q is available on the SEC’s website at www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

The Fund files Form N-PX with its complete proxy voting record for the twelve months ended June 30, no later than August 31 of each year. A description of the Fund’s proxy voting policies, procedures, and how the Fund voted proxies relating to portfolio securities is available without charge, upon request, by (i) calling 800-GABELLI (800-422-3554); (ii) writing to The Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; or (iii) visiting the SEC’s website at www.sec.gov.


Shares			Cost		Market Value
		COMMON STOCKS — 99.3%
		ENERGY AND UTILITIES — 74.3%
		Alternative Energy — 0.4%
	370,000	Algonquin Power & Utilities Corp.	$	2,068,158	$	3,574,335
	36,000	NextEra Energy Partners LP		831,843		1,680,120
	63,261	Ormat Technologies Inc., New York		1,599,251		3,364,853
	6,739	Ormat Technologies Inc., Tel Aviv		196,537		355,164

				4,695,789		8,974,472


		Electric Integrated — 46.0%
	303,000	ALLETE Inc.		10,886,040		23,455,230
	174,000	Alliant Energy Corp.		3,065,132		7,363,680
	550,000	Ameren Corp.		16,055,895		33,467,500
	690,000	American Electric Power Co. Inc.		27,812,792		47,782,500
	6,000	Atlantic Power Corp.†		36,882		13,235
	178,000	Avangrid Inc.		6,659,633		9,421,540
	290,000	Avista Corp.		7,089,367		15,271,400
	474,000	Black Hills Corp.		12,124,989		29,013,540
	60,000	CMS Energy Corp.		402,675		2,836,800
	165,000	Dominion Energy Inc.		7,995,789		11,249,700
	4,000	DTE Energy Co.		151,595		414,520
	297,000	Duke Energy Corp.		16,259,163		23,486,760
	620,000	Edison International		22,591,991		39,227,400
	811,500	El Paso Electric Co.		18,015,530		47,959,650
	1,400	Entergy Corp.		96,612		113,106
	1,368,000	Evergy Inc.		37,746,336		76,813,200
	795,000	Eversource Energy		18,436,099		46,594,950
	345,000	Exelon Corp.		10,862,157		14,697,000
	380,000	FirstEnergy Corp.		11,038,618		13,645,800
	78,960	Fortis Inc.		2,450,129		2,517,245
	111,040	Fortis Inc., Toronto		3,472,604		3,549,158
	915,000	Hawaiian Electric Industries Inc.		21,821,324		31,384,500
	42,000	IDACORP Inc.		1,703,782		3,874,080
	311,000	MGE Energy Inc.		9,537,543		19,608,550
	616,000	NextEra Energy Inc.		38,607,594		102,890,480
	260,000	NiSource Inc.		2,319,251		6,832,800
	434,000	NorthWestern Corp.		11,726,586		24,846,500
	785,000	OGE Energy Corp.		13,193,046		27,639,850
	710,000	Otter Tail Corp.		17,030,125		33,796,000
	138,000	PG&E Corp.		5,251,349		5,873,280
	320,000	Pinnacle West Capital Corp.		13,092,833		25,779,200
	1,610,000	PNM Resources Inc.		20,018,302		62,629,000
	572,000	PPL Corp.		17,657,112		16,330,600
	190,000	Public Service Enterprise Group Inc.		5,490,935		10,286,600
	466,000	SCANA Corp.		18,360,115		17,950,320
	430,000	The Southern Co.		15,474,375		19,913,300
	51,125	Unitil Corp.		1,483,755		2,609,420


Shares			Cost		Market Value
	440,000	Vectren Corp.	$	12,163,963	$	31,438,000
	597,000	WEC Energy Group Inc.		16,121,112		38,596,050
	310,000	Xcel Energy Inc.		6,350,159		14,160,800

				480,653,289		945,333,244


		Electric Transmission and Distribution — 0.6%
	67,000	Consolidated Edison Inc.		2,745,224		5,224,660
	360,000	Red Electrica Corp. SA		4,191,840		7,331,924
	3,400	Uniper SE		38,231		101,407

				6,975,295		12,657,991


		Global Utilities — 2.2%
	11,352	AES Tiete Energia SA		155,996		28,411
	40,000	Chubu Electric Power Co. Inc.		671,887		600,099
	28,000	E.ON SE		524,216		299,321
	20,800	EDF SA		308,177		286,139
	5,000	EDP - Energias de Portugal SA, ADR		134,159		199,350
	200,000	Electric Power Development Co. Ltd.		4,991,198		5,166,418
	10,000	Eletropaulo Metropolitana
		Eletricidade de Sao Paulo SA†		32,332		109,656
	185,000	Emera Inc.		4,545,769		6,022,896
	35,000	Enagas SA		916,226		1,023,461
	100,000	Endesa SA		2,186,478		2,206,561
	265,000	Enel SpA		1,382,306		1,472,136
	75,000	Equinor ASA		1,693,070		1,992,793
	4,000	EuroSite Power Inc.†		1,670		560
	550,000	Hera SpA		1,195,166		1,714,916
	66,000	Hokkaido Electric Power Co. Inc.		1,054,241		449,478
	40,000	Hokuriku Electric Power Co.†		661,406		402,114
	180,000	Huaneng Power International Inc., ADR		4,762,737		4,725,000
	45,000	Iberdrola SA, ADR		1,344,640		1,386,900
	295,589	Iberdrola SA, Aquis		2,311,303		2,286,534
	405,000	Korea Electric Power Corp.,, ADR		5,392,840		5,807,700
	110,000	Kyushu Electric Power Co. Inc.		1,563,463		1,228,018
	32,000	Shikoku Electric Power Co. Inc.		578,871		428,343
	2,000	Snam SpA		8,967		8,352
	28,000	The Chugoku Electric Power Co. Inc.		509,466		362,155
	305,000	The Kansai Electric Power Co. Inc.		4,106,512		4,451,791
	55,000	The Tokyo Electric Power Co. Holdings Inc.†		208,402		256,334


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		ENERGY AND UTILITIES (Continued)
		Global Utilities (Continued)
	170,000	Tohoku Electric Power Co. Inc.	$	2,793,879	$	2,077,496

				44,035,377		44,992,932


		Merchant Energy — 2.2%
	40,000	GenOn Energy Inc. - Old, Escrow†(a)		0		0
	15,000	GenOn Energy Inc.,
		Escrow†(a)		0		0
	120,000	NRG Energy Inc.		2,704,601		3,684,000
	3,090,000	The AES Corp.		31,910,668		41,436,900

				34,615,269		45,120,900


		Natural Gas Integrated — 10.5%
	14,500	Apache Corp.		761,285		677,875
	25,000	Atlas Energy Group LLC†		58,278		1,437
	65,000	Devon Energy Corp.		2,877,051		2,857,400
	5,000	Dominion Energy Midstream Partners LP		135,762		68,000
	20,000	Energen Corp.†		239,277		1,456,400
	610,000	Energy Transfer Equity LP		210,797		10,522,500
	145,000	Hess Corp.		8,404,995		9,699,050
	300,000	Kinder Morgan Inc.		6,840,332		5,301,000
	1,916,877	National Fuel Gas Co.		92,615,006		101,517,806
	436,000	Northwest Natural Gas Co.		19,423,271		27,816,800
	520,000	ONEOK Inc.		6,975,466		36,311,600
	362,000	UGI Corp.		7,671,655		18,849,340

				146,213,175		215,079,208


		Natural Gas Utilities — 5.9%
	80,000	Atmos Energy Corp.		2,188,623		7,211,200
	94,000	CenterPoint Energy Inc.		1,812,563		2,604,740
	43,500	Chesapeake Utilities Corp.		786,141		3,477,825
	6,000	CONSOL Energy Inc.†		105,110		230,100
	388,800	Corning Natural Gas Holding Corp.(b)		3,685,398		6,815,664
	100,000	Gulf Coast Ultra Deep Royalty Trust		8,000		8,550
	5,000	Italgas SpA		21,959		27,572
	110,000	National Grid plc		1,583,477		1,217,125
	46,000	National Grid plc, ADR		3,018,911		2,569,100
	14,000	New Jersey Resources Corp.		328,068		626,500
	143,000	ONE Gas Inc.		1,132,190		10,687,820
	66,000	RGC Resources Inc.		701,712		1,925,880
	140,000	South Jersey Industries Inc.		1,982,945		4,685,800
	925,000	Southwest Gas Holdings Inc.		34,029,897		70,549,750
	119,500	Spire Inc.		3,777,981		8,442,675
	5,000	WGL Holdings Inc.		169,683		443,750

				55,332,658		121,524,051


Shares			Cost		Market Value
		Natural Resources — 2.0%
	20,694	Alliance Resource Partners LP	$	130,497	$	379,735
	75,000	Anadarko Petroleum Corp.		4,047,779		5,493,750
	168,000	BP plc, ADR		6,752,185		7,670,880
	14,058	California Resources Corp.†		143,825		638,796
	10,000	Callon Petroleum Co.†		124,400		107,400
	366,000	Cameco Corp.		4,023,873		4,117,500
	50,000	CNX Resources Corp.†		597,406		889,000
	8,000	Compania de Minas Buenaventura SAA, ADR		87,836		109,040
	710,000	Mueller Industries Inc.		15,410,694		20,952,100
	50,006	Tullow Oil plc†		247,281		161,689
	45,000	Ultra Petroleum Corp.†		365,464		103,950

				31,931,240		40,623,840


		Services — 1.3%
	22,000	Baker Hughes, a GE Company		980,838		726,660
	570,000	Enbridge Inc.		12,541,788		20,343,300
	20,000	Halliburton Co.		660,081		901,200
	34,000	MDU Resources Group Inc.		738,008		975,120
	50,000	Patterson-UTI Energy Inc.		737,566		900,000
	20,000	Rowan Companies plc, Cl. A†		251,815		324,400
	990,000	Weatherford International plc†		7,781,751		3,257,100

				23,691,847		27,427,780


		Water — 2.5%
	8,000	American States Water Co.		110,252		457,280
	113,000	American Water Works Co. Inc.		2,537,594		9,647,940
	526,000	Aqua America Inc.		9,085,339		18,504,680
	5,000	California Water Service Group		90,622		194,750
	10,000	Connecticut Water Service Inc.		251,353		653,200
	16,000	Consolidated Water Co. Ltd.		193,044		206,400
	20,000	Middlesex Water Co.		356,954		843,400
	276,700	Severn Trent plc		7,394,052		7,228,629
	143,700	SJW Group		3,305,025		9,515,814
	87,000	The York Water Co.		1,205,281		2,766,600
	52,000	United Utilities Group plc, ADR		1,399,310		1,064,960

				25,928,826		51,083,653


		Diversified Industrial — 0.6%
	30,000	AZZ Inc.		1,212,304		1,303,500
	40,000	General Electric Co.		616,963		544,400
	100,000	ITT Inc.		2,056,300		5,227,000
	375,975	Mueller Water Products Inc., Cl. A		2,154,278		4,406,427


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		ENERGY AND UTILITIES (Continued)
		Diversified Industrial (Continued)
	20,000	Park-Ohio Holdings Corp.	$	381,858	$	746,000

				6,421,703		12,227,327


		Environmental Services — 0.1%
	26,000	Covanta Holding Corp.		414,429		429,000
	80,000	Veolia Environnement SA		1,097,512		1,712,464

				1,511,941		2,141,464

		TOTAL ENERGY AND UTILITIES		862,006,409		1,527,186,862


		COMMUNICATIONS — 17.2%
		Cable and Satellite — 4.2%
	40,000	Charter Communications Inc., Cl. A†		3,815,229		11,728,400
	25,000	Cogeco Communications Inc.		684,204		1,238,352
	70,000	Cogeco Inc.		1,589,491		3,094,664
	40,000	Comcast Corp., Cl. A		402,190		1,312,400
	430,000	DISH Network Corp., Cl. A†		12,903,460		14,452,300
	308,000	EchoStar Corp., Cl. A†		10,215,374		13,675,200
	344,366	Liberty Global plc, Cl. A†		5,402,825		9,483,840
	600,000	Liberty Global plc, Cl. C†		10,353,788		15,966,000
	80,000	Liberty Latin America Ltd., Cl. A†		1,566,814		1,529,600
	150,000	Liberty Latin America Ltd., Cl. C†		3,323,789		2,907,000
	90,000	Rogers Communications Inc., Cl. B		2,426,676		4,271,400
	12,000	Shaw Communications Inc., Cl. B		148,195		244,200
	308,000	Sky plc		3,290,031		5,940,743
	50,000	Tokyo Broadcasting System Holdings Inc.		683,652		1,123,606

				56,805,718		86,967,705


		Computer Services Software and Systems — 0.1%
	238,000	Internap Corp.†		3,404,667		2,479,960


		Telecommunications — 9.4%
	25,000	AT&T Inc.		855,500		802,750
	552,000	BCE Inc.		15,437,273		22,350,480
	870,000	CenturyLink Inc.		18,025,127		16,216,800
	710,000	Cincinnati Bell Inc.†		11,173,644		11,147,000
	35,000	Deutsche Telekom AG		428,748		542,385
	515,000	Deutsche Telekom AG, ADR		6,311,945		7,949,025
	1,750,000	Global Telecom Holding SAE, GDR†		1,357,829		460,732
	26,000	Harris Corp.		2,003,049		3,758,040
	1,440,000	Koninklijke KPN NV		4,192,069		3,918,207
	10,000	Koninklijke KPN NV, ADR		44,711		26,800


Shares			Cost		Market Value
	135,000	Loral Space & Communications Inc.†	$	5,575,246	$	5,076,000
	35,200	NextGenTel Holding ASA†		257,885		78,445
	290,000	Nippon Telegraph & Telephone Corp.		7,159,565		13,190,986
	2,200	Orange Belgium SA		33,392		37,150
	330,000	Orascom Telecom Media and Technology Holding SAE, GDR		534,301		66,660
	60,000	Pharol SGPS SA†		28,418		16,676
	220,000	Pharol SGPS SA, ADR†		182,432		54,978
	68,000	PLDT Inc., ADR		3,226,928		1,589,840
	140,000	Proximus SA		4,424,555		3,157,034
	2,000	PT Indosat Tbk		1,061		444
	2,300,000	Singapore Telecommunications Ltd.		5,695,042		5,199,266
	800,000	Sprint Corp.†		4,639,702		4,352,000
	121,000	Swisscom AG, ADR		4,440,719		5,395,390
	10,000	Tele2 AB, Cl. B		158,627		117,565
	170,000	Telecom Italia SpA, ADR†		2,206,728		1,247,800
	235,000	Telefonica Brasil SA, ADR		4,137,121		2,789,450
	53,000	Telefonica Deutschland Holding AG		280,618		208,952
	525,000	Telefonica SA, ADR		8,961,856		4,478,250
	1,000,000	Telekom Austria AG		7,767,364		8,338,102
	340,000	Telenet Group Holding NV†		15,333,232		15,882,099
	546,000	Telephone & Data Systems Inc.		14,762,101		14,971,320
	60,000	Telesites SAB de CV†		45,551		43,776
	867,100	VEON Ltd., ADR		3,594,064		2,063,698
	715,000	Verizon Communications Inc.		22,935,173		35,971,650
	60,000	Windstream Holdings Inc.		1,044,240		316,200

				177,255,816		191,815,950


		Wireless Communications — 3.5%
	65,000	America Movil SAB de CV, Cl. L, ADR		1,049,728		1,082,900
	27,000	ATN International Inc.		883,543		1,424,790
	69,000	China Mobile Ltd., ADR		2,765,327		3,062,910
	53,000	China Unicom Hong Kong Ltd., ADR		665,499		663,030
	200	Hutchison Telecommunications Hong Kong Holdings Ltd.		19		71
	85,000	Millicom International Cellular SA		6,139,499		4,993,750
	252,000	Millicom International Cellular SA, SDR		17,797,413		14,883,524
	6,500	Mobile TeleSystems PJSC, ADR		86,498		57,395
	465,000	NTT DoCoMo Inc.		7,286,947		11,854,424
	135,000	SK Telecom Co. Ltd., ADR		2,383,798		3,148,200


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		COMMUNICATIONS (Continued)
		Wireless Communications (Continued)
	400	SmarTone Telecommunications Holdings Ltd.	$	207	$	413
	35,000	Tim Participacoes SA, ADR		684,957		590,100
	390,000	Turkcell Iletisim Hizmetleri A/S, ADR		5,436,576		2,550,600
	367,000	United States Cellular Corp.†		16,064,751		13,593,680
	580,000	Vodafone Group plc, ADR		21,668,970		14,099,800

				82,913,732		72,005,587


		TOTAL COMMUNICATIONS		320,379,933		353,269,202


		OTHER — 7.8%
		Aerospace — 1.0%
	1,600,000	Rolls-Royce Holdings plc		12,308,445		20,866,811
	142,000,000	Rolls-Royce Holdings plc, Cl. C†(a)		197,799		187,404

				12,506,244		21,054,215


		Building and Construction — 0.3%
	12,000	Acciona SA		1,140,701		993,846
	170,000	Johnson Controls International plc		4,577,647		5,686,500

				5,718,348		6,680,346


		Business Services — 0.5%
	1,420,000	Clear Channel Outdoor Holdings Inc., Cl. A		5,708,815		6,106,000
	90,000	Macquarie Infrastructure Corp.		2,773,932		3,798,000
	17,500	Vectrus Inc.†		316,783		539,350

				8,799,530		10,443,350


		Consumer Products — 0.0%
	10,000	Essity AB, Cl. A		130,732		247,858


		Diversified Industrial — 0.3%
	1,000	Alstom SA		31,457		45,965
	40,000	Bouygues SA		1,406,190		1,724,142
	4,000	Donaldson Co. Inc.		133,040		180,480
	10,000	Raven Industries Inc.		219,638		384,500
	10,000	Svenska Cellulosa AB, Cl. A		34,751		109,303
	108,905	Twin Disc Inc.†		2,031,627		2,703,022

				3,856,703		5,147,412


		Electronics — 1.4%
	90,000	Corning Inc.		1,005,890		2,475,900
	527,000	Sony Corp., ADR		9,267,892		27,014,020

				10,273,782		29,489,920


		Entertainment — 0.6%
	628,000	Grupo Televisa SAB, ADR		15,396,249		11,900,600


Shares			Cost		Market Value
		Financial Services — 0.3%
	168,000	Kinnevik AB, Cl. A	$	3,583,754	$	5,758,339
	35,000	Kinnevik AB, Cl. B		755,509		1,199,263

				4,339,263		6,957,602


		Health Care — 0.0%
	12,000	Tsumura & Co.		261,956		388,023


		Machinery — 1.9%
	92,500	Astec Industries Inc.		3,264,589		5,531,500
	36,000	Flowserve Corp.		1,452,634		1,454,400
	79,000	The Gorman-Rupp Co.		1,815,066		2,765,000
	418,000	Xylem Inc.		11,265,001		28,164,840

				17,797,290		37,915,740


		Metals and Mining — 0.4%
	200,000	Freeport-McMoRan Inc.		2,704,981		3,452,000
	44,500	Haynes International Inc.		2,063,189		1,634,930
	17,000	Vulcan Materials Co.		797,880		2,194,020

				5,566,050		7,280,950


		Transportation — 1.1%
	311,000	GATX Corp.		8,998,435		23,085,530


		TOTAL OTHER		93,644,582		160,591,546


		TOTAL COMMON STOCKS		1,276,030,924		2,041,047,610


		CONVERTIBLE PREFERRED STOCKS — 0.1%
		ENERGY AND UTILITIES — 0.1%
		Natural Gas Utilities — 0.1%
	54,000	Corning Natural Gas Holding Corp., 4.800%, Ser. B (b)		1,120,500		1,134,000


		COMMUNICATIONS — 0.0%
		Telecommunications — 0.0%
	20,150	Cincinnati Bell Inc., 6.750%, Ser. B		653,760		996,417


		TOTAL CONVERTIBLE PREFERRED STOCKS		1,774,260		2,130,417


		WARRANTS — 0.0%
		COMMUNICATIONS — 0.0%
		Telecommunications — 0.0%
	80,000	Bharti Airtel Ltd., expire 11/30/20†(c)		438,064		446,400


Principal Amount			Cost		Market Value
		CORPORATE BONDS — 0.1%
		Energy and Utilities — 0.1%
	$1,500,000	Mueller Industries Inc., 6.000%, 03/01/27	$	1,500,000	$	1,477,500

		U.S. GOVERNMENT OBLIGATIONS — 0.4%
	7,785,000	U.S. Treasury Bills, 1.863% to 1.897%††, 09/20/18 to 09/27/18		7,751,689		7,752,143

		TOTAL INVESTMENTS — 99.9%	$	1,287,494,937		2,052,854,070


		Other Assets and Liabilities (Net) — 0.1%				1,507,398


		NET ASSETS — 100.0%			$	2,054,361,468


Statement of Assets and Liabilities
June 30, 2018 (Unaudited)

Assets:
Investments, at value (cost $1,282,689,039)	$	2,044,904,406
Investments in affiliates, at value (cost $4,805,898)		7,949,664
Cash		136,515
Receivable for Fund shares sold		1,767,231
Receivable for investments sold		529,215
Dividends receivable		4,496,139
Prepaid expenses		87,400

Total Assets		2,059,870,570

Liabilities:
Payable for Fund shares redeemed		2,641,485
Payable for investment advisory fees		1,664,613
Payable for distribution fees		788,804
Payable for accounting fees		11,250
Other accrued expenses		402,950

Total Liabilities		5,509,102

Net Assets (applicable to 267,156,677 shares outstanding)	$	2,054,361,468

Net Assets Consist of:
Paid-in capital	$	1,282,997,709
Accumulated net investment income		5,397,799
Accumulated net realized gains on investments and foreign currency transactions		603,067
Net unrealized appreciation on investments		765,359,133
Net unrealized appreciation on foreign currency translations		3,760

Net Assets	$	2,054,361,468


Shares of Beneficial Interest, each at $0.001 par value; unlimited number of shares authorized:

Class AAA:
Net Asset Value, offering, and redemption price per share ($321,623,796 ÷ 36,816,200 shares outstanding)		$8.74
Class A:
Net Asset Value and redemption price per share ($774,291,202 ÷ 87,185,519 shares outstanding)		$8.88
Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price)		$9.42
Class C:
Net Asset Value and offering price per share ($697,610,351 ÷ 114,702,946 shares outstanding)		$6.08	(a)
Class I:
Net Asset Value, offering, and redemption price per share ($260,835,109 ÷ 28,451,896 shares outstanding)		$9.17
Class T:
Net Asset Value and redemption price per share ($1,009.78 ÷ 115.68 shares outstanding)		$8.73
Maximum offering price per share (NAV ÷ 0.975, based on maximum sales charge of 2.50% of the offering price)		$8.95

(a)	Redemption price varies based on the length of time held.


Statement of Operations
For the Six Months Ended June 30, 2018 (Unaudited)

Investment Income:
Dividends - Unaffiliated (net of foreign withholding taxes of $828,329)	$	32,159,586
Dividends - Affiliated		135,864
Interest		298,756

Total Income		32,594,206

Expenses:
Investment advisory fees		10,304,071
Distribution fees - Class AAA		403,567
Distribution fees - Class A		972,303
Distribution fees - Class C		3,532,890
Distribution fees - Class T		1
Shareholder services fees		805,005
Shareholder communications expenses		144,280
Custodian fees		110,960
Registration expenses		69,018
Trustees’ fees		67,937
Accounting fees		22,500
Legal and audit fees		16,202
Interest expense		149
Miscellaneous expenses		69,040

Total Expenses		16,517,923

Less:
Expenses paid indirectly by broker (See Note 6)		(8,304	)

Net Expenses		16,509,619

Net Investment Income		16,084,587

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency:
Net realized gain on investments		14,746,213
Net realized loss on foreign currency transactions		(26,726	)

Net realized gain on investments and foreign currency transactions		14,719,487

Net change in unrealized appreciation:
on investments		(52,624,773	)
on foreign currency translations		(4,142	)

Net change in unrealized appreciation on investments and foreign currency translations		(52,628,915	)

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency		(37,909,428	)

Net Decrease in Net Assets Resulting from Operations	$	(21,824,841	)

1. Organization. The Gabelli Utilities Fund was organized on May 18, 1999 as a Delaware statutory trust and commenced operations on August 31, 1999. The Fund is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary objective is to provide a high level of total return through a combination of capital appreciation and current income.

The Fund invests a high percentage of its assets in the utilities sector. As a result, the Fund may be more susceptible to economic, political, and regulatory developments, positive or negative, and may experience increased volatility to the Fund’s NAV and a magnified effect in its total return.

2. Significant Accounting Policies. As an investment company, the Fund follows the investment company accounting and reporting guidance, which is part of U.S. generally accepted accounting principles (“GAAP”) that may require the use of management estimates and assumptions in the preparation of its 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 or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market’s official closing price 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. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Trustees (the “Board”) so determines, by such other method as the Board shall determine in good faith to reflect its fair market value. 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”).

Portfolio securities primarily traded on a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market, but prior to the close of business on the day the securities are being valued. Debt obligations for which market quotations are readily available are valued at the average of the latest bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price, unless the Board determines such amount does not reflect the securities’ fair vale, in which case these securities will be fair valued as determined by the Board. Certain securities are valued principally using dealer quotations. Futures contracts are valued at the closing settlement price of the exchange or board of trade on which the applicable contract is traded. OTC futures and options on futures for which market quotations are readily available will be valued by quotations received from a pricing service or, if no quotations are available from a pricing service, by quotations obtained from one or more dealers in the instrument in question by the Adviser.

Securities and assets for which market quotations are not readily available are fair valued as determined by the Board. Fair valuation methodologies and procedures may include, but are not limited to: analysis and review of available financial and non-financial information about the company; comparisons with the valuation and changes in valuation of similar securities, including a comparison of foreign securities with the equivalent U.S.

dollar value American Depositary Receipt securities at the close of the U.S. exchange; and evaluation of any other information that could be indicative of the value of the security.

The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in the aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments in securities by inputs used to value the Fund’s investments as of June 30, 2018 is as follows:

The Fund did not have material transfers among Level 1, Level 2, and Level 3 during the six months ended June 30, 2018. The Fund’s policy is to recognize transfers among Levels as of the beginning of the reporting period.

General. The Fund uses recognized industry pricing services – approved by the Board and unaffiliated with the Adviser – to value most of its securities, and uses broker quotes provided by market makers of securities not valued by these and other recognized pricing sources. Several different pricing feeds are received to value domestic equity securities, international equity securities, preferred equity securities, and fixed income securities.

The data within these feeds are ultimately sourced from major stock exchanges and trading systems where these securities trade. The prices supplied by external sources are checked by obtaining quotations or actual transaction prices from market participants. If a price obtained from the pricing source is deemed unreliable, prices will be sought from another pricing service or from a broker/dealer that trades that security or similar securities.

Fair Valuation. Fair valued securities may be common or preferred equities, warrants, options, rights, or fixed income obligations. Where appropriate, Level 3 securities are those for which market quotations are not available, such as securities not traded for several days, or for which current bids are not available, or which are restricted as to transfer. Among the factors to be considered to fair value a security are recent prices of comparable securities that are publicly traded, reliable prices of securities not publicly traded, the use of valuation models, current analyst reports, valuing the income or cash flow of the issuer, or cost if the preceding factors do not apply. A significant change in the unobservable inputs could result in a lower or higher value in Level 3 securities. The circumstances of Level 3 securities are frequently monitored to determine if fair valuation measures continue to apply.

The Adviser reports quarterly to the Board the results of the application of fair valuation policies and procedures. These may include back testing the prices realized in subsequent trades of these fair valued securities to fair values previously recognized.

Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, investments, and other assets and liabilities are translated into U.S. dollars at current exchange rates. 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 that 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 translations. 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 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 purchase trade date and subsequent sale trade date is included in realized gain/(loss) on investments.

Foreign Securities. The Fund may directly purchase securities of foreign issuers. Investing in securities of foreign issuers involves special risks not typically associated with investing in securities of U.S. issuers. The risks include possible revaluation of currencies, the inability to repatriate funds, less complete financial information about companies, and possible future adverse political and economic developments. Moreover, securities of many foreign issuers and their markets may be less liquid and their prices more volatile than securities of comparable U.S. issuers.

Foreign Taxes. The Fund may be subject to foreign taxes on income, gains on investments, or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon its current interpretation of tax rules and regulations that exist in the markets in which it invests.

Restricted Securities. The Fund may invest up to 15% of its net assets in securities for which the markets are restricted. Restricted securities include securities whose disposition is subject to substantial legal or contractual restrictions. The sale of restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than does the sale of securities eligible for trading on national securities exchanges or in the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restrictions on resale. Securities freely saleable among qualified institutional investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. For the restricted securities the Fund held at June 30, 2018, refer to the Schedule of Investments.

Securities Transactions and Investment Income. Securities transactions are accounted for on the trade date with realized gain/(loss) on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded on an accrual basis. Premiums and discounts on debt securities are amortized using the effective yield to maturity method. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities that are recorded as soon after the ex-dividend date as the Fund becomes aware of such dividends.

Determination of Net Asset Value and Calculation of Expenses. Certain administrative expenses are common to, and allocated among, various affiliated funds. Such allocations are made on the basis of each fund’s average net assets or other criteria directly affecting the expenses as determined by the Adviser pursuant to procedures established by the Board.

In calculating the NAV per share of each class, investment income, realized and unrealized gains and losses, redemption fees, and expenses other than class specific expenses are allocated daily to each class of shares based upon the proportion of net assets of each class at the beginning of each day. Distribution expenses are borne solely by the class incurring the expense.

Distributions to Shareholders. Distributions to shareholders are recorded on the ex-dividend date. Distributions to shareholders are based on income and capital gains as determined in accordance with federal income tax regulations, which may differ from income and capital gains as determined under GAAP. These differences are primarily due to differing treatments of income and gains on various investment securities and foreign currency transactions held by the Fund, timing differences, and differing characterizations of distributions made by the Fund. Distributions made in excess of current earnings and profits on a tax basis are treated as a non-taxable return of capital. Distributions from net investment income for federal income tax purposes include net realized gains on foreign currency transactions. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, adjustments are made to the appropriate capital accounts in the period when the differences arise. These reclassifications have no impact on the NAV of the Fund.

The tax character of distributions paid during the year ended December 31, 2017 was as follows:

Since January 2000, the Fund has had a fixed distribution policy. Under the policy, the Fund declares and pays monthly distributions from net investment income, capital gains, and paid-in capital. The actual source of the distribution is determined after the end of the year. Pursuant to this policy, distributions during the year may be made in excess of required distributions. To the extent such distributions are made from current earnings and profits, they are considered ordinary income or long term capital gains. The Fund’s current distribution policy may restrict the Fund’s ability to pass through to shareholders all of its net realized long term capital gains as a Capital Gain Dividend, and may cause such gains to be treated as ordinary income. Distributions sourced from paid-in capital should not be considered as dividend yield or the total return from an investment in the Fund. The Board continues to evaluate the distribution policy in light of ongoing economic and market conditions and may change the amount of the monthly distributions in the future.

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 (the “Code”). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for federal income taxes is required.

The Fund is permitted to carry capital losses forward for an unlimited period. Capital losses that are carried forward will retain their character as either short term or long term capital losses.

The following summarizes the tax cost of investments and the related net unrealized appreciation at June 30, 2018:

The Fund is required to evaluate tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Income tax and related interest and penalties would be recognized by the Fund as tax expense in the Statement of Operations if the tax positions were deemed not to meet the more-likely-than-not threshold. For the six months ended June 30, 2018, the Fund did not incur any income tax, interest, or penalties. As of June 30, 2018, the Adviser has reviewed all open tax years and concluded that there was no impact to the Fund’s net assets or results of operations. The Fund’s federal and state tax returns for the prior three fiscal years remain open, subject to examination. On an ongoing basis, the Adviser will monitor the Fund’s tax positions to determine if adjustments to this conclusion are necessary.

3. Investment Advisory Agreement and Other Transactions. 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 its average daily

net assets. In accordance with the Advisory Agreement, the Adviser provides a continuous investment program for the Fund’s portfolio, oversees the administration of all aspects of the Fund’s business and affairs, and pays the compensation of all Officers and Trustees of the Fund who are affiliated persons of the Adviser.

The Fund pays each Trustee who is not considered an affiliated person an annual retainer of $18,000 plus $2,000 for each Board meeting attended and they are reimbursed for any out of pocket expenses incurred in attending meetings. All Board committee members receive $500 per meeting attended and the Chairman of the Audit Committee and the Lead Trustee each receives an annual fee of $2,000. A Trustee may receive a single meeting fee, allocated among the participating funds, for participation in certain meetings held on behalf of multiple funds. Trustees who are directors or employees of the Adviser or an affiliated company receive no compensation or expense reimbursement from the Fund.

4. Distribution Plan. The Fund’s Board has adopted a distribution plan (the “Plan”) for each class of shares, except for Class I Shares, pursuant to Rule 12b-1 under the 1940 Act. Under the Class AAA, Class A, Class C, and Class T Share Plans, payments are authorized to G.distributors, LLC (the “Distributor”), an affiliate of the Adviser, at annual rates of 0.25%, 0.25%, 1.00%, and 0.25%, respectively, of the average daily net assets of those classes, the annual limitations under each Plan. Such payments are accrued daily and paid monthly.

5. Portfolio Securities. Purchases and sales of securities during the six months ended June 30, 2018, other than short term securities and U.S. Government obligations, aggregated $8,208,029 and $64,777,900, respectively.

6. Transactions with Affiliates and Other Arrangements. During the six months ended June 30, 2018, the Fund paid $21,709 in brokerage commissions on security trades to G.research, LLC, an affiliate of the Adviser. Additionally the Distributor retained a total of $76,763 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

During the six months ended June 30, 2018, the Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. The amount of such expenses paid through this directed brokerage arrangement during this period was $8,304.

The cost of calculating the Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement. During the six months ended June 30, 2018, the Fund accrued $22,500 in accounting fees in the Statement of Operations.

7. Line of Credit. The Fund participates in an unsecured line of credit, which expires March 6, 2019 and may be renewed annually, of up to $75,000,000 under which it may borrow up to 10% of its net assets from the custodian for temporary borrowing purposes. Borrowings under this arrangement bear interest at a floating rate equal to the higher of the overnight Federal Funds rate plus 125 basis points or the 30 day LIBOR plus 125 basis points in effect on that day. This amount, if any, would be included in “Interest expense” in the Statement of Operations. At June 30, 2018, there were no borrowings outstanding under the line of credit.

The average daily amount of borrowings outstanding under the line of credit during the year six months ended June 30, 2018 was $25,387 with a weighted average interest rate of 3.35%. The maximum amount borrowed at any time during the six months ended June 30, 2018 was $2,213,000

8. Shares of Beneficial Interest. The Fund offers four classes of shares – Class AAA Shares, Class A Shares, Class C Shares, and Class I Shares. Class AAA Shares and Class I Shares are offered without a sales charge. Class A Shares are subject to a maximum front-end sales charge of 5.75%. Class C Shares are subject to a 1.00% contingent deferred sales charge for one year after purchase.

The Fund imposes a redemption fee of 2.00% on all classes of shares that are redeemed or exchanged on or before the seventh day after the date of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the Fund as an increase in paid-in capital. The redemption fees retained by the Fund during the six months ended June 30, 2018 and the year ended December 31, 2017, if any, can be found in the Statement of Changes in Net Assets under Redemption Fees.

9. Transactions in Securities of Affiliated Issuers. The 1940 Act defines affiliated issuers as those in which the Fund’s holdings of an issuer represent 5% or more of the outstanding voting securities of the issuer. A summary of the Fund’s transactions in the securities of these issuers during the six months ended June 30, 2018 is set forth below:

10. Indemnifications. The Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts. Management has reviewed the Fund’s existing contracts and expects the risk of loss to be remote.

11. Subsequent Events. Management has evaluated the impact on the Fund of all other subsequent events occurring through the date the financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.

Board Consideration and Re-Approval of Investment Advisory Agreements (Unaudited)

At its meeting on February 22, 2018, the Board of Trustees (“Board”) of the Fund approved the continuation of the investment advisory agreement with the Adviser for the Fund on the basis of the recommendation by the trustees who are not “interested persons” of the Fund (the “Independent Board Members”). The following paragraphs summarize the material information and factors considered by the Independent Board Members as well as their conclusions relative to such factors.

Nature, Extent, and Quality of Services. The Independent Board Members considered information regarding the portfolio manager, the depth of the analyst pool available to the Adviser and the portfolio manager, the scope of supervisory, administrative, shareholder, and other services supervised or provided by the Adviser and the absence of significant service problems reported to the Board. The Independent Board Members noted the experience, length of service, and reputation of the portfolio manager.

Investment Performance. he Independent Board Members reviewed the short, medium, and long term performance (as of December 31, 2017) of the Fund against a peer group of seven other comparable funds prepared by the Adviser (the “Adviser Peer Group”) and against a peer group prepared by Broadridge (the “Broadridge Performance Peer Group”) consisting of all retail and institutional utility funds, regardless of asset size or primary channel of distribution, as represented by the Lipper Utility Fund Index. The Independent Board Members noted that the Fund’s performance was in the fourth quartile for the one year period and in the third quartile for the three year and five year periods, as measured against the Adviser Peer Group. Against the Broadridge Performance Peer Group, the Independent Board Members noted that the Fund’s performance was within the fifth quintile for the one year period, the third quintile for the three year period, and the fourth quintile for the five year period. The Independent Board Members also noted that although the Fund’s performance was below average as compared to the Adviser Peer Group, its performance during the three and five year periods did not significantly depart from the median total return of the peer group, an observation the Independent Board Members noted generally held for the Broadridge Performance Peer Group as well.

Profitability. The Independent Board Members reviewed summary data regarding the profitability of the Fund to the Adviser both with an administrative overhead charge and without a charge. The Independent Board Members also noted that a substantial portion of the Fund’s portfolio transactions were executed by an affiliated broker, that the affiliated broker received distribution fees and minor amounts of sales commissions, and that the Adviser received a moderate amount of soft dollar benefits through the Fund’s portfolio brokerage.

Economies of Scale. The Independent Board Members discussed the major elements of the Adviser’s cost structure and the relationship of those elements to potential economies of scale.

Sharing of Economies of Scale. The Independent Board Members noted that the investment advisory fee schedule for the Fund does not take into account any potential economies of scale that may develop or any historical losses or diminished profitability of the Fund to the Adviser.

Service and Cost Comparisons. The Independent Board Members compared the expense ratios of the investment advisory fee, other expenses, and total expenses of the Fund to similar expense ratios of the Adviser Peer Group and a peer group of six other utility funds selected by Broadridge and noted that the advisory fee includes substantially all administrative services for the Fund as well as the investment advisory services of the Adviser. The Independent Board Members noted that the Fund’s expense ratios were roughly average within the Adviser Peer Group and above average within the peer group of funds selected by Broadridge and the Fund’s size was above average within these groups. The Independent Board Members also noted that the advisory fee

Board Consideration and Re-Approval of Investment Advisory Agreements (Unaudited) (Continued)

structure was the same as that in effect for most of the Gabelli funds. The Independent Board Members were presented with, but did not consider to be material to their decision, various information comparing the advisory fee to the fee for other types of accounts managed by affiliates of the Adviser.

Conclusions. The Independent Board Members concluded that the Fund enjoyed highly experienced portfolio management services, good ancillary services, and an adequate performance record. The Independent Board Members also concluded that the Fund’s expense ratios and profitability to the Adviser of managing the Fund were reasonable and that economies of scale were not a significant factor in their thinking at this time. The Independent Board Members did not view the potential profitability of ancillary services as material to their decision. On the basis of the foregoing and without assigning particular weight to any single conclusion, the Independent Board Members determined to recommend continuation of the investment advisory agreement to the full Board.

Based on a consideration of all these factors in their totality, the Board Members, including all of the Independent Board Members, determined that the Fund’s advisory fee was fair and reasonable with respect to the quality of services provided and in light of the other factors described above that the Board deemed relevant. Accordingly, the Board Members determined to approve the continuation of the Fund’s Advisory Agreement. The Board Members based its decision on evaluations of all these factors as a whole and did not consider any one factor as all-important or controlling.

Mario J. Gabelli, CFA, is Chairman, Chief Executive Officer, and Chief Investment Officer - Value Portfolios of GAMCO Investors, Inc. that he founded in 1977, and Chief Investment Officer - Value Portfolios of Gabelli Funds, LLC and GAMCO Asset Management Inc. He is also Executive Chairman of Associated Capital Group, Inc. Mr. Gabelli is a summa cum laude graduate of Fordham University and holds an MBA degree from Columbia Business School and Honorary Doctorates from Fordham University and Roger Williams University.

Timothy M. Winter, CFA, joined Gabelli in 2009 and covers the utility industry. He has over 25 years of experience as an equity research analyst covering the industry. Currently, he continues to specialize in the utility industry and also serves as a portfolio manager of Gabelli Funds, LLC. Mr. Winter received his BA in Economics in 1991 from Rollins College and MBA in Finance from Notre Dame in 1992.

THE GABELLI UTILITIES FUND

One Corporate Center

Rye, New York 10580-1422

t 800-GABELLI (800-422-3554)

f 914-921-5118

e info@gabelli.com

GABELLI.COM


Net Asset Value per share available daily by calling 800-GABELLI after 7:00 P.M.
BOARD OF TRUSTEES		OFFICERS
Mario J. Gabelli, CFA Chairman and Chief Executive Officer, GAMCO Investors, Inc. Executive Chairman, Associated Capital Group, Inc. Anthony J. Colavita President, Anthony J. Colavita, P.C. Vincent D. Enright Former Senior Vice President and Chief Financial Officer, KeySpan Corp. Mary E. Hauck Former Senior Portfolio Manager, Gabelli-O’Connor Fixed Income Mutual Fund Management Co. Kuni Nakamura President, Advanced Polymer, Inc. Werner J. Roeder Former Medical Director, Lawrence Hospital		Bruce N. Alpert President John C. Ball Treasurer Agnes Mullady Vice President Andrea R. Mango Secretary Richard J. Walz Chief Compliance Officer DISTRIBUTOR G.distributors, LLC CUSTODIAN State Street Bank and Trust Company TRANSFER AGENT AND DIVIDEND DISBURSING AGENT DST Asset Manager Solutions, Inc. LEGAL COUNSEL Skadden, Arps, Slate, Meagher & Flom LLP

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

GAB470Q218SR

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.

Item 12. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.


Statement of Changes in Net Assets

	Six Months Ended June 30, 2018 (Unaudited)				Year Ended December 31, 2017
Operations:
Net investment income		$	16,084,587			$	29,543,030
Net realized gain on investments and foreign currency transactions			14,719,487				18,892,606
Net change in unrealized appreciation on investments and foreign currency translations			(52,628,915	)			131,897,182

Net Increase/(Decrease) in Net Assets Resulting from Operations			(21,824,841	)			180,332,818

Distributions to Shareholders:
Net investment income
Class AAA			(1,338,317	)			(5,020,519	)
Class A			(3,174,171	)			(11,262,972	)
Class C			(4,148,773	)			(9,795,159	)
Class I			(1,006,333	)			(3,875,959	)
Class T			(3	)			(17	)

			(9,667,597	)			(29,954,626	)

Net realized gain
Class AAA			—				(2,839,155	)
Class A			—				(6,375,891	)
Class C			—				(8,501,854	)
Class I			—				(1,855,631	)
Class T			—				(8	)

			—				(19,572,539	)

Return of capital
Class AAA			(14,275,378	)			(24,415,223	)
Class A			(33,857,829	)			(54,425,845	)
Class C			(44,253,573	)			(78,809,061	)
Class I			(10,734,223	)			(14,720,187	)
Class T			(45	)			(21	)

			(103,121,048	)			(172,370,337	)

Total Distributions to Shareholders			(112,788,645	)			(221,897,502	)


Shares of Beneficial Interest Transactions:
Class AAA			(10,394,618	)			(12,582,880	)
Class A			(19,043,476	)			32,227,780
Class C			(20,561,179	)			35,021,113
Class I			1,831,498				114,337,169
Class T			32				1,046

Net Increase/(Decrease) in Net Assets from Shares of Beneficial Interest Transactions			(48,167,743	)			169,004,228


Redemption Fees			2,720				13,123

Net Increase/(Decrease) in Net Assets			(182,778,509	)			127,452,667
Net Assets:
Beginning of year			2,237,139,977				2,109,687,310

End of period (including undistributed net investment income of $5,397,799 and $ 0, respectively)		$	2,054,361,468			$	2,237,139,977


Selected data for a share of beneficial interest outstanding throughout each period:
				Income (Loss) from Investment Operations											Distributions																									Ratios to Average Net Assets/ Supplemental Data
Year Ended December 31	Net Asset Value, Beginning of Period			Net Investment Income(a)			Net Realized and Unrealized Gain (Loss) on Investments				Total from Investment Operations				Net Investment Income				Net Realized Gain on Investments				Return of Capital				Total Distributions				Redemption Fees(a)(b)			Net Asset Value, End of Period			Total Return†			Net Assets End of Period (in 000’s)			Net Investment Income			Operating Expenses			Portfolio Turnover Rate
Class AAA
2018(c)		$	9.23		$	0.08		$	(0.15	)		$	(0.07	)		$	(0.04	)			—			$	(0.38	)		$	(0.42	)		$	0.00		$	8.74		(0.7	)%		$	321,624		1.79	%(d)		1.38	%(d)(e)		0	%
2017			9.26			0.15			0.66				0.81				(0.13	)		$	(0.07	)			(0.64	)			(0.84	)			0.00			9.23		8.9				350,709		1.58			1.37	(e)		2
2016			8.70			0.15			1.28				1.43				(0.14	)			(0.13	)			(0.60	)			(0.87	)			0.00			9.26		17.0				364,411		1.65			1.38	(e)		4
2015††			10.50			0.11			(1.07	)			(0.96	)			(0.09	)			(0.70	)			(0.05	)			(0.84	)			0.00			8.70		(8.3	)			371,419		1.42			1.39	(e)		8
2014††			11.24			0.18			0.76				0.94				(0.14	)			(0.10	)			(1.44	)			(1.68	)			0.00			10.50		8.9				820,328		1.64			1.36			9
2013††			10.86			0.18			1.88				2.06				(0.14	)			(0.20	)			(1.34	)			(1.68	)			0.00			11.24		20.2				738,742		1.60			1.37			11
Class A
2018(c)		$	9.37		$	0.08		$	(0.15	)		$	(0.07	)		$	(0.04	)			—			$	(0.38	)		$	(0.42	)		$	0.00		$	8.88		(0.6	)%		$	774,291		1.79	%(d)		1.38	%(d)(e)		0	%
2017			9.40			0.15			0.66				0.81				(0.13	)		$	(0.07	)			(0.64	)			(0.84	)			0.00			9.37		8.8				837,684		1.57			1.37	(e)		2
2016			8.82			0.15			1.30				1.45				(0.13	)			(0.13	)			(0.61	)			(0.87	)			0.00			9.40		17.0				808,349		1.64			1.38	(e)		4
2015††			10.64			0.12			(1.10	)			(0.98	)			(0.09	)			(0.70	)			(0.05	)			(0.84	)			0.00			8.82		(8.3	)			713,208		1.45			1.39	(e)		8
2014††			11.36			0.18			0.78				0.96				(0.14	)			(0.10	)			(1.44	)			(1.68	)			0.00			10.64		9.0				1,231,349		1.64			1.36			9
2013††			10.96			0.18			1.90				2.08				(0.14	)			(0.20	)			(1.34	)			(1.68	)			0.00			11.36		20.2				1,109,532		1.60			1.37			11
Class C
2018(c)		$	6.58		$	0.03		$	(0.11	)		$	(0.08	)		$	(0.04	)			—			$	(0.38	)		$	(0.42	)		$	0.00		$	6.08		(1.1	)%		$	697,610		1.03	%(d)		2.13	%(d)(e)		0	%
2017			6.88			0.06			0.48				0.54				(0.09	)		$	(0.07	)			(0.68	)			(0.84	)			0.00			6.58		8.0				776,370		0.83			2.12	(e)		2
2016			6.71			0.06			0.98				1.04				(0.09	)			(0.13	)			(0.65	)			(0.87	)			0.00			6.88		16.2				776,780		0.89			2.13	(e)		4
2015††			8.40			0.05			(0.90	)			(0.85	)			(0.09	)			(0.70	)			(0.05	)			(0.84	)			0.00			6.71		(9.1	)			736,494		0.73			2.14	(e)		8
2014††			9.38			0.08			0.62				0.70				(0.14	)			(0.10	)			(1.44	)			(1.68	)			0.00			8.40		8.1				1,111,695		0.89			2.11			9
2013††			9.36			0.08			1.62				1.70				(0.14	)			(0.20	)			(1.34	)			(1.68	)			0.00			9.38		19.5				1,037,073		0.85			2.12			11
Class I
2018(c)		$	9.65		$	0.09		$	(0.15	)		$	(0.06	)		$	(0.04	)			—			$	(0.38	)		$	(0.42	)		$	0.00		$	9.17		(0.5	)%		$	260,835		2.04	%(d)		1.13	%(d)(e)		0	%
2017			9.63			0.18			0.68				0.86				(0.15	)		$	(0.07	)			(0.62	)			(0.84	)			0.00			9.65		9.1				272,376		1.81			1.12	(e)		2
2016			8.99			0.18			1.33				1.51				(0.16	)			(0.13	)			(0.58	)			(0.87	)			0.00			9.63		17.4				160,147		1.89			1.13	(e)		4
2015††			10.80			0.14			(1.11	)			(0.97	)			(0.09	)			(0.70	)			(0.05	)			(0.84	)			0.00			8.99		(8.1	)			141,325		1.70			1.14	(e)		8
2014††			11.48			0.20			0.80				1.00				(0.14	)			(0.10	)			(1.44	)			(1.68	)			0.00			10.80		9.3				255,651		1.86			1.11			9
2013††			11.04			0.22			1.90				2.12				(0.14	)			(0.20	)			(1.34	)			(1.68	)			0.00			11.48		20.4				179,913		1.85			1.12			11
Class T
2018(c)		$	9.22		$	0.08		$	(0.15	)		$	(0.07	)		$	(0.04	)			—			$	(0.38	)		$	(0.42	)		$	0.00		$	8.73		(0.7	)%		$	1		1.77	%(d)		1.38	%(d)(e)		0	%
2017(f)			9.33			0.05			0.26				0.31				(0.16	)		$	(0.07	)			(0.19	)			(0.42	)			0.00			9.22		3.3				1		0.98	(d)		1.37	(d)(e)		2


Distributions paid from:
Ordinary income (inclusive of short term capital gains)	$	30,251,265
Long term capital gains		19,275,900
Return of capital		172,370,337

Total distributions paid	$	221,897,502


	Six Months Ended June 30, 2018 (Unaudited)						Year Ended December 31, 2017
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		2,071,179		$	18,051,189			4,891,720		$	46,210,450
Shares issued upon reinvestment of distributions		1,622,496			14,149,722			3,072,628			28,996,855
Shares redeemed		(4,884,843	)		(42,595,529	)		(9,291,649	)		(87,790,185	)

Net decrease		(1,191,168	)	$	(10,394,618	)		(1,327,301	)	$	(12,582,880	)

Class A
Shares sold		6,705,480		$	59,561,848			20,115,610		$	193,210,651
Shares issued upon reinvestment of distributions		3,861,013			34,224,669			6,308,397			60,419,407
Shares redeemed		(12,749,171	)		(112,829,993	)		(23,064,626	)		(221,402,278	)

Net increase/(decrease)		(2,182,678	)	$	(19,043,476	)		3,359,381		$	32,227,780

Class C
Shares sold		5,932,769		$	36,645,301			17,834,104		$	122,991,759
Shares issued upon reinvestment of distributions		6,722,105			41,243,277			11,946,577			81,896,943
Shares redeemed		(15,960,139	)		(98,449,757	)		(24,679,977	)		(169,867,589	)

Net increase/(decrease)		(3,305,265	)	$	(20,561,179	)		5,100,704		$	35,021,113

Class I
Shares sold		4,380,702		$	39,899,674			15,609,938		$	153,940,468
Shares issued upon reinvestment of distributions		909,394			8,309,888			1,495,658			14,720,067
Shares redeemed		(5,063,126	)		(46,378,064	)		(5,511,547	)		(54,323,366	)

Net increase		226,970		$	1,831,498			11,594,049		$	114,337,169

Class T(a)
Shares sold		—			—			107		$	1,000
Shares issued upon reinvestment of distributions		4		$	32			5			46

Net increase		4		$	32			112		$	1,046


	Beginning Shares		Stock Dividend	Ending Shares		Dividend Income		Realized Gain	Value at June 30, 2018		Change in Unrealized Appreciation			Percent Owned of Shares Outstanding
Corning Natural Gas Holding Corp.		388,800	—		388,800		$108,864	—		$6,815,664		$(765,936	)	12.87%
Corning Natural Gas Holding Corp., 4.800%, Ser. B		54,000	—		54,000		27,000	—		1,134,000		54,500		22.11%
Total							$135,864	—		$7,949,664		$(711,436	)


For the Six Month Period from January 1, 2018 through June 30, 2018			Expense Table


Energy and Utilities	74.5	%
Communications	17.2	%
Other	7.8	%
U.S. Government Obligations	0.4	%
Other Assets and Liabilities (Net)	0.1	%

	100.0	%


	Valuation Inputs
	Level 1 Quoted Prices			Level 2 Other Significant Observable Inputs			Level 3 Significant Unobservable Inputs			Total Market Value at 6/30/18
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
ENERGY AND UTILITIES
Merchant Energy		$	45,120,900			—		$	0		$	45,120,900
Natural Gas Utilities			114,708,387		$	6,815,664			—			121,524,051
Other Industries (a)			1,360,541,911			—			—			1,360,541,911
COMMUNICATIONS (a)			353,269,202			—			—			353,269,202
OTHER
Aerospace			20,866,811			—			187,404			21,054,215
Other Industries (a)			139,537,331									139,537,331
Total Common Stocks			2,034,044,542			6,815,664			187,404			2,041,047,610
Convertible Preferred Stocks (a)			996,417			1,134,000			—			2,130,417
Warrants (a)						446,400			—			446,400
Corporate Bonds(a)			—			1,477,500			—			1,477,500
U.S. Government Obligations			—			7,752,143			—			7,752,143
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	2,035,040,959		$	17,625,707		$	187,404		$	2,052,854,070


(Registrant) The Gabelli Utilities Fund

By (Signature and Title)* /s/ Bruce N. Alpert
Bruce N. Alpert, Principal Executive Officer

Date 8/27/2018


By (Signature and Title)* /s/ John C. Ball
John C. Ball, Principal Financial Officer and Treasurer

Date 8/27/2018