ThZeal - The Zeal

Mario J. Gabelli, CFA

Christopher J. Marangi

Kevin V. Dreyer

Jeff Jonas, CFA

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, 100 F Street, NE, Washington, DC 20549. 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, 2016, the net asset value (“NAV”) per class AAA Share of The Gabelli Asset Fund increased 6.1% compared with an increase of 3.8% for the Standard & Poor’s (“S&P”) 500 Index. See page 2 for additional performance information.

Enclosed are the financial statements, including the schedule of investments, as of June 30, 2016.


Average Annual Returns through June 30, 2016 (a) (Unaudited)														Since
	Six Months			1 Year			5 Year			10 Year		15 Year		Inception (3/3/86)
Class AAA (GABAX)		6.06	%		(1.31	)%		8.36	%		7.35%		7.28%		11.75%
S&P 500 Index		3.84			3.99			12.10			7.42		5.75		10.11(d)
Dow Jones Industrial Average		4.25			4.44			10.35			7.61		6.21		10.92(d)
Nasdaq Composite Index		(2.63	)		(1.58	)		13.27			9.55		6.61		8.82(d)
Class A (GATAX)		6.08			(1.30	)		8.36			7.35		7.28		11.75
With sales charge (b)		(0.02	)		(6.97	)		7.08			6.72		6.86		11.52
Class C (GATCX)		5.68			(2.03	)		7.55			6.56		6.62		11.41
With contingent deferred sales charge (c)		4.68			(3.01	)		7.55			6.56		6.62		11.41
Class I (GABIX)		6.20			(1.06	)		8.63			7.58		7.44		11.83

In the current prospectuses dated April 29, 2016, the expense ratios for Class AAA, A, C, and I Shares are 1.35%, 1.35%, 2.10%, and 1.10%, respectively. See page 14 for the expense ratios for the six months ended June 30, 2016. Class AAA and Class I Shares do not have a sales charge. The maximum sales charge for Class A Shares and Class C Shares is 5.75% and 1.00%, 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, 1988. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date 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 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 Dow Jones Industrial Average and the Nasdaq Composite Index are unmanaged indicators of stock market performance. Dividends are considered reinvested, except for the Nasdaq Composite Index. You cannot invest directly in an index. 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, 2003 and Class I Shares on January 11, 2008. The actual performance of the Class A Shares and Class C 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.

(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)

The S&P 500 Index, Dow Jones Industrial Average, and Nasdaq Composite Index since inception performance results are as of February 28, 1986.

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		Ending		Annualized			Expenses
	Account Value		Account Value		Expense			Paid During
	01/01/16		06/30/16		Ratio			Period*
*The Gabelli Asset Fund*
Actual Fund Return
Class AAA		$1,000.00		$1,060.60		1.37	%		$ 7.02
Class A		$1,000.00		$1,060.80		1.37	%		$ 7.02
Class C		$1,000.00		$1,056.80		2.12	%		$10.84
Class I		$1,000.00		$1,062.00		1.12	%		$ 5.74
Hypothetical 5% Return
Class AAA		$1,000.00		$1,018.05		1.37	%		$ 6.87
Class A		$1,000.00		$1,018.05		1.37	%		$ 6.87
Class C		$1,000.00		$1,014.32		2.12	%		$10.62
Class I		$1,000.00		$1,019.29		1.12	%		$ 5.62

*	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 (182 days), then divided by 366.

The following table presents portfolio holdings as a percent of net assets as of June 30, 2016:


Food and Beverage	14.7	%
Financial Services	9.5	%
Equipment and Supplies	7.0	%
Entertainment	6.7	%
Health Care	5.1	%
Consumer Products	5.0	%
Diversified Industrial	5.0	%
Cable and Satellite	4.5	%
Automotive: Parts and Accessories	4.2	%
Energy and Utilities	3.9	%
Retail	3.6	%
Business Services	3.2	%
Machinery	2.9	%
Telecommunications	2.3	%
Environmental Services	2.3	%
Broadcasting	2.1	%
Metals and Mining	2.0	%
Specialty Chemicals	1.9	%
Consumer Services	1.8	%
Electronics	1.7	%
Computer Software and Services	1.5	%


Aviation: Parts and Services	1.4	%
Aerospace	1.3	%
Hotels and Gaming	1.2	%
Publishing	0.9	%
Wireless Communications	0.8	%
Transportation	0.5	%
Agriculture	0.5	%
Automotive	0.5	%
Communications Equipment	0.4	%
Building and Construction	0.4	%
Real Estate Investment Trusts	0.4	%
Real Estate	0.3	%
Manufactured Housing and Recreational Vehicles	0.1	%
Computer Hardware	0.1	%
Closed-End Funds	0.0	%*
Airlines	0.0	%*
Other Assets and Liabilities (Net)	0.3	%

	100.0	%

*	Amount represents less than 0.05%

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.


					Market
Shares			Cost		Value
		COMMON STOCKS — 99.7%
		Aerospace — 1.3%
	535,000	Aerojet Rocketdyne Holdings Inc.†	$	1,678,109	$	9,779,800
	22,000	B/E Aerospace Inc.		1,166,120		1,015,850
	5,000	Lockheed Martin Corp.		147,750		1,240,850
	6,000	Northrop Grumman Corp.		268,238		1,333,680
	2,066,100	Rolls-Royce Holdings plc		15,582,145		19,569,873
	146,693,100	Rolls-Royce Holdings plc, Cl. C†		213,183		195,286
	25,000	The Boeing Co.		1,661,033		3,246,750

				20,716,578		36,382,089


		Agriculture — 0.5%
	244,000	Archer Daniels Midland Co.		2,841,653		10,465,160
	26,000	Monsanto Co.		535,766		2,688,660
	6,500	Potash Corp of Saskatchewan Inc.		29,744		105,560
	25,000	The Mosaic Co.		438,682		654,500

				3,845,845		13,913,880


		Airlines — 0.0%
	100,000	American Airlines Group Inc., Escrow		1,464		45,000


		Automotive — 0.5%
	6,500	Ferrari NV		280,323		266,045
	50,000	General Motors Co.		1,587,900		1,415,000
	485,000	Navistar International Corp.†		10,011,850		5,669,650
	93,000	PACCAR Inc.		476,625		4,823,910
	3,000	Volkswagen AG		119,556		400,843

				12,476,254		12,575,448


		Automotive: Parts and Accessories — 4.2%
	190,000	BorgWarner Inc.		823,241		5,608,800
	130,000	Brembo SpA		1,356,542		7,128,288
	94,000	CLARCOR Inc.		602,883		5,718,020
	503,000	Dana Holding Corp.		6,055,799		5,311,680
	63,000	Federal-Mogul Holdings Corp.†		619,510		523,530
	486,000	Genuine Parts Co.		12,759,857		49,207,500
	275,000	Johnson Controls Inc.		2,442,821		12,171,500
	77,500	Modine Manufacturing Co.†		732,249		682,000
	56,000	O’Reilly Automotive Inc.†		2,745,871		15,181,600
	44,000	Standard Motor Products Inc.		377,168		1,750,320
	119,000	Superior Industries International Inc.		2,036,396		3,186,820
	85,000	Tenneco Inc.†		2,519,000		3,961,850
	45,000	Visteon Corp.		4,403,885		2,961,450

				37,475,222		113,393,358


		Aviation: Parts and Services — 1.4%
	1,900,000	BBA Aviation plc		4,389,029		5,584,888
	303,500	Curtiss-Wright Corp.		1,957,345		25,569,875


					Market
Shares			Cost		Value
	120,000	Kaman Corp.		$ 1,932,595		$ 5,102,400
	40,000	KLX Inc.†.		1,574,270		1,240,000

				9,853,239		37,497,163


		Broadcasting — 2.1%
	301,103	CBS Corp., Cl. A, Voting		3,579,540		17,349,555
	18,000	Cogeco Inc.		342,646		777,847
	26,666	Corus Entertainment Inc., New York, Cl. B		43,320		272,081
	13,334	Corus Entertainment Inc., Toronto, Cl. B		21,662		137,473
	120,000	ITV plc		412,918		287,072
	16,900	Liberty Braves Group, Cl. A†		50,845		254,176
	89,086	Liberty Braves Group, Cl. C†		946,052		1,306,001
	38,250	Liberty Broadband Corp., Cl. A†		197,528		2,272,050
	127,682	Liberty Broadband Corp., Cl. C†		2,215,855		7,660,920
	39,000	Liberty Media Group, Cl. A†		100,549		746,460
	77,250	Liberty Media Group, Cl. C†		374,121		1,465,433
	157,000	Liberty SiriusXM Group, Cl. A†		408,137		4,923,520
	291,000	Liberty SiriusXM Group, Cl. C†		1,449,680		8,983,170
	360,000	MSG Networks Inc., Cl. A†		289,752		5,522,400
	10,000	Naspers Ltd., Cl. N		393,199		1,520,906
	40,000	Sky plc		589,772		451,562
	366,000	Television Broadcasts Ltd.		1,680,508		1,250,177
	40,000	Tokyo Broadcasting System Holdings Inc.		560,409		532,223

				13,656,493		55,713,026


		Building and Construction — 0.4%
	39,000	Assa Abloy AB, Cl. B		667,259		793,303
	165,000	Fortune Brands Home & Security Inc.		2,242,316		9,565,050
	10,000	Layne Christensen Co.†		111,804		81,000

				3,021,379		10,439,353


		Business Services — 3.2%
	35,000	Ascent Capital Group Inc., Cl. A†		1,248,946		538,650
	145,000	Blucora Inc.†		1,735,526		1,502,200
	200,000	Clear Channel Outdoor Holdings Inc., Cl. A		830,178		1,244,000
	85,000	Ecolab Inc.		782,945		10,081,000
	140,000	Fly Leasing Ltd., ADR		1,860,448		1,390,200
	60,000	Landauer Inc.		370,683		2,469,600
	315,000	Live Nation Entertainment Inc.†		3,362,415		7,402,500
	145,000	Macquarie Infrastructure Corp.		7,012,809		10,737,250
	220,000	MasterCard Inc., Cl. A		1,455,439		19,373,200


					Market
Shares			Cost		Value

		COMMON STOCKS (Continued)
		Business Services (Continued)
	20,000	MOCON Inc.	$	275,440	$	283,200
	2,000	MSC Industrial Direct Co. Inc., Cl. A		143,139		141,120
	175,000	The Brink’s Co.		4,520,286		4,985,750
	950,000	The Interpublic Group of Companies Inc.		9,753,739		21,945,000
	24,000	Vectrus Inc.†		116,767		683,760
	64,000	Visa Inc., Cl. A		847,361		4,746,880

				34,316,121		87,524,310


		Cable and Satellite — 4.5%
	160,000	AMC Networks Inc., Cl. A†		198,035		9,667,200
	3,300	Cable One Inc.		900,157		1,687,653
	10,102	Charter Communications Inc., Cl. A†		1,092,881		2,309,721
	334,000	Comcast Corp., Cl. A		6,363,084		21,773,460
	25,000	DigitalGlobe Inc.†		492,836		534,750
	323,200	DISH Network Corp., Cl. A†		7,451,489		16,935,680
	116,000	EchoStar Corp., Cl. A†		3,689,064		4,605,200
	147,900	Liberty Global plc, Cl. A†		525,759		4,297,974
	405,000	Liberty Global plc, Cl. C†		4,460,603		11,603,250
	23,698	Liberty Global plc LiLAC, Cl. A†		96,141		764,508
	60,933	Liberty Global plc LiLAC, Cl. C†		873,428		1,979,721
	712,000	Rogers Communications Inc., New York, Cl. B		3,838,117		28,764,800
	50,000	Rogers Communications Inc., Toronto, Cl. B		229,821		2,024,072
	178,000	Scripps Networks Interactive Inc., Cl. A		6,053,672		11,084,060
	124,000	Shaw Communications Inc., New York, Cl. B		240,822		2,380,800
	120,000	Shaw Communications Inc., Toronto, Cl. B		164,952		2,303,495

				36,670,861		122,716,344


		Closed-End Funds — 0.0%
	11,417	Royce Global Value Trust Inc.		99,328		86,883
	79,500	Royce Value Trust Inc.		972,272		935,715

				1,071,600		1,022,598


		Communications Equipment — 0.4%
	325,000	Corning Inc.		2,062,979		6,656,000
	52,000	Harris Corp.		4,139,964		4,338,880

				6,202,943		10,994,880

		Computer Hardware — 0.1%
	16,000	Apple Inc.		1,600,698		1,529,600
	55,000	HP Inc.		515,277		690,250


					Market
Shares			Cost		Value
	3,000	Wincor Nixdorf AG†		$ 140,138		$ 173,987

				2,256,113		2,393,837


		Computer Software and Services — 1.5%
	5,300	Alphabet Inc., Cl. C†		2,765,110		3,668,130
	161,500	Diebold Inc.		5,113,339		4,010,045
	19,000	DST Systems Inc.		1,359,576		2,212,170
	166,000	eBay Inc.†		3,385,027		3,886,060
	51,500	Fidelity National Information Services Inc.		982,476		3,794,520
	187,000	Hewlett Packard Enterprise Co.		2,240,101		3,416,490
	165,000	Internap Corp.†		876,870		339,900
	15,000	Microsoft Corp.		487,338		767,550
	75,000	NCR Corp.†		1,773,041		2,082,750
	7,992	NetScout Systems Inc.†		29,395		177,822
	78,000	Rockwell Automation Inc.		2,606,419		8,955,960
	195,000	Yahoo! Inc.†		3,996,771		7,324,200

				25,615,463		40,635,597


		Consumer Products — 5.0%
	30,000	Brunswick Corp.		735,843		1,359,600
	11,000	Christian Dior SE		307,335		1,767,617
	49,200	Church & Dwight Co. Inc.		154,896		5,062,188
	17,000	Coty Inc., Cl. A		261,764		441,830
	435,000	Edgewell Personal Care Co.†		22,866,628		36,718,350
	325,000	Energizer Holdings Inc.		6,092,592		16,734,250
	3,400	Givaudan SA		1,182,809		6,810,445
	30,000	Harley-Davidson Inc.		75,562		1,359,000
	2,000	Hermes International		694,184		747,864
	6,000	National Presto Industries Inc.		175,817		566,100
	47,000	Reckitt Benckiser Group plc		1,490,918		4,686,422
	100,000	Sally Beauty Holdings Inc.†		800,712		2,941,000
	10,000	Svenska Cellulosa AB, Cl. A		169,715		317,822
	42,000	Svenska Cellulosa AB, Cl. B		589,196		1,335,351
	1,041,400	Swedish Match AB		11,491,338		36,002,872
	10,000	Syratech Corp.†		2,000		30
	4,000	The Estee Lauder Companies Inc., Cl. A		180,995		364,080
	160,000	The Procter & Gamble Co.		5,377,985		13,547,200
	65,000	Unilever plc, ADR		2,155,477		3,114,150
	36,000	Wolverine World Wide Inc.		167,419		731,520

				54,973,185		134,607,691


		Consumer Services — 1.8%
	5,000	Allegion plc.		50,325		347,150
	100,000	IAC/InterActiveCorp.		1,106,208		5,630,000
	465,600	Liberty Interactive Corp. QVC Group, Cl. A†		3,054,108		11,812,272
	45,000	Liberty TripAdvisor Holdings Inc., Cl. A†		319,748		984,600
	103,000	Liberty Ventures, Cl. A†		999,854		3,818,210


Shares		Cost		Market Value
	COMMON STOCKS (Continued)
	Consumer Services (Continued)
919,150	Rollins Inc.		$ 2,138,083		$26,903,521

			7,668,326		49,495,753

	Diversified Industrial — 5.0%
500	Acuity Brands Inc.		5,901		123,980
5,000	Anixter International Inc.†		45,044		266,400
356,700	Crane Co.		5,836,277		20,232,024
103,000	Eaton Corp. plc		5,079,893		6,152,190
82,000	Greif Inc., Cl. A		888,806		3,056,140
226,000	Greif Inc., Cl. B		12,311,274		12,373,500
345,000	Honeywell International Inc.		10,458,874		40,130,400
20,000	HRG Group Inc.†		267,529		274,600
24,000	Ingersoll-Rand plc		355,983		1,528,320
250,000	ITT Inc.		2,196,124		7,995,000
30,000	Jardine Matheson Holdings Ltd.		1,557,901		1,749,300
127,500	Jardine Strategic Holdings Ltd.		3,053,361		3,847,950
154,100	Katy Industries Inc.†		181,955		192,625
245,000	Myers Industries Inc.		1,533,959		3,528,000
9,000	Nortek Inc.†		328,562		533,790
30,000	Pentair plc.		1,039,405		1,748,700
13,000	Sulzer AG.		1,200,212		1,123,605
182,000	Textron Inc.		2,372,143		6,653,920
320,000	Toray Industries Inc.		2,290,603		2,694,117
230,000	Trinity Industries Inc.		1,242,169		4,271,100
355,000	Tyco International plc		8,260,597		15,123,000
4,000	Waters Corp.†		299,744		562,600

			60,806,316		134,161,261

	Electronics — 1.7%
155,000	Cypress Semiconductor Corp.		1,373,774		1,635,250
20,000	Dolby Laboratories Inc., Cl. A .		802,769		957,000
8,000	Kyocera Corp., ADR		111,725		381,280
1,500	Mettler-Toledo International Inc.†		212,220		547,380
2,200	Samsung Electronics Co. Ltd., GDR		401,884		1,366,200
945,000	Sony Corp., ADR		18,997,165		27,735,750
40,000	TE Connectivity Ltd.		1,041,037		2,284,400
113,000	Texas Instruments Inc.		2,728,874		7,079,450
25,000	Thermo Fisher Scientific Inc.		3,077,408		3,694,000

			28,746,856		45,680,710

	Energy and Utilities — 3.9%
11,000	Anadarko Petroleum Corp.		652,895		585,750
140,000	BP plc, ADR		3,743,329		4,971,400
120,000	Chevron Corp.		4,296,634		12,579,600
195,000	ConocoPhillips		4,104,005		8,502,000
50,000	CONSOL Energy Inc.		513,581		804,500
113,000	Devon Energy Corp.		1,571,968		4,096,250


Shares		Cost		Market Value
5,000	Edison International		$ 85,000		$ 388,350
207,000	El Paso Electric Co.		2,576,999		9,784,890
98,500	EOG Resources Inc.		225,553		8,216,870
181,000	Exxon Mobil Corp.		4,836,313		16,966,940
130,000	GenOn Energy Inc., Escrow†		0		0
168,000	Halliburton Co.		5,482,110		7,608,720
65,000	Kinder Morgan Inc.		1,263,191		1,216,800
245,000	National Fuel Gas Co.		12,023,417		13,935,600
56,400	Oceaneering International Inc.		1,485,871		1,684,104
5,000	Phillips 66		189,129		396,700
88,000	Rowan Companies plc, Cl. A		3,210,669		1,554,080
25,000	Royal Dutch Shell plc, Cl. A, ADR		1,498,467		1,380,500
70,500	Southwest Gas Corp.		1,217,100		5,549,055
61,000	Spectra Energy Corp.		1,381,040		2,234,430
99,500	The AES Corp.		329,345		1,241,760
12,000	Wartsila OYJ Abp		626,738		486,738
440,000	Weatherford International plc†		5,942,080		2,442,000

			57,255,434		106,627,037

	Entertainment — 6.7%
195,500	Discovery Communications Inc., Cl. A†		1,037,519		4,932,465
576,000	Discovery Communications Inc., Cl. C†		3,714,689		13,737,600
9,000	DreamWorks Animation SKG Inc., Cl. A†		183,386		367,830
807,400	Grupo Televisa SAB, ADR		10,741,774		21,024,696
309,000	Media General Inc.†		1,782,102		5,311,710
128,400	Starz, Cl. A†		41,186		3,841,728
137,133	The Madison Square Garden Co, Cl. A†		1,210,938		23,656,814
332,001	Time Warner Inc.		11,918,832		24,415,354
2,078,900	Twenty-First Century Fox Inc., Cl. A		13,465,722		56,234,245
118,000	Twenty-First Century Fox Inc., Cl. B		3,051,089		3,215,500
441,500	Viacom Inc., Cl. A		13,584,392		20,494,430
25,000	Viacom Inc., Cl. B		1,051,735		1,036,750
125,000	Vivendi SA		3,053,427		2,344,357

			64,836,791		180,613,479

	Environmental Services — 2.3%
629,300	Republic Services Inc.		8,470,871		32,289,383
58,520	Waste Connections Inc.		3,089,422		4,216,366
390,000	Waste Management Inc.		7,693,215		25,845,300

			19,253,508		62,351,049

	Equipment and Supplies — 7.0%
986,900	AMETEK Inc.		1,629,121		45,624,387
12,000	Amphenol Corp., Cl. A		23,162		687,960
10,000	AZZ Inc.		370,300		599,800


Shares		Cost		Market Value
	COMMON STOCKS (Continued)
	Equipment and Supplies (Continued)
94,000	CIRCOR International Inc.		$ 936,140		$ 5,357,060
115,000	Crown Holdings Inc.†		518,454		5,827,050
168,000	CTS Corp.		1,022,835		3,010,560
4,670	Danaher Corp.		41,237		471,670
614,900	Donaldson Co. Inc.		1,874,137		21,127,964
575,000	Flowserve Corp.		3,837,135		25,972,750
57,000	Graco Inc.		2,961,863		4,502,430
439,900	IDEX Corp.		1,645,735		36,115,790
90,000	Interpump Group SpA		375,067		1,404,284
16,000	Lawson Products Inc.†		267,152		317,760
93,000	Manitowoc Foodservice Inc.†		175,205		1,638,660
136,000	Mueller Industries Inc.		3,654,363		4,335,680
13,000	SEACOR Holdings Inc.†		931,927		753,350
180,000	Sealed Air Corp.		3,933,222		8,274,600
93,000	The Manitowoc Co. Inc.		52,334		506,850
49,000	The Timken Co.		1,833,939		1,502,340
13,000	The Toro Co.		451,164		1,146,600
80,000	The Weir Group plc		336,631		1,534,673
23,500	Valmont Industries Inc.		190,553		3,178,845
263,000	Watts Water Technologies Inc., Cl. A		3,093,055		15,322,380

			30,154,731		189,213,443


	Financial Services — 9.5%
13,400	Alleghany Corp.†		2,135,954		7,364,372
73,000	AllianceBernstein Holding LP		1,073,170		1,700,900
566,800	American Express Co.		17,578,973		34,438,768
3,500	Ameriprise Financial Inc.		112,007		314,475
33,000	Argo Group International Holdings Ltd.		863,864		1,712,700
60,000	Bank of America Corp.		565,016		796,200
197	Berkshire Hathaway Inc., Cl. A†		691,821		42,744,075
59,700	BKF Capital Group Inc.†		177,946		44,775
45,000	Calamos Asset Management Inc., Cl. A		512,984		328,950
65,000	Citigroup Inc.		2,290,500		2,755,350
4,000	Credit Acceptance Corp.†		690,864		740,320
170,000	Fortress Investment Group LLC, Cl. A		912,721		751,400
134,000	GAM Holding AG		1,850,414		1,420,277
220,000	H&R Block Inc.		4,074,592		5,060,000
50,000	Interactive Brokers Group Inc., Cl. A		821,025		1,770,000
400,000	Janus Capital Group Inc.		3,716,565		5,568,000
240,600	JPMorgan Chase & Co.		9,581,550		14,950,884
94,000	Kinnevik AB, Cl. A		2,085,848		2,427,577
116,000	Kinnevik AB, Cl. B		3,224,256		2,742,090
245,750	KKR & Co. LP		4,173,602		3,032,555
314,000	Legg Mason Inc.		7,728,859		9,259,860
51,000	LendingTree Inc.†		404,414		4,504,830


Shares		Cost		Market Value
35,000	Leucadia National Corp.		$ 324,217		$ 606,550
40,000	Loews Corp.		1,577,090		1,643,600
42,000	M&T Bank Corp.		3,017,681		4,965,660
117,000	Marsh & McLennan Companies Inc.		3,364,770		8,009,820
50,000	Northern Trust Corp.		2,212,510		3,313,000
150,000	PayPal Holdings Inc.†		4,920,528		5,476,500
30,000	Popular Inc.		593,108		879,000
134,200	State Street Corp.		3,337,808		7,236,064
20,000	SunTrust Banks Inc.		424,879		821,600
52,000	T. Rowe Price Group Inc.		1,121,438		3,794,440
666,900	The Bank of New York Mellon Corp.		19,020,332		25,909,065
49,000	The Blackstone Group LP		665,708		1,202,460
13,500	The Goldman Sachs Group Inc.		1,573,808		2,005,830
120,000	The Hartford Financial Services Group Inc.		3,791,202		5,325,600
141,000	The PNC Financial Services Group Inc.		8,138,979		11,475,990
10,000	Value Line Inc.		137,382		163,500
13,000	W. R. Berkley Corp.		470,830		778,960
155,000	Waddell & Reed Financial Inc., Cl. A		3,242,505		2,669,100
564,400	Wells Fargo & Co.		16,911,136		26,713,052

			140,112,856		257,418,149


	Food and Beverage — 14.7%
494,200	Brown-Forman Corp., Cl. A		5,690,468		53,388,426
130,000	Brown-Forman Corp., Cl. B		2,698,344		12,968,800
46,000	Campbell Soup Co.		1,336,867		3,060,380
800,000	China Mengniu Dairy Co. Ltd.		1,191,136		1,390,031
34,000	Chr. Hansen Holding A/S		1,430,763		2,221,532
25,000	Coca-Cola European Partners plc.		489,112		892,250
16,500	Coca-Cola HBC AG		231,193		331,683
377,000	ConAgra Foods Inc.		12,264,295		18,024,370
38,000	Constellation Brands Inc., Cl. A		966,566		6,285,200
22,000	Core-Mark Holding Co. Inc.		254,975		1,030,920
30,000	Crimson Wine Group Ltd.†		231,103		250,800
250,000	Danone SA		11,788,280		17,592,387
423,100	Davide Campari-Milano SpA		2,709,854		4,169,491
300,000	Diageo plc, ADR		11,169,526		33,864,000
133,500	Dr Pepper Snapple Group Inc.		3,252,750		12,900,105
80,000	Farmer Brothers Co.†		983,002		2,564,800
310,000	Flowers Foods Inc.		544,307		5,812,500
41,000	Fomento Economico Mexicano SAB de CV, ADR.		1,407,018		3,792,090
483,000	General Mills Inc.		9,257,575		34,447,560
2,200,000	Grupo Bimbo SAB de CV, Cl. A		965,033		6,899,913


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Food and Beverage (Continued)
	10,000	Heineken Holding NV		$ 407,450		$ 811,897
	104,500	Heineken NV		5,059,052		9,598,785
	20,000	Heineken NV, ADR		481,150		926,400
	5,200	Ingredion Inc.		62,530		672,932
	160,000	ITO EN Ltd.		3,457,147		6,127,923
	15,000	John Bean Technologies Corp.		239,584		918,300
	80,000	Kellogg Co.		3,827,964		6,532,000
	74,300	Kerry Group plc, Cl. A		971,930		6,602,154
	452,000	Kikkoman Corp.		5,188,611		16,414,080
	19,800	LVMH Moet Hennessy Louis Vuitton SE		701,482		2,988,348
	165,000	Maple Leaf Foods Inc.		3,013,197		3,523,627
	27,000	MEIJI Holdings Co. Ltd.		602,537		2,727,061
	406,000	Mondelēz International Inc., Cl. A		9,071,592		18,477,060
	245,000	Morinaga Milk Industry Co. Ltd.		909,693		1,689,246
	60,000	Nestlé SA		3,731,342		4,617,511
	170,000	NISSIN FOODS HOLDINGS CO. LTD.		5,822,388		9,202,537
	250,000	Parmalat SpA		704,668		649,761
	175,000	PepsiCo Inc.		7,488,205		18,539,500
	68,000	Pernod Ricard SA		6,062,771		7,553,879
	130,500	Post Holdings Inc.†		3,246,920		10,791,045
	93,000	Remy Cointreau SA		5,655,846		7,995,461
	10,000	SABMiller plc		358,218		581,759
	115,912	Snyder’s-Lance Inc.		2,836,223		3,928,264
	17,000	Suntory Beverage & Food Ltd.		541,830		760,567
	15,000	The Kraft Heinz Co.		975,759		1,327,200
	98,000	The Coca-Cola Co.		2,268,513		4,442,340
	34,000	The Hain Celestial Group Inc.†		267,614		1,691,500
	21,000	The J.M. Smucker Co.		729,807		3,200,610
	45,000	The WhiteWave Foods Co.†		453,697		2,112,300
	385,000	Tingyi (Cayman Islands) Holding Corp.		955,563		362,763
	165,000	Tootsie Roll Industries Inc.		1,565,302		6,357,450
	10,000	Tyson Foods Inc., Cl. A		79,907		667,900
	100,000	United Natural Foods Inc.†		3,826,214		4,680,000
	200,300	Yakult Honsha Co. Ltd.		5,045,302		10,241,456

				155,472,175		399,600,854


		Health Care — 5.1%
	50,000	Akorn Inc.†		2,071,831		1,424,250
	177,000	Alere Inc.†		6,545,347		7,377,360
	31,501	Allergan plc†		4,834,188		7,279,451
	17,000	AmerisourceBergen Corp.		673,233		1,348,440
	55,500	Amgen Inc.		2,539,296		8,444,325
	20,000	AngioDynamics Inc.†		200,704		287,400
	55,372	Baxter International Inc.		1,563,995		2,503,919


Shares			Cost		Market Value
	10,000	Becton, Dickinson and Co.		$ 1,128,903		$ 1,695,900
	11,000	Biogen Inc.†		76,370		2,660,020
	5,000	Bio-Rad Laboratories Inc.,
		Cl. A†		488,804		715,100
	825,000	BioScrip Inc.†		3,879,005		2,103,750
	80,000	Boston Scientific Corp.†		559,000		1,869,600
	125,000	Bristol-Myers Squibb Co.		3,218,850		9,193,750
	17,000	Cepheid Inc.†		189,176		522,750
	71,700	Chemed Corp.		3,931,162		9,773,427
	35,000	Cigna Corp.		1,816,474		4,479,650
	26,000	CONMED Corp.		523,478		1,240,980
	53,000	DaVita HealthCare Partners Inc.†		3,199,659		4,097,960
	30,000	Eli Lilly & Co.		1,057,507		2,362,500
	13,000	Endo International plc†		517,479		202,670
	44,000	Exactech Inc.†		671,660		1,176,560
	20,000	Express Scripts Holding Co.†		1,286,252		1,516,000
	20,000	Gerresheimer AG		1,276,756		1,531,240
	60,000	HCA Holdings Inc.†		4,020,691		4,620,600
	29,500	Henry Schein Inc.†		842,713		5,215,600
	17,000	Humana Inc.		1,911,480		3,057,960
	40,000	Indivior plc		25,984		133,711
	71,500	Johnson & Johnson		4,485,549		8,672,950
	98,356	Kindred Healthcare Inc.		2,225,662		1,110,439
	5,000	Laboratory Corp. of America Holdings†		443,148		651,350
	20,000	McKesson Corp.		1,812,699		3,733,000
	3,000	Mead Johnson Nutrition Co.		178,673		272,250
	15,000	Medtronic plc.		1,117,175		1,301,550
	145,000	Merck & Co. Inc.		4,283,496		8,353,450
	40,000	Mylan NV†		2,459,434		1,729,600
	30,000	Myriad Genetics Inc.†		1,014,806		918,000
	30,432	Orthofix International NV†		1,015,782		1,290,317
	30,000	Owens & Minor Inc.		902,440		1,121,400
	42,000	Patterson Companies Inc.		1,298,788		2,011,380
	44,000	Quidel Corp.†		603,237		785,840
	400	Regeneron Pharmaceuticals Inc.†		43,670		139,692
	75,000	Roche Holding AG, ADR		1,477,507		2,471,250
	3,000	Shire plc, ADR		579,630		552,240
	32,000	Stryker Corp.		1,660,657		3,834,560
	93,396	Tenet Healthcare Corp.†		2,888,624		2,581,465
	10,000	UnitedHealth Group Inc.		580,641		1,412,000
	140,000	William Demant Holding A/S†		1,314,346		2,715,628
	94,001	Wright Medical Group NV†		1,935,476		1,632,794
	21,000	Zimmer Biomet Holdings Inc.		1,489,483		2,527,980
	15,000	Zoetis Inc.		682,715		711,900

				83,543,635		137,365,908


		Hotels and Gaming — 1.2%
	17,000	Accor SA		583,813		654,456
	54,000	Belmond Ltd., Cl. A†		598,163		534,600


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Hotels and Gaming (Continued)
	16,000	Churchill Downs Inc.		$ 673,992		$ 2,021,760
	350,000	Genting Singapore plc		367,220		188,368
	45,000	Hyatt Hotels Corp., Cl. A†		1,749,864		2,211,300
	89,000	Interval Leisure Group Inc.		580,117		1,415,100
	75,000	Las Vegas Sands Corp.		282,987		3,261,750
	5,000,000	Mandarin Oriental International Ltd.		8,810,900		6,775,000
	395,000	MGM Resorts International†		4,059,351		8,938,850
	2,000,000	The Hongkong & Shanghai Hotels Ltd.		2,722,562		2,026,269
	75,000	Universal Entertainment Corp.†		504,653		1,560,790
	10,000	Wyndham Worldwide Corp.		249,886		712,300
	12,000	Wynn Resorts Ltd.		925,515		1,087,680

				22,109,023		31,388,223

		Machinery — 2.9%
	121,500	Caterpillar Inc.		799,951		9,210,915
	1,380,000	CNH Industrial NV, New York		10,752,899		9,867,000
	220,000	CNH Industrial NV, Brsaltaliana		2,134,712		1,582,066
	285,000	Deere & Co.		2,036,341		23,096,400
	45,000	Mueller Water Products Inc., Cl. A		358,307		513,900
	749,000	Xylem Inc.		10,151,503		33,442,850
	8,000	Zebra Technologies Corp., Cl. A†		322,005		400,800

				26,555,718		78,113,931

		Manufactured Housing and Recreational Vehicles — 0.1%
	31,500	Cavco Industries Inc.†		596,101		2,951,550
	20,000	Nobility Homes Inc.†		192,816		290,000
	32,500	Skyline Corp.†		177,923		305,500

				966,840		3,547,050

		Metals and Mining — 2.0%
	56,000	Agnico Eagle Mines Ltd.		1,821,420		2,996,000
	400,000	Alcoa Inc.		3,906,080		3,708,000
	234,000	Barrick Gold Corp.		3,615,288		4,995,900
	30,000	Cliffs Natural Resources Inc.†		199,316		170,100
	90,000	Franco-Nevada Corp.		3,113,147		6,845,400
	156,000	Freeport-McMoRan Inc.		1,880,433		1,737,840
	60,000	Kinross Gold Corp.†		376,124		293,400
	24,000	New Hope Corp. Ltd.		32,183		25,417
	539,000	Newmont Mining Corp.		11,574,244		21,085,680
	133,000	Royal Gold Inc.		5,852,287		9,578,660
	85,000	Silver Wheaton Corp.		1,609,340		2,000,050
	186,000	Turquoise Hill Resources Ltd.†		654,400		628,680

				34,634,262		54,065,127


Shares			Cost		Market Value
		Publishing — 0.9%
	2,200	Graham Holdings Co., Cl. B		$ 965,421		$ 1,076,988
	65,000	Meredith Corp.		1,399,938		3,374,150
	155,000	News Corp., Cl. A		781,182		1,759,250
	195,000	News Corp., Cl. B		2,987,049		2,275,650
	128,500	S&P Global Inc.		1,022,369		13,782,910
	200,000	The E.W. Scripps Co., Cl. A†		2,516,153		3,168,000
	12,000	The New York Times Co., Cl. A		107,527		145,200

				9,779,639		25,582,148

		Real Estate — 0.3%
	16,500	Brookfield Asset Management Inc., Cl. A		294,496		545,655
	330	Brookfield Business Partners LP†		9,316		6,300
	104,000	Griffin Industrial Realty Inc.		1,510,666		3,187,600
	241,000	The St. Joe Co.†		1,865,829		4,270,520

				3,680,307		8,010,075

		Real Estate Investment Trusts — 0.4%
	70,000	Forest City Realty Trust Inc., Cl. A		1,405,754		1,561,700
	14,422	Host Hotels & Resorts Inc.		290,636		233,781
	85,000	Ryman Hospitality Properties Inc.		3,702,677		4,305,250
	124,000	Weyerhaeuser Co.		2,593,467		3,691,480

				7,992,534		9,792,211

		Retail — 3.6%
	88,000	Aaron’s Inc.		526,933		1,926,320
	114,000	AutoNation Inc.†		954,122		5,355,720
	82,000	Costco Wholesale Corp.		4,264,800		12,877,280
	250,000	CST Brands Inc.		8,080,948		10,770,000
	275,000	CVS Health Corp.		9,213,212		26,328,500
	487,000	Hertz Global Holdings Inc.†		9,246,385		5,391,090
	40,000	HSN Inc.		1,108,605		1,957,200
	295,000	J.C. Penney Co. Inc.†		3,754,412		2,619,600
	36,000	Krispy Kreme Doughnuts Inc.†		241,212		754,560
	450,000	Lianhua Supermarket Holdings Ltd., Cl. H†		423,018		174,592
	150,000	Macy’s Inc.		2,082,404		5,041,500
	50,000	Murphy USA Inc.†		2,116,202		3,708,000
	57,100	Penske Automotive Group Inc.		2,580,942		1,796,366
	14,857	Rush Enterprises Inc., Cl. B†		337,936		308,877
	50,000	The Cheesecake Factory Inc.		1,484,808		2,407,000
	34,000	The Home Depot Inc.		1,057,046		4,341,460
	128,000	The Kroger Co.		389,119		4,709,120
	34,000	Walgreens Boots Alliance Inc.		1,889,156		2,831,180
	100,000	Whole Foods Market Inc.		1,271,571		3,202,000

				51,022,831		96,500,365


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Specialty Chemicals — 1.9%
	14,000	Ashland Inc.		$ 777,187		$ 1,606,780
	205,000	Chemtura Corp.†		4,409,412		5,407,900
	611,000	Ferro Corp.†		5,157,436		8,175,180
	91,200	General Chemical Group Inc.†		249,024		1,186
	165,000	H.B. Fuller Co.		5,038,036		7,258,350
	125,500	International Flavors & Fragrances Inc.		6,811,878		15,821,785
	395,000	OMNOVA Solutions Inc.†		1,081,551		2,863,750
	11,000	Praxair Inc.		1,148,655		1,236,290
	140,000	Sensient Technologies Corp.		2,582,438		9,945,600
	31,500	SGL Carbon SE†		604,296		343,630

				27,859,913		52,660,451


		Telecommunications — 2.3%
	36,000	CenturyLink Inc.		641,820		1,044,360
	1,370,000	Cincinnati Bell Inc.†		4,990,626		6,260,900
	180,000	Deutsche Telekom AG, ADR		2,793,283		3,056,400
	30,000	Hellenic Telecommunications Organization SA		435,110		268,672
	25,000	Hellenic Telecommunications Organization SA, ADR		111,368		115,500
	75,200	Level 3 Communications Inc.†		1,891,360		3,872,048
	63,107	Loral Space & Communi- cations Inc.†		2,446,812		2,225,784
	6,000	Orange SA, ADR		63,335		98,520
	215,000	Sprint Corp.†		1,166,477		973,950
	3,007,800	Telecom Italia SpA†		1,674,788		2,453,371
	175,000	Telecom Italia SpA, ADR†		1,222,253		1,429,750
	39,981	Telefonica Brasil SA, ADR		373,700		543,742
	267,401	Telefonica SA, ADR		3,354,218		2,534,961
	1,005,510	Telephone & Data Systems Inc.		20,197,953		29,823,427
	230,000	Telesites SAB†		154,371		142,157
	140,000	Verizon Communications Inc.		4,814,805		7,817,600
	30,000	VimpelCom Ltd., ADR		161,262		116,400

				46,493,541		62,777,542

		Transportation — 0.5%
	305,000	GATX Corp.		8,271,317		13,410,850
	4,000	Kansas City Southern		7,317		360,360
	46,000	Providence and Worcester Railroad Co.		710,155		749,800

				8,988,789		14,521,010


		Wireless Communications — 0.8%
	115,000	America Movil SAB de CV, Cl. L, ADR		351,470		1,409,900
	14,500	Millicom International Cellular SA		967,889		885,805


					Market
Shares			Cost		Value
	58,000	Millicom International Cellular SA, SDR		$ 4,019,048		$ 3,530,441
	210,000	NTT DoCoMo Inc.		2,985,823		5,625,962
	20,000	Tim Participacoes SA, ADR		148,920		211,000
	70,000	T-Mobile US Inc.†		2,219,571		3,028,900
	175,000	United States Cellular Corp.†		8,448,828		6,872,250

				19,141,549		21,564,258

		TOTAL COMMON STOCKS		1,169,228,334		2,700,904,608

		PREFERRED STOCKS — 0.0%
		Health Care — 0.0%
	31,580	The Phoenix Companies Inc., 7.450%, 01/15/32		674,937		597,146

		RIGHTS — 0.0%
		Health Care — 0.0%
	20,000	American Medical Alert Corp.†		0		200

		WARRANTS — 0.0%
		Energy and Utilities — 0.0%
	255,000	Kinder Morgan Inc., expire 05/25/17†		296,658		4,335

		Hotels and Gaming — 0.0%
	200,000	Indian Hotels Co. Ltd., expire 05/14/18†(a)		329,280		378,000

		TOTAL WARRANTS		625,938		382,335

		TOTAL INVESTMENTS — 99.7%		$1,170,529,209		$2,701,884,289

		Other Assets and Liabilities (Net) — 0.3%				7,043,699

		NET ASSETS — 100.0%				$2,708,927,988

(a)

Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2016, the market value of the Rule 144A security amounted to $378,000 or 0.01% of net assets.

†	Non-income producing security.

ADR	American Depositary Receipt

GDR	Global Depositary Receipt

SDR	Swedish Depositary Receipt


Statement of Assets and Liabilities June 30, 2016 (Unaudited)
Assets:
Investments, at value (cost $1,170,529,209)	$	2,701,884,289
Foreign currency, at value (cost $31,187)		31,128
Cash		25,820
Receivable for investments sold		16,009,231
Receivable for Fund shares sold		467,791
Dividends receivable		3,702,579
Prepaid expenses		70,897
Receivable for custody fees reimbursement		432,346

Total Assets		2,722,624,081

Liabilities:
Payable for investments purchased		953,343
Payable for Fund shares redeemed		2,033,213
Payable for investment advisory fees		2,235,368
Payable for distribution fees		511,331
Payable for accounting fees		11,250
Line of credit payable		7,394,000
Other accrued expenses		557,588

Total Liabilities		13,696,093

Net Assets
(applicable to 47,322,427 shares outstanding)	$	2,708,927,988

Net Assets Consist of:
Paid-in capital	$	970,783,382
Undistributed net investment income		11,189,065
Accumulated net realized gain on investments and foreign currency transactions		195,618,084
Net unrealized appreciation on investments		1,531,355,080
Net unrealized depreciation on foreign currency translations		(17,623	)

Net Assets	$	2,708,927,988

Shares of Beneficial Interest, each at $0.01 par value; unlimited number of shares authorized:
Class AAA:
Net Asset Value, offering, and redemption price per share ($2,074,059,803 ÷ 36,145,754 shares outstanding)		$57.38

Class A:
Net Asset Value and redemption price per share ($64,598,390 ÷ 1,135,765 shares outstanding)		$56.88

Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price)		$60.35

Class C:
Net Asset Value and offering price per share ($84,052,551 ÷ 1,563,585 shares outstanding)		$53.76	(a)

Class I:
Net Asset Value, offering, and redemption price per share ($486,217,244 ÷ 8,477,323 shares outstanding)		$57.36

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


Statement of Operations
For the Six Months Ended June 30, 2016 (Unaudited)
Investment Income:
Dividends (net of foreign withholding taxes of $1,003,433)	$	28,754,650
Interest		711
Other income*		432,346

Total Income		29,187,707

Expenses:
Investment advisory fees		13,345,048
Distribution fees - Class AAA		2,556,261
Distribution fees - Class A		80,848
Distribution fees - Class C		432,364
Shareholder services fees		998,863
Shareholder communications expenses		154,091
Custodian fees		153,584
Trustees’ fees		94,481
Interest expense		61,891
Registration expenses		48,911
Legal and audit fees		41,984
Accounting fees		22,500
Miscellaneous expenses		85,088

Total Expenses		18,075,914

Less:
Expenses paid indirectly by broker (See Note 6)		(10,094	)

Net Expenses		18,065,820

Net Investment Income		11,121,887

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency:
Net realized gain on investments		211,513,652
Net realized gain on foreign currency transactions		13,736

Net realized gain on investments and foreign currency transactions		211,527,388

Net change in unrealized appreciation/depreciation:
on investments		(67,460,059	)
on foreign currency translations		9,481

Net change in unrealized appreciation/depreciation on investments and foreign currency translations		(67,450,578	)

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency		144,076,810

Net Increase in Net Assets Resulting from Operations	$	155,198,697

*	The Fund received a one time reimbursement of custody expenses paid in prior years.

Selected data for a share of beneficial interest outstanding throughout each period:

1. Organization. The Gabelli Asset Fund was organized on November 25, 1985 as a Massachusetts business trust. The Fund is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary objective is growth of capital. The Fund commenced investment operations on March 3, 1986.

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 instruments with remaining maturities of sixty days or less that are not credit impaired are valued at amortized cost, unless the Board determines such amount does not reflect the securities’ fair value, in which case these securities will be fair valued as determined by the Board. Debt instruments having a maturity greater than sixty days 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. U.S. government obligations with maturities greater than sixty days are normally valued using a model that incorporates market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued principally using dealer quotations.

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, 2016 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, 2016. 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 is 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 and preferred equities, warrants, options, rights, and 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.

Derivative Financial Instruments. The Fund may engage in various portfolio investment strategies by investing in a number of derivative financial instruments for the purposes of increasing the income of the Fund or hedging against changes in the value of its portfolio securities and in the value of securities it intends to purchase or hedging against a specific transaction with respect to either the currency in which the transaction is denominated or another currency. Investing in certain derivative financial instruments, including participation in the options, futures, or swap markets, entails certain execution, liquidity, hedging, tax, and securities, interest, credit, or currency market risks. Losses may arise if the Adviser’s prediction of movements in the direction of the securities, foreign currency, and interest rate markets is inaccurate. Losses may also arise if the counterparty does not perform its duties under a contract, or that, in the event of default, the Fund may be delayed in or prevented from obtaining payments or other contractual remedies owed to it under derivative contracts. The creditworthiness of the counterparties is closely monitored in order to minimize these risks. Participation in derivative transactions involves investment risks, transaction costs, and potential losses to which the Fund would not be subject absent the use of these strategies. The consequences of these risks, transaction costs, and losses may have a negative impact on the Fund’s ability to pay distributions.

The Fund’s derivative contracts held at June 30, 2016, if any, are not accounted for as hedging instruments under GAAP and are disclosed in the Schedule of Investments together with the related counterparty.

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

The use of forward foreign exchange contracts does not eliminate fluctuations in the underlying prices of the Fund’s portfolio securities, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. During the six months ended June 30, 2016, the Fund held no forward foreign exchange contracts.

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 10% 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. At June 30, 2016, the Fund held no restricted securities.

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 the 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 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.

The tax character of distributions paid during the year ended December 31, 2015 was as follows:

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, 2016:

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, 2016, the Fund did not incur any income tax, interest, or penalties. As of June 30, 2016, 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. Each Trustee is reimbursed by the Fund 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. The Chairman of the Proxy Voting Committee and Nominating Committee each receives $1,000 annually. 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 Class I Shares, pursuant to Rule 12b-1 under the 1940 Act. Under the Class AAA, Class A, and Class C Share Plans, payments are authorized to G.distributors, LLC (the “Distributor”), an affiliate of the Adviser, at annual rates of 0.25%, 0.25%, and 1.00%, 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, 2016, other than short term securities and U.S. Government Obligations, aggregated $29,412,547 and $336,299,988, respectively.

6. Transactions with Affiliates and Other Arrangements. During the six months ended June 30, 2016, the Fund paid brokerage commissions on security trades of $135,424 to G.research, LLC, an affiliate of the Adviser. Additionally, the Distributor retained a total of $14,235 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

During the six months ended June 30, 2016, 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 broker arrangement during this period ended June 30, 2016 was $10,094.

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, 2016, the Fund paid or accrued $22,500 to the Adviser in connection with the cost of computing the Fund’s NAV.

7. Line of Credit. The Fund participates in an unsecured line of credit 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 bears 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, 2016, there was $7,394,000 outstanding under the line of credit.

The average daily amount of borrowings outstanding under the line of credit during the six months ended June 30, 2016 was $5,581,810 with a weighted average interest rate of 0.99%. The maximum amount borrowed at any time during the six months ended June 30, 2016 was $46,870,927.

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 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%, and 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, 2016 and the year ended December 31, 2015, if any, can be found in the Statement of Changes in Net Assets under Redemption Fees.

9. 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.

10. Subsequent Events. Management has evaluated the impact on the Fund of all 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 24, 2016, 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 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. The Independent Board Members reviewed the short, medium, and long term performance of the Fund against a peer group of multi-cap core funds chosen by Broadridge as being comparable. The Independent Board Members noted that the Fund’s performance was in the fourth quartile of the funds in its category for the one year, three year, and five year periods.

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 such a charge. The Independent Board Members also noted that a large portion of the Fund’s portfolio transactions were executed by an affiliated broker and that the affiliated broker received distribution fees and minor amounts of sales commissions.

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 losses or diminished profitability to the Adviser in prior years.

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 with similar expense ratios of the peer group of multi-cap and core value funds and noted that the advisory fee includes substantially all administrative services for the Fund as well as investment advisory services of the Adviser. The Independent Board Members noted that the Fund’s expense ratios and the Fund’s size were above average within this group. The Independent Board Members also noted that the advisory fee structure was the same as that in effect for most of the Gabelli funds.

Conclusions. The Independent Board Members concluded that the Fund enjoyed highly experienced portfolio management services, good ancillary services, and a reasonable performance record. The Independent Board Members also concluded that the Fund’s expense ratios and the profitability to the Adviser of managing the Fund were reasonable in light of the Fund’s performance 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.

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

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 their decision on evaluations of all these factors as a whole and did not consider any one factor as all important or controlling.

Gabelli/GAMCO Funds and Your Personal Privacy

Who are we?

The Gabelli/GAMCO Funds are investment companies registered with the Securities and Exchange Commission under the Investment Company Act of 1940. We are managed by Gabelli Funds, LLC and GAMCO Asset Management Inc., which are affiliated with GAMCO Investors, Inc. GAMCO Investors, Inc. is a publicly held company that has subsidiaries and affiliates that provide investment advisory services for a variety of clients.

What kind of non-public information do we collect about you if you become a fund shareholder?

If you apply to open an account directly with us, you will be giving us some non-public information about yourself. The non-public information we collect about you is:

•

Information you give us on your application form. This could include your name, address, telephone number, social security number, bank account number, and other information.

•

Information about your transactions with us, any transactions with our affiliates, and transactions with the entities we hire to provide services to you. This would include information about the shares that you buy or redeem. If we hire someone else to provide services — like a transfer agent — we will also have information about the transactions that you conduct through them.

What information do we disclose and to whom do we disclose it?

We do not disclose any non-public personal information about our customers or former customers to anyone other than our affiliates, our service providers who need to know such information, and as otherwise permitted by law. If you want to find out what the law permits, you can read the privacy rules adopted by the Securities and Exchange Commission. They are in volume 17 of the Code of Federal Regulations, Part 248. The Commission often posts information about its regulations on its website, www.sec.gov.

What do we do to protect your personal information?

We restrict access to non-public personal information about you to the people who need to know that information in order to provide services to you or the fund and to ensure that we are complying with the laws governing the securities business. We maintain physical, electronic, and procedural safeguards to keep your personal information confidential.

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 Chief Executive Officer and Chairman of the Board of Directors 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.

Christopher J. Marangi joined Gabelli in 2003 as a research analyst. Currently he is a Managing Director and Co-Chief Investment Officer for GAMCO Investors, Inc.’s Value team. In addition, he serves as a portfolio manager of Gabelli Funds, LLC and manages several funds within the Gabelli/GAMCO Fund Complex. Mr. Marangi graduated magna cum laude and Phi Beta Kappa with a B.A. in Political Economy from Williams College and holds an MBA with honors from Columbia Business School.

Kevin V. Dreyer joined Gabelli in 2005 as a research analyst covering companies within the consumer sector. Currently he is a Managing Director and Co-Chief Investment Officer for GAMCO Investors, Inc.’s Value team. In addition, he serves as a portfolio manager of Gabelli Funds, LLC and manages several funds within the Gabelli/GAMCO Fund Complex. Mr. Dreyer received a BSE from the University of Pennsylvania and an MBA from Columbia Business School.

Jeffrey J. Jonas, CFA, joined Gabelli in 2003 as a research analyst. He focuses on companies in the cardiovascular, healthcare services, and pharmacy benefits management sectors, among others. He also serves as a portfolio manager of Gabelli Funds, LLC and manages several funds within the Gabelli/GAMCO Fund Complex. Mr. Jonas was a Presidential Scholar at Boston College, where he received a BS in Finance and Management Information Systems.

THE GABELLI ASSET 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
Mario J. Gabelli, CFA Chairman and Chief Executive Officer, GAMCO Investors, Inc. Chairman and Chief Executive Officer, Associated Capital Group, Inc.		Anthonie C. van Ekris Chairman, BALMAC International, Inc. Salvatore J. Zizza Chairman, Zizza & Associates Corp.
Anthony J. Colavita President, Anthony J. Colavita, P.C.		OFFICERS Bruce N. Alpert President
James P. Conn Former Chief Investment Officer, Financial Security Assurance Holdings Ltd.		Andrea R. Mango Secretary Agnes Mullady Treasurer

John D. Gabelli Senior Vice President, G.research, LLC		Richard J. Walz Chief Compliance Officer DISTRIBUTOR G.distributors, LLC
Kuni Nakamura President, Advanced Polymer, Inc. Anthony R. Pustorino Certified Public Accountant, Professor Emeritus, Pace University		CUSTODIAN, TRANSFER AGENT, AND DIVIDEND DISBURSING AGENT State Street Bank and Trust Company

Werner J. Roeder, MD Former Medical Director, Lawrence Hospital		LEGAL COUNSEL Skadden, Arps, Slate, Meagher & Flom LLP

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

GAB405Q216SR

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.

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.


The Gabelli Asset Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from January 1, 2016 through June 30, 2016			Expense Table


	Six Months Ended
	June 30, 2016			Year Ended
	(Unaudited)			December 31, 2015
Operations:
Net investment income	$	11,121,887		$	10,468,296
Net realized gain on investments and foreign currency transactions		211,527,388			389,894,305
Net change in unrealized appreciation/depreciation on investments and foreign currency translations		(67,450,578	)		(583,650,034	)

Net Increase/(Decrease) in Net Assets Resulting from Operations		155,198,697			(183,287,433	)

Distributions to Shareholders:
Net investment income
Class AAA		—			(7,627,505	)
Class A		—			(255,360	)
Class I		—			(3,151,620	)

		—			(11,034,485	)

Net realized gain
Class AAA		—			(262,380,838	)
Class A		—			(9,157,559	)
Class C		—			(12,436,170	)
Class I		—			(58,085,281	)

		—			(342,059,848	)

Total Distributions to Shareholders		—			(353,094,333	)


Shares of Beneficial Interest Transactions:
Class AAA		(204,280,652	)		(430,711,437	)
Class A		(13,435,625	)		(21,434,536	)
Class C		(16,931,468	)		(9,164,959	)
Class I		(23,494,719	)		187,399,518

Net Decrease in Net Assets from Shares of Beneficial Interest Transactions		(258,142,464	)		(273,911,414	)

Redemption Fees		670			8,957

Net Decrease in Net Assets		(102,943,097	)		(810,284,223	)
Net Assets:
Beginning of year		2,811,871,085			3,622,155,308

End of period (including undistributed net investment income of $11,189,065 and $67,178, respectively)	$	2,708,927,988			$2,811,871,085


				Income (Loss) from Investment Operations												Distributions																					Ratios to Average Net Assets/ Supplemental Data
Year Ended December 31	Net Asset Value, Beginning of Year			Net Investment Income (Loss)(a)				Net Realized and Unrealized Gain (Loss) on Investments				Total from Investment Operations				Net Investment Income				Net Realized Gain on Investments				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 (Loss)			Operating Expenses			Portfolio Turnover Rate
Class AAA
2016(c)		$	54.10		$	0.22			$	3.06			$	3.28			$	—			$	—			$	—			$	0.00		$	57.38		6.1	%		$	2,074,060		0.81	%(d)		1.37	%(d)(e)		1	%
2015			65.39			0.20				(3.93	)			(3.73	)			(0.21	)			(7.35	)			(7.56	)			0.00			54.10		(5.9	)			2,160,274		0.31			1.35	(e)		3
2014			65.31			0.19				3.04				3.23				(0.17	)			(2.98	)			(3.15	)			0.00			65.39		4.9				3,011,541		0.28			1.35			5
2013			51.87			0.21				16.42				16.63				(0.20	)			(2.99	)			(3.19	)			0.00			65.31		32.4				3,178,406		0.35			1.35			7
2012			47.60			0.50				7.10				7.60				(0.52	)			(2.81	)			(3.33	)			0.00			51.87		16.0				2,487,368		0.97			1.38			4
2011			48.93			0.19				(0.41	)			(0.22	)			(0.18	)			(0.93	)			(1.11	)			0.00			47.60		(0.4	)			2,527,218		0.39			1.37			8
Class A
2016(c)		$	53.62		$	0.22			$	3.04			$	3.26			$	—			$	—			$	—			$	0.00		$	56.88		6.1	%		$	64,598		0.81	%(d)		1.37	%(d)(e)		1	%
2015			64.88			0.20				(3.91	)			(3.71	)			(0.20	)			(7.35	)			(7.55	)			0.00			53.62		(5.9	)			74,447		0.31			1.35	(e)		3
2014			64.82			0.19				3.02				3.21				(0.17	)			(2.98	)			(3.15	)			0.00			64.88		4.9				110,428		0.28			1.35			5
2013			51.52			0.20				16.32				16.52				(0.23	)			(2.99	)			(3.22	)			0.00			64.82		32.4				112,707		0.33			1.35			7
2012			47.30			0.50				7.05				7.55				(0.52	)			(2.81	)			(3.33	)			0.00			51.52		16.0				74,713		0.98			1.38			4
2011			48.65			0.21				(0.42	)			(0.21	)			(0.21	)			(0.93	)			(1.14	)			0.00			47.30		(0.4	)			66,330		0.43			1.37			8
Class C
2016(c)		$	50.87		$	0.02			$	2.87			$	2.89				—			$	—				—			$	0.00		$	53.76		5.7	%		$	84,053		0.06	%(d)		2.12	%(d)(e)		1	%
2015			62.21			(0.27	)			(3.72	)			(3.99	)			—				(7.35	)		$	(7.35	)			0.00			50.87		(6.6	)			96,670		(0.44	)		2.10	(e)		3
2014			62.58			(0.30	)			2.91				2.61				—				(2.98	)			(2.98	)			0.00			62.21		4.1				125,548		(0.47	)		2.10			5
2013			50.01			(0.24	)			15.80				15.56				—				(2.99	)			(2.99	)			0.00			62.58		31.4				104,620		(0.41	)		2.10			7
2012			46.05			0.13				6.82				6.95			$	(0.18	)			(2.81	)			(2.99	)			0.00			50.01		15.1				54,546		0.27			2.13			4
2011			47.53			(0.15	)			(0.40	)			(0.55	)			—				(0.93	)			(0.93	)			0.00			46.05		(1.1	)			41,146		(0.32	)		2.12			8
Class I
2016(c)		$	54.01		$	0.29			$	3.06			$	3.35			$	—			$	—			$	—			$	0.00		$	57.36		6.2	%		$	486,217		1.07	%(d)		1.12	%(d)(e)		1	%
2015			65.33			0.37				(3.94	)			(3.57	)			(0.40	)			(7.35	)			(7.75	)			0.00			54.01		(5.6	)			480,480		0.57			1.10	(e)		3
2014			65.25			0.35				3.06				3.41				(0.35	)			(2.98	)			(3.33	)			0.00			65.33		5.2				374,638		0.52			1.10			5
2013			51.82			0.36				16.42				16.78				(0.36	)			(2.99	)			(3.35	)			0.00			65.25		32.7				280,250		0.60			1.10			7
2012			47.56			0.67				7.06				7.73				(0.66	)			(2.81	)			(3.47	)			0.00			51.82		16.3				159,366		1.30			1.13			4
2011			48.90			0.34				(0.44	)			(0.10	)			(0.31	)			(0.93	)			(1.24	)			0.00			47.56		(0.2	)			94,896		0.69			1.12			8


Ordinary income (inclusive of short term capital gains)	$	12,685,033
Net long term capital gains		340,409,300

Total distributions paid	$	353,094,333


	Cost		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation
Investments	$	1,183,462,844	$	1,591,358,900	$	(72,937,455	)	$	1,518,421,445


	Valuation Inputs
	Level 1 Quoted Prices		Level 2 Other Significant Observable Inputs		Level 3 Significant Unobservable Inputs		Total Market Value at 6/30/16
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
Aerospace		$ 36,186,803		—		$195,286		$ 36,382,089
Airlines		—		—		45,000		45,000
Consumer Products		134,607,661		—		30		134,607,691
Diversified Industrial		133,968,636		$ 192,625		—		134,161,261
Specialty Chemicals		52,659,265		1,186		—		52,660,451
Other Industries (a)		2,343,048,116		—		—		2,343,048,116
Total Common Stocks		2,700,470,481		193,811		240,316		2,700,904,608
Preferred Stocks (a)		—		597,146		—		597,146
Rights (a)		—		—		200		200
Warrants (a)		4,335		378,000		—		382,335
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$2,700,474,816		$1,168,957		$240,516		$2,701,884,289


	Six Months Ended June 30, 2016 (Unaudited)						Year Ended December 31, 2015
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		376,304		$	20,231,722			1,205,642		$	77,741,212
Shares issued upon reinvestment of distributions		—			—			4,683,385			257,117,798
Shares redeemed		(4,164,049	)		(224,512,374	)		(12,008,241	)		(765,570,447	)

Net decrease		(3,787,745	)	$	(204,280,652	)		(6,119,214	)	$	(430,711,437	)

Class A
Shares sold		63,709		$	3,411,285			224,104		$	14,208,679
Shares issued upon reinvestment of distributions		—			—			143,620			7,814,459
Shares redeemed		(316,326	)		(16,846,910	)		(681,417	)		(43,457,674	)

Net decrease		(252,617	)	$	(13,435,625	)		(313,693	)	$	(21,434,536	)

Class C
Shares sold		40,959		$	2,052,055			254,277		$	14,996,602
Shares issued upon reinvestment of distributions		—			—			186,495			9,626,878
Shares redeemed		(377,721	)		(18,983,523	)		(558,667	)		(33,788,439	)

Net decrease		(336,762	)	$	(16,931,468	)		(117,895	)	$	(9,164,959	)

Class I
Shares sold		824,754		$	44,547,843			4,867,959		$	307,456,020
Shares issued upon reinvestment of distributions		—			—			1,029,505			56,416,891
Shares redeemed		(1,244,128	)		(68,042,562	)		(2,626,653	)		(169,537,993	)
Shares redemption in-kind		—			—			(108,808	)		(6,935,400	)

Net increase/(decrease)		(419,374	)	$	(23,494,719	)		3,162,003		$	187,399,518