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, 2017, the net asset value (“NAV”) per class AAA Share of The Gabelli Asset Fund increased 9.4% compared with an increase of 9.3% 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, 2017.


Average Annual Returns through June 30, 2017 (a) (Unaudited)														Since
	Six Months			1 Year			5 Year			10 Year		15 Year		Inception (3/3/86)
Class AAA (GABAX)		9.36	%		15.05	%		11.81	%		6.42%		9.10%		11.86%
S&P 500 Index		9.34			17.90			14.63			7.18		8.34		10.35(b)
Dow Jones Industrial Average		9.36			22.07			13.39			7.53		8.42		11.26(b)
Nasdaq Composite Index		14.75			28.37			17.45			10.23		11.22		9.35(b)
Class A (GATAX)		9.38			15.05			11.81			6.42		9.10		11.86
With sales charge (c)		3.09			8.43			10.49			5.79		8.67		11.63
Class C (GATCX)		8.95			14.18			10.98			5.63		8.38		11.50
With contingent deferred sales charge (d)		7.95			13.18			10.98			5.63		8.38		11.50
Class I (GABIX)		9.51			15.33			12.09			6.67		9.28		11.94

In the current prospectuses dated April 28, 2017, the expense ratios for Class AAA, A, C, and I Shares are 1.36%, 1.36%, 2.11%, and 1.11%, respectively. See page 14 for the expense ratios for the six months ended June 30, 2017. 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 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)

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

(c)

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

(d)

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

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
	01/01/17		06/30/17		Ratio			Period*
*The Gabelli Asset Fund*
Actual Fund Return
Class AAA		$1,000.00		$1,093.60		1.36	%		$ 7.06
Class A		$1,000.00		$1,093.80		1.36	%		$ 7.06
Class C		$1,000.00		$1,089.50		2.11	%		$10.93
Class I		$1,000.00		$1,095.10		1.11	%		$ 5.77
Hypothetical 5% Return
Class AAA		$1,000.00		$1,018.05		1.36	%		$ 6.80
Class A		$1,000.00		$1,018.05		1.36	%		$ 6.80
Class C		$1,000.00		$1,014.33		2.11	%		$10.54
Class I		$1,000.00		$1,019.29		1.11	%		$ 5.56

*	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, 2017:


Food and Beverage	13.8	%
Financial Services	10.8	%
Equipment and Supplies	7.1	%
Entertainment	6.3	%
Health Care	5.2	%
Diversified Industrial	4.8	%
Cable and Satellite	4.7	%
Consumer Products	4.6	%
Machinery	3.5	%
Energy and Utilities	3.3	%
Business Services	3.2	%
Automotive: Parts and Accessories	3.2	%
Environmental Services	2.6	%
Broadcasting	2.4	%
Retail	2.3	%
Telecommunications	2.2	%
Electronics	2.1	%
Consumer Services	2.0	%
Metals and Mining	1.7	%
Specialty Chemicals	1.7	%
Hotels and Gaming	1.6	%


Computer Software and Services	1.5	%
Aerospace	1.4	%
Building and Construction	1.4	%
Publishing	1.1	%
Wireless Communications	0.9	%
Aviation: Parts and Services	0.8	%
Automotive	0.8	%
Transportation	0.7	%
Agriculture	0.4	%
Communications Equipment	0.4	%
Real Estate Investment Trusts	0.4	%
Closed-End Funds	0.3	%
Real Estate	0.3	%
Manufactured Housing and Recreational Vehicles	0.2	%
Computer Hardware	0.1	%
Airlines	0.0	%*
Other Assets and Liabilities (Net)	0.2	%

	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 — 99.5%
		Aerospace — 1.4%
	525,000	Aerojet Rocketdyne Holdings Inc.†	$	1,597,609	$	10,920,000
	5,000	Lockheed Martin Corp.		147,750		1,388,050
	6,000	Northrop Grumman Corp.		268,238		1,540,260
	1,866,100	Rolls-Royce Holdings plc		13,882,585		21,655,879
	132,493,100	Rolls-Royce Holdings plc, Cl. C†		170,267		172,566
	7,500	The Boeing Co.		488,733		1,483,125

				16,555,182		37,159,880


		Agriculture — 0.4%
	220,000	Archer Daniels Midland Co.		2,515,131		9,103,600
	13,000	Monsanto Co.		115,854		1,538,680
	6,500	Potash Corp. of Saskatchewan Inc.		29,744		105,950
	25,000	The Mosaic Co.		438,682		570,750

				3,099,411		11,318,980


		Airlines — 0.0%
	100,000	American Airlines Group Inc., Escrow†		1,464		150,000


		Automotive — 0.8%
	5,500	Ferrari NV		228,323		473,110
	50,000	General Motors Co.		1,587,900		1,746,500
	420,000	Navistar International Corp.†		7,723,551		11,016,600
	91,500	PACCAR Inc.		468,321		6,042,660
	3,000	Volkswagen AG		119,556		465,142

				10,127,651		19,744,012


		Automotive: Parts and Accessories — 3.2%
	142,000	BorgWarner Inc.		602,413		6,015,120
	175,000	Brembo SpA		347,433		2,560,420
	481,000	Dana Inc.		5,573,745		10,740,730
	440,000	Genuine Parts Co.		10,603,845		40,814,400
	74,000	Modine Manufacturing Co.†		684,845		1,224,700
	44,200	O’Reilly Automotive Inc.†		1,289,071		9,668,308
	30,000	Standard Motor Products Inc.		246,597		1,566,600
	75,000	Superior Industries International Inc.		1,183,540		1,541,250
	85,000	Tenneco Inc.		2,519,000		4,915,550
	45,000	Visteon Corp.†		4,403,885		4,592,700

				27,454,374		83,639,778


		Aviation: Parts and Services — 0.8%
	5,000	Arconic Inc.		65,327		113,258
	1,850,000	BBA Aviation plc		4,235,403		7,406,939
	55,500	Curtiss-Wright Corp.		169,970		5,093,790
	112,000	Kaman Corp.		1,635,409		5,585,440
	40,000	KLX Inc.†		1,574,270		2,000,000

				7,680,379		20,199,427


					Market
Shares			Cost		Value

		Broadcasting — 2.4%
	292,600	CBS Corp., Cl. A, Voting	$	3,332,515	$	18,963,406
	18,000	Cogeco Inc.		342,646		936,922
	26,666	Corus Entertainment Inc., New York, Cl. B		43,320		279,966
	13,334	Corus Entertainment Inc., Toronto, Cl. B		21,662		140,147
	120,000	ITV plc		412,918		283,519
	35,250	Liberty Broadband Corp., Cl. A†		62,878		3,024,098
	125,682	Liberty Broadband Corp., Cl. C†		2,113,473		10,902,914
	33,000	Liberty Media Corp. - Liberty Formula One, Cl. A†		15,739		1,155,990
	71,000	Liberty Media Corp. - Liberty Formula One, Cl. C†		199,635		2,600,020
	55,000	Liberty Media Corp.- Liberty SiriusXM, Cl. A†		22,830		2,308,900
	195,000	Liberty Media Corp.- Liberty SiriusXM, Cl. C†		92,513		8,131,500
	330,000	MSG Networks Inc., Cl. A†		210,020		7,408,500
	10,000	Naspers Ltd., Cl. N		393,199		1,945,347
	60,000	Pandora Media Inc.†		728,209		535,200
	50,000	Sky plc		688,203		647,321
	366,000	Television Broadcasts Ltd.		1,680,508		1,378,222
	40,000	Tokyo Broadcasting System Holdings Inc.		560,409		706,646
	56,000	Tribune Media Co., Cl. A		2,098,400		2,283,120

				13,019,077		63,631,738


		Building and Construction — 1.4%
	54,000	Armstrong Flooring Inc.†		977,428		970,380
	39,000	Assa Abloy AB, Cl. B		667,259		856,873
	145,000	Fortune Brands Home & Security Inc.		1,923,822		9,459,800
	99,000	Herc Holdings Inc.†		3,764,312		3,892,680
	464,999	Johnson Controls International plc		14,540,602		20,162,370
	14,500	Layne Christensen Co.†		148,784		127,455

				22,022,207		35,469,558


		Business Services — 3.2%
	15,000	Blucora Inc.†		77,327		318,000
	225,000	Clear Channel Outdoor Holdings Inc., Cl. A		972,178		1,091,250
	33,000	Ecolab Inc.		261,534		4,380,750
	140,000	Fly Leasing Ltd., ADR†		1,860,448		1,883,000
	206,000	Gerber Scientific Inc., Escrow†		0		0
	55,000	Landauer Inc.		338,519		2,876,500
	300,000	Live Nation Entertainment Inc.†		3,186,302		10,455,000


					Market
Shares			Cost		Value

		COMMON STOCKS (Continued)
		Business Services (Continued)
	145,000	Macquarie Infrastructure Corp.	$	6,915,909	$	11,368,000
	176,000	Mastercard Inc., Cl. A		686,400		21,375,200
	2,000	MSC Industrial Direct Co. Inc., Cl. A		143,139		171,920
	69,000	The Brink’s Co.		1,654,609		4,623,000
	775,000	The Interpublic Group of Companies Inc.		6,659,764		19,065,000
	24,000	Vectrus Inc.†		116,767		775,680
	64,000	Visa Inc., Cl. A		847,361		6,001,920

				23,720,257		84,385,220


		Cable and Satellite — 4.7%
	143,000	AMC Networks Inc., Cl. A†		69,252		7,637,630
	800	Cable One Inc.		202,908		568,720
	10,000	Charter Communications Inc., Cl. A†		1,078,622		3,368,500
	471,000	Comcast Corp., Cl. A		4,029,036		18,331,320
	327,200	DISH Network Corp., Cl. A†		7,653,829		20,535,072
	107,000	EchoStar Corp., Cl. A†		3,255,475		6,494,900
	147,900	Liberty Global plc, Cl. A†		525,759		4,750,548
	412,000	Liberty Global plc, Cl. C†		4,649,659		12,846,160
	23,698	Liberty Global plc LiLAC, Cl. A†		96,138		515,905
	49,933	Liberty Global plc LiLAC, Cl. C†		474,211		1,069,066
	610,000	Rogers Communications Inc., New York, Cl. B		3,147,857		28,798,100
	50,000	Rogers Communications Inc., Toronto, Cl. B		229,821		2,361,582
	165,000	Scripps Networks Interactive Inc., Cl. A		5,445,248		11,271,150
	118,000	Shaw Communications Inc., New York, Cl. B		228,530		2,571,220
	120,000	Shaw Communications Inc., Toronto, Cl. B		164,952		2,617,829
	5,000	WideOpenWest Inc.†		85,000		87,000

				31,336,297		123,824,702


		Communications Equipment — 0.4%
	190,000	Corning Inc.		941,906		5,709,500
	51,000	Harris Corp.		4,058,304		5,563,080

				5,000,210		11,272,580


		Computer Hardware — 0.1%
	10,000	Apple Inc.		954,974		1,440,200


		Computer Software and Services — 1.5%
	5,500	Alphabet Inc., Cl. C†		2,918,679		4,998,015
	6,400	CommerceHub Inc., Cl. A†		10,400		111,488
	20,400	CommerceHub Inc., Cl. C†		57,662		355,776
	114,000	Diebold Nixdorf Inc.		3,317,841		3,192,000


					Market
Shares			Cost		Value

	53,000	Donnelley Financial Solutions, Inc.†	$	1,128,646	$	1,216,880
	35,000	DST Systems Inc.		1,232,616		2,159,500
	160,000	eBay Inc.†		3,271,276		5,587,200
	50,000	Fidelity National Information Services Inc.		941,346		4,270,000
	293,000	Hewlett Packard Enterprise Co.		3,628,558		4,860,870
	265,000	Internap Corp.†		1,053,870		972,550
	5,000	Microsoft Corp.		158,896		344,650
	7,992	NetScout Systems Inc.†		29,395		274,925
	60,000	Rockwell Automation Inc.		1,793,380		9,717,600

				19,542,565		38,061,454


		Consumer Products — 4.6%
	30,000	Brunswick Corp.		735,843		1,881,900
	11,000	Christian Dior SE		307,335		3,145,316
	73,000	Church & Dwight Co. Inc.		112,943		3,787,240
	17,000	Coty Inc., Cl. A		261,764		318,920
	420,000	Edgewell Personal Care Co.†		21,342,828		31,928,400
	250,000	Energizer Holdings Inc.		3,617,777		12,005,000
	10,000	Essity AB, Cl. A†		134,075		273,956
	42,000	Essity AB, Cl. B†		471,357		1,149,121
	3,400	Givaudan SA		1,182,809		6,800,709
	30,000	Harley-Davidson Inc.		75,562		1,620,600
	2,000	Hermes International		694,184		988,304
	6,000	National Presto Industries Inc.		175,817		663,000
	47,000	Reckitt Benckiser Group plc		1,490,918		4,765,011
	100,000	Sally Beauty Holdings Inc.†		800,712		2,025,000
	10,000	Svenska Cellulosa AB, Cl. A		35,640		86,650
	42,000	Svenska Cellulosa AB, Cl. B		117,839		317,815
	996,400	Swedish Match AB		10,611,924		35,091,087
	4,000	The Estee Lauder Companies Inc., Cl. A		180,995		383,920
	120,000	The Procter & Gamble Co.		3,986,277		10,458,000
	40,000	Unilever plc, ADR		1,270,451		2,164,800
	35,000	Wolverine World Wide Inc.		162,769		980,350

				47,769,819		120,835,099


		Consumer Services — 2.0%
	5,000	Allegion plc		50,325		405,600
	98,000	IAC/InterActiveCorp.†		1,057,578		10,117,520
	22,500	Liberty Expedia Holdings Inc., Cl. A†		110,878		1,215,450
	450,600	Liberty Interactive Corp. QVC Group, Cl. A†		2,805,877		11,057,724
	30,000	Liberty TripAdvisor Holdings Inc., Cl. A†		180,104		348,000
	64,800	Liberty Ventures, Cl. A†		676,280		3,388,392
	648,650	Rollins Inc.		1,422,926		26,406,542

				6,303,968		52,939,228


					Market
Shares			Cost		Value

		COMMON STOCKS (Continued)
		Diversified Industrial — 4.8%
	500	Acuity Brands Inc.	$	5,901	$	101,640
	5,000	Anixter International Inc.†		45,044		391,000
	338,700	Crane Co.		5,383,313		26,886,006
	100,000	Eaton Corp. plc		4,711,935		7,783,000
	136,000	Greif Inc., Cl. A		3,098,343		7,586,080
	275,000	Honeywell International Inc.		7,783,290		36,654,750
	36,000	HRG Group Inc.†		516,887		637,560
	24,000	Ingersoll-Rand plc		355,983		2,193,360
	250,000	ITT Inc.		2,196,124		10,045,000
	30,000	Jardine Matheson Holdings Ltd.		1,557,901		1,926,000
	124,000	Jardine Strategic Holdings Ltd.		2,937,194		5,169,560
	100,000	Katy Industries Inc.†		65,259		4,200
	252,000	Myers Industries Inc.		1,629,926		4,523,400
	30,000	Pentair plc.		1,039,405		1,996,200
	12,000	Sulzer AG.		1,105,559		1,360,309
	185,000	Textron Inc.		2,513,177		8,713,500
	330,000	Toray Industries Inc.		2,377,515		2,758,826
	230,000	Trinity Industries Inc.		1,242,169		6,446,900
	4,000	Waters Corp.†		299,744		735,360

				38,864,669		125,912,651


		Electronics — 2.1%
	130,000	Cypress Semiconductor Corp.		1,140,149		1,774,500
	2,335	Fortive Corp.		9,897		147,922
	8,000	Kyocera Corp., ADR		111,725		466,160
	1,500	Mettler-Toledo International Inc.†		212,220		882,810
	2,200	Samsung Electronics Co. Ltd., GDR†		401,884		2,277,000
	910,000	Sony Corp., ADR		18,049,226		34,752,900
	40,000	TE Connectivity Ltd.		1,041,037		3,147,200
	110,000	Texas Instruments Inc.		2,632,733		8,462,300
	25,000	Thermo Fisher Scientific Inc.		3,077,408		4,361,750

				26,676,279		56,272,542


		Energy and Utilities — 3.3%
	11,000	Anadarko Petroleum Corp.		652,895		498,740
	9,000	Baker Hughes Inc.		533,222		490,590
	120,000	BP plc, ADR		3,070,608		4,158,000
	106,000	Chevron Corp.		3,477,443		11,058,980
	162,000	ConocoPhillips		3,355,508		7,121,520
	50,000	CONSOL Energy Inc.†		513,581		747,000
	113,000	Devon Energy Corp.		1,571,968		3,612,610
	4,000	Edison International		68,000		312,760
	204,000	El Paso Electric Co.		2,524,129		10,546,800
	34,500	Enbridge Inc.		793,780		1,373,445
	90,000	EOG Resources Inc.		206,089		8,146,800
	75,000	Exxon Mobil Corp.		1,097,138		6,054,750
	130,000	GenOn Energy Inc., Escrow†		0		0


					Market
Shares			Cost		Value

	167,000	Halliburton Co.	$	5,447,125	$	7,132,570
	65,000	Kinder Morgan Inc.		1,263,191		1,245,400
	13,000	Marathon Petroleum Corp.		625,725		680,290
	244,000	National Fuel Gas Co.		11,965,405		13,624,960
	56,400	Oceaneering International Inc.		1,485,871		1,288,176
	5,000	Phillips 66		189,129		413,450
	40,000	Rowan Companies plc, Cl. A†		1,391,205		409,600
	53,000	Southwest Gas Holdings Inc .		914,983		3,872,180
	95,000	The AES Corp.		304,950		1,055,450
	10,000	Wartsila OYJ Abp		516,269		591,064
	190,000	Weatherford International plc†		2,018,607		735,300

				43,986,821		85,170,435


		Entertainment — 6.3%
	195,500	Discovery Communications Inc., Cl. A†		1,037,519		5,049,765
	515,000	Discovery Communications Inc., Cl. C†		2,243,552		12,983,150
	702,000	Grupo Televisa SAB, ADR		7,651,480		17,107,740
	19,000	International Game Technology plc		341,792		347,700
	19,000	Liberty Media Corp. - Liberty Braves, Cl. A†		97,219		453,910
	112,271	Liberty Media Corp. - Liberty Braves, Cl. C†		1,408,802		2,691,136
	70,121	Lions Gate Entertainment Corp., Cl. B†		1,830,152		1,842,774
	137,333	The Madison Square Garden Co, Cl. A†		1,243,695		27,040,868
	175,000	Time Warner Inc.		4,060,989		17,571,750
	2,060,000	Twenty-First Century Fox Inc., Cl. A		13,282,399		58,380,400
	90,000	Twenty-First Century Fox Inc., Cl. B		2,097,758		2,508,300
	435,500	Viacom Inc., Cl. A		13,189,852		16,570,775
	25,000	Viacom Inc., Cl. B		1,051,735		839,250
	50,000	Vivendi SA		1,170,712		1,113,027

				50,707,656		164,500,545


		Environmental Services — 2.6%
	605,000	Republic Services Inc.		7,650,468		38,556,650
	3,000	Stericycle Inc.†		245,578		228,960
	87,000	Waste Connections Inc.		3,055,362		5,604,540
	320,000	Waste Management Inc.		5,410,107		23,472,000

				16,361,515		67,862,150


		Equipment and Supplies — 7.1%
	750,000	AMETEK Inc.		1,168,241		45,427,500
	12,000	Amphenol Corp., Cl. A		23,162		885,840
	10,000	AZZ Inc.		370,300		558,000
	91,000	CIRCOR International Inc.		853,326		5,403,580
	110,000	Crown Holdings Inc.†		495,913		6,562,600


					Market
Shares			Cost		Value

		COMMON STOCKS (Continued)
		Equipment and Supplies (Continued)
	159,000	CTS Corp.	$	917,800	$	3,434,400
	4,670	Danaher Corp.		31,340		394,101
	542,900	Donaldson Co. Inc.		1,003,736		24,723,666
	540,000	Flowserve Corp.		2,395,654		25,072,200
	54,000	Graco Inc.		2,738,102		5,901,120
	242,400	IDEX Corp.		888,201		27,393,624
	75,000	Interpump Group SpA		294,756		2,050,734
	16,000	Lawson Products Inc.†		267,152		354,400
	130,000	Mueller Industries Inc.		3,471,364		3,958,500
	180,000	Sealed Air Corp.		3,933,222		8,056,800
	93,000	The Manitowoc Co. Inc.†		52,334		558,930
	50,000	The Timken Co.		1,857,522		2,312,500
	20,000	The Toro Co.		345,464		1,385,800
	75,000	The Weir Group plc		315,592		1,690,914
	23,000	Valmont Industries Inc.		185,678		3,440,800
	239,000	Watts Water Technologies Inc., Cl. A		2,759,041		15,104,800

				24,367,900		184,670,809


		Financial Services — 10.8%
	13,400	Alleghany Corp.†		2,135,954		7,970,320
	70,000	AllianceBernstein Holding LP		877,518		1,655,500
	408,600	American Express Co.		11,037,722		34,420,464
	3,400	Ameriprise Financial Inc.		108,683		432,786
	32,000	Argo Group International Holdings Ltd.		833,710		1,939,200
	60,000	Bank of America Corp.		565,016		1,455,600
	160	Berkshire Hathaway Inc., Cl. A†		484,040		40,752,000
	5,700	BKF Capital Group Inc.†		153,417		43,177
	65,000	Citigroup Inc.		2,290,500		4,347,200
	100,000	GAM Holding AG		1,269,259		1,340,077
	215,000	H&R Block Inc.		3,759,332		6,645,650
	50,000	Interactive Brokers Group Inc., Cl. A		821,025		1,871,000
	247,300	JPMorgan Chase & Co.		10,026,920		22,603,220
	84,500	Kinnevik AB, Cl. A		1,743,248		2,989,952
	109,000	Kinnevik AB, Cl. B		2,937,752		3,336,748
	186,500	KKR & Co. LP		2,763,988		3,468,900
	226,000	Legg Mason Inc.		4,971,406		8,624,160
	3,500	LendingTree Inc.†		27,749		602,700
	35,000	Leucadia National Corp.		324,217		915,600
	40,000	Loews Corp.		1,577,090		1,872,400
	39,000	M&T Bank Corp.		2,750,938		6,316,050
	108,000	Marsh & McLennan Companies Inc.		3,082,858		8,419,680
	133,000	PayPal Holdings Inc.†		4,316,861		7,138,110
	28,500	Popular Inc.		548,132		1,188,735
	134,200	State Street Corp.		3,337,808		12,041,766
	20,000	SunTrust Banks Inc.		424,879		1,134,400
	50,000	T. Rowe Price Group Inc.		954,520		3,710,500


					Market
Shares			Cost		Value

	666,900	The Bank of New York Mellon Corp.	$	19,020,332	$	34,025,238
	55,000	The Blackstone Group LP		692,464		1,834,250
	13,500	The Goldman Sachs Group Inc.		1,573,808		2,995,650
	105,000	The Hartford Financial Services Group Inc.		3,311,589		5,519,850
	135,000	The PNC Financial Services Group Inc.		7,743,889		16,857,450
	10,000	Value Line Inc.		137,382		183,000
	12,000	W. R. Berkley Corp.		434,492		830,040
	140,000	Waddell & Reed Financial Inc., Cl. A		2,757,354		2,643,200
	528,000	Wells Fargo & Co.		16,031,573		29,256,480

				115,827,425		281,381,053


		Food and Beverage — 13.8%
	929,900	Brown-Forman Corp., Cl. A		5,306,429		45,844,070
	146,500	Brown-Forman Corp., Cl. B		1,073,420		7,119,900
	46,000	Campbell Soup Co.		1,336,867		2,398,900
	800,000	China Mengniu Dairy Co. Ltd.		1,191,136		1,567,733
	35,000	Chr. Hansen Holding A/S		1,502,296		2,545,562
	25,000	Coca-Cola European Partners plc.		489,112		1,016,750
	16,500	Coca-Cola HBC AG		231,193		485,256
	357,000	Conagra Brands Inc.		8,918,508		12,766,320
	31,000	Constellation Brands Inc., Cl. A		745,515		6,005,630
	22,000	Core-Mark Holding Co. Inc.		254,975		727,320
	40,000	Crimson Wine Group Ltd.†		315,347		428,400
	225,000	Danone SA		10,381,351		16,912,134
	876,200	Davide Campari-Milano SpA		2,856,504		6,174,651
	296,000	Diageo plc, ADR		10,884,642		35,469,680
	64,000	Dr Pepper Snapple Group Inc.		1,227,565		5,831,040
	80,000	Farmer Brothers Co.†		983,002		2,420,000
	310,000	Flowers Foods Inc.		544,307		5,366,100
	40,000	Fomento Economico Mexicano SAB de CV, ADR		1,367,763		3,933,600
	472,000	General Mills Inc.		8,795,532		26,148,800
	2,000,000	Grupo Bimbo SAB de CV, Cl. A		840,679		5,040,568
	10,000	Heineken Holding NV		407,450		916,577
	86,500	Heineken NV		3,933,214		8,410,518
	20,000	Heineken NV, ADR		481,150		974,500
	2,000	Ingredion Inc.		24,050		238,420
	160,000	ITO EN Ltd.		3,457,147		5,832,407
	11,000	John Bean Technologies Corp.		172,494		1,078,000
	80,000	Kellogg Co.		3,827,964		5,556,800
	74,300	Kerry Group plc, Cl. A		971,930		6,397,740
	440,000	Kikkoman Corp.		5,028,091		14,044,010
	135,000	Lamb Weston Holdings Inc.		3,022,124		5,945,400


					Market
Shares			Cost		Value

		COMMON STOCKS (Continued)
		Food and Beverage (Continued)
	19,800	LVMH Moet Hennessy Louis Vuitton SE	$	701,482	$	4,936,770
	152,000	Maple Leaf Foods Inc.		2,766,708		3,837,508
	25,000	MEIJI Holdings Co. Ltd.		551,956		2,024,894
	430,000	Mondelēz International Inc., Cl. A		10,150,501		18,571,700
	245,000	Morinaga Milk Industry Co. Ltd.		909,693		1,864,592
	1,000	National Beverage Corp.		83,661		93,560
	63,000	Nestlé SA		3,951,991		5,482,689
	152,000	Nissin Foods Holdings Co. Ltd.		5,175,696		9,486,908
	240,000	Parmalat SpA		675,234		830,573
	98,000	PepsiCo Inc.		3,472,151		11,318,020
	68,000	Pernod Ricard SA		6,062,771		9,106,380
	130,000	Post Holdings Inc.†		3,264,090		10,094,500
	93,000	Remy Cointreau SA		5,655,846		10,861,011
	110,000	Snyder’s-Lance Inc.		2,651,052		3,808,200
	17,000	Suntory Beverage & Food Ltd.		541,830		788,975
	13,000	The Kraft Heinz Co.		844,326		1,113,320
	66,000	The Coca-Cola Co.		1,452,913		2,960,100
	34,000	The Hain Celestial Group Inc.†		267,614		1,319,880
	21,000	The J.M. Smucker Co.		729,807		2,484,930
	375,000	Tingyi (Cayman Islands) Holding Corp.		905,838		444,768
	156,000	Tootsie Roll Industries Inc.		1,416,202		5,436,600
	5,000	Tyson Foods Inc., Cl. A		39,954		313,150
	94,000	United Natural Foods Inc.†		3,579,457		3,449,800
	180,300	Yakult Honsha Co. Ltd.		4,464,749		12,263,125

				140,887,279		360,488,739


		Health Care — 5.2%
	85,000	Akorn Inc.†		2,638,624		2,850,900
	170,000	Alere Inc.†		6,248,017		8,532,300
	30,500	Allergan plc		4,525,694		7,414,245
	17,000	AmerisourceBergen Corp.		673,233		1,607,010
	38,000	Amgen Inc.		739,117		6,544,740
	20,000	AngioDynamics Inc.†		200,704		324,200
	55,372	Baxter International Inc.		1,563,995		3,352,221
	7,500	Becton, Dickinson and Co.		754,832		1,463,325
	11,000	Biogen Inc.†		70,260		2,984,960
	4,800	Bio-Rad Laboratories Inc., Cl. A†		469,021		1,086,288
	545,000	BioScrip Inc.†		1,853,603		1,479,675
	5,000	Bioverativ Inc.†		5,527		300,850
	75,000	Boston Scientific Corp.†		521,000		2,079,000
	125,000	Bristol-Myers Squibb Co.		3,218,850		6,965,000
	58,000	Chemed Corp.		2,999,822		11,862,740
	10,000	Cigna Corp.		511,183		1,673,900
	26,000	CONMED Corp.		523,478		1,324,440


					Market
Shares			Cost		Value

	45,000	DaVita Inc.†	$	2,661,123	$	2,914,200
	28,000	Eli Lilly & Co.		985,188		2,304,400
	70,000	Endo International plc†		1,421,641		781,900
	65,000	Envision Healthcare Corp.†		4,156,774		4,073,550
	44,000	Exactech Inc.†		671,660		1,311,200
	20,000	Express Scripts Holding Co.†		1,340,716		1,276,800
	20,000	Gerresheimer AG		1,276,756		1,608,836
	50,000	HCA Healthcare Inc.†		3,233,450		4,360,000
	28,200	Henry Schein Inc.†		801,516		5,161,164
	40,000	Indivior plc		25,984		162,911
	71,500	Johnson & Johnson		4,485,549		9,458,735
	140,000	Kindred Healthcare Inc.		2,664,148		1,631,000
	15,000	McKesson Corp.		1,345,822		2,468,100
	15,000	Medtronic plc.		1,106,076		1,331,250
	124,500	Merck & Co. Inc.		3,499,931		7,979,205
	40,000	Mylan NV†		2,459,434		1,552,800
	30,432	Orthofix International NV†		1,015,782		1,414,479
	30,000	Owens & Minor Inc.		902,440		965,700
	50,000	Patterson Cos., Inc.		1,641,748		2,347,500
	44,000	Quidel Corp.†		603,237		1,194,160
	400	Regeneron Pharmaceuticals Inc.†		43,670		196,456
	75,000	Roche Holding AG, ADR		1,477,507		2,385,000
	17,000	Stryker Corp.		849,240		2,359,260
	57,396	Tenet Healthcare Corp.†		1,499,509		1,110,039
	10,000	UnitedHealth Group Inc.		580,641		1,854,200
	20,000	VCA Inc.†		1,257,237		1,846,200
	140,000	William Demant Holding A/S†		1,314,346		3,623,461
	94,001	Wright Medical Group NV†		1,935,476		2,584,082
	22,000	Zimmer Biomet Holdings Inc.		1,604,778		2,824,800
	15,000	Zoetis Inc.		682,715		935,700

				75,061,054		135,862,882


		Hotels and Gaming — 1.6%
	14,000	Accor SA		433,947		656,315
	62,000	Belmond Ltd., Cl. A†		685,388		824,600
	10,000	Churchill Downs Inc.		356,062		1,833,000
	350,000	Genting Singapore plc		367,220		275,831
	36,000	Hyatt Hotels Corp., Cl. A†		1,348,724		2,023,560
	88,000	ILG Inc.		559,440		2,419,120
	50,000	Las Vegas Sands Corp.		146,017		3,194,500
	4,700,000	Mandarin Oriental International Ltd.		8,149,597		9,400,000
	387,000	MGM Resorts International		3,971,351		12,109,230
	2,000,000	The Hongkong & Shanghai Hotels Ltd.		2,722,562		3,611,935
	52,000	Universal Entertainment Corp.		323,568		1,588,086
	10,000	Wyndham Worldwide Corp.		249,886		1,004,100
	14,000	Wynn Resorts Ltd.		1,103,588		1,877,680

				20,417,350		40,817,957


		Machinery — 3.5%
	121,000	Caterpillar Inc.		796,494		13,002,660


					Market
Shares			Cost		Value

		COMMON STOCKS (Continued)
		Machinery (Continued)
	1,350,000	CNH Industrial NV	$	10,393,651	$	15,363,000
	218,600	CNH Industrial NV, Borsa ltaliana		2,006,098		2,475,523
	242,000	Deere & Co.		1,706,816		29,908,780
	50,000	Mueller Water Products Inc., Cl. A		414,557		584,000
	93,000	Welbilt Inc.†		175,205		1,753,050
	517,000	Xylem Inc.		4,541,060		28,657,310

				20,033,881		91,744,323


		Manufactured Housing and Recreational Vehicles — 0.2%
	31,500	Cavco Industries Inc.†		596,101		4,083,975
	20,000	Nobility Homes Inc.		192,816		335,500
	32,500	Skyline Corp.†		177,923		195,650

				966,840		4,615,125


		Metals and Mining — 1.7%
	56,000	Agnico Eagle Mines Ltd.		1,821,420		2,526,720
	1,666	Alcoa Corp.		21,765		54,395
	234,000	Barrick Gold Corp.		3,615,288		3,722,940
	30,000	Cliffs Natural Resources Inc.†		199,316		207,600
	90,000	Franco-Nevada Corp.		3,113,147		6,494,400
	160,000	Freeport-McMoRan Inc.†		1,924,713		1,921,600
	60,000	Kinross Gold Corp.†		376,124		244,200
	24,000	New Hope Corp. Ltd.		32,183		28,223
	530,000	Newmont Mining Corp.		11,114,733		17,166,700
	124,000	Royal Gold Inc.		5,388,241		9,693,080
	52,609	TimkenSteel Corp.†		633,484		808,600
	180,000	Turquoise Hill Resources Ltd.†		617,436		477,000
	84,000	Wheaton Precious Metals Corp.		1,589,928		1,670,760

				30,447,778		45,016,218


		Publishing — 1.1%
	900	Graham Holdings Co., Cl. B		386,651		539,685
	53,000	Meredith Corp.		1,105,098		3,150,850
	128,000	News Corp., Cl. A		638,332		1,753,600
	94,000	News Corp., Cl. B		1,291,208		1,330,100
	125,000	S&P Global Inc.		990,191		18,248,750
	215,000	The E.W. Scripps Co., Cl. A†		2,665,801		3,829,150
	10,000	The New York Times Co., Cl. A		89,319		177,000

				7,166,600		29,029,135


		Real Estate — 0.3%
	16,500	Brookfield Asset Management Inc., Cl. A		291,551		646,965
	330	Brookfield Business Partners LP		9,254		8,927
	104,000	Griffin Industrial Realty Inc.		1,510,666		3,262,480


					Market
Shares			Cost		Value

	240,500	The St. Joe Co.†	$	1,857,594	$	4,509,375

				3,669,065		8,427,747


		Real Estate Investment Trusts — 0.4%
	20,000	Forest City Realty Trust Inc., Cl. A		370,180		483,400
	14,422	Host Hotels & Resorts Inc.		290,636		263,490
	85,000	Ryman Hospitality Properties Inc.		3,702,677		5,440,850
	112,000	Weyerhaeuser Co.		2,330,968		3,752,000

				6,694,461		9,939,740


		Retail — 2.3%
	52,000	Aaron’s Inc.		133,191		2,022,800
	144,000	AutoNation Inc.†		2,434,829		6,071,040
	61,000	Costco Wholesale Corp.		3,097,498		9,755,730
	197,000	CVS Health Corp.		6,441,073		15,850,620
	40,000	HSN Inc.		1,108,605		1,276,000
	270,000	J.C. Penney Co. Inc.†		3,394,830		1,255,500
	400,000	Lianhua Supermarket Holdings Ltd., Cl. H†		369,337		190,587
	144,000	Macy’s Inc.		1,896,047		3,346,560
	50,000	Murphy USA Inc.†		2,116,202		3,705,500
	15,100	Penske Automotive Group Inc.		584,946		663,041
	10,000	Rush Enterprises Inc., Cl. B†		227,459		364,100
	46,000	The Cheesecake Factory Inc.		1,360,812		2,313,800
	29,000	The Home Depot Inc.		900,663		4,448,600
	128,000	The Kroger Co.		389,119		2,984,960
	30,000	Walgreens Boots Alliance Inc.		1,642,906		2,349,300
	115,000	Whole Foods Market Inc.		1,634,452		4,842,650

				27,731,969		61,440,788


		Specialty Chemicals — 1.7%
	20,000	Ashland Global Holdings Inc.		747,123		1,318,200
	552,000	Ferro Corp.†		4,218,339		10,096,080
	91,200	General Chemical Group Inc.†		249,024		1,186
	138,000	H.B. Fuller Co.		3,878,767		7,053,180
	103,000	International Flavors & Fragrances Inc.		4,670,413		13,905,000
	379,700	OMNOVA Solutions Inc.†		1,039,658		3,702,075
	9,000	Praxair Inc.		919,375		1,192,950
	70,000	Sensient Technologies Corp.		1,186,001		5,637,100
	45,000	SGL Carbon SE†		656,508		558,941
	58,000	Valvoline Inc.		836,491		1,375,760

				18,401,699		44,840,472


		Telecommunications — 2.2%
	36,000	CenturyLink Inc.		641,820		859,680
	260,000	Cincinnati Bell Inc.†		4,622,030		5,083,000
	170,000	Deutsche Telekom AG, ADR		2,605,814		3,062,550
	30,000	Hellenic Telecommunications Organization SA		435,110		361,149


					Market
Shares			Cost		Value

		COMMON STOCKS (Continued)
		Telecommunications (Continued)
	25,000	Hellenic Telecommunications Organization SA, ADR	$	111,368	$	148,200
	55,000	Level 3 Communications Inc.†		1,296,769		3,261,500
	71,607	Loral Space & Communications Inc.†		2,758,186		2,975,271
	6,000	Orange SA, ADR		63,335		95,880
	210,000	Sprint Corp.†		1,138,127		1,724,100
	3,007,800	Telecom Italia SpA†		1,674,788		2,775,775
	175,000	Telecom Italia SpA, ADR†		1,222,253		1,636,250
	39,981	Telefonica Brasil SA, ADR		373,700		539,344
	267,401	Telefonica SA, ADR		3,354,218		2,778,296
	977,510	Telephone & Data Systems Inc.		19,611,787		27,125,903
	230,000	Telesites SAB de CV†		154,371		169,058
	138,000	VEON Ltd., ADR		574,374		539,580
	107,000	Verizon Communications Inc.		3,412,462		4,778,620

				44,050,512		57,914,156


		Transportation — 0.7%
	284,000	GATX Corp.		7,354,103		18,252,680
	4,000	Kansas City Southern		7,317		418,600

				7,361,420		18,671,280


		Wireless Communications — 0.9%
	36,000	Altice USA Inc., Cl. A†		1,080,000		1,162,800
	115,000	America Movil SAB de CV, Cl. L, ADR		351,470		1,830,800
	14,000	Millicom International Cellular SA		885,695		833,000
	53,000	Millicom International Cellular SA, SDR		3,285,419		3,130,414
	208,000	NTT DoCoMo Inc.		2,956,445		4,904,343
	20,000	Tim Participacoes SA, ADR		148,920		296,000
	68,000	T-Mobile US Inc.†		2,141,324		4,122,160
	175,000	United States Cellular Corp.†		8,418,935		6,706,000

				19,268,208		22,985,517


		TOTAL COMMON STOCKS		973,538,216		2,601,636,120


					Market
Shares			Cost		Value

		CLOSED-END FUNDS — 0.3%
	125,000	Altaba Inc.†	$	1,877,620	$	6,810,000
	11,417	Royce Global Value Trust Inc.		99,328		109,717
	79,500	Royce Value Trust Inc.		972,272		1,159,905

				2,949,220		8,079,622


		TOTAL CLOSED-END FUNDS		2,949,220		8,079,622


		PREFERRED STOCKS — 0.0%
		Health Care — 0.0%
	31,580	The Phoenix Companies Inc., 7.450%, 01/15/32		674,937		592,125


		RIGHTS — 0.0%
		Health Care — 0.0%
	20,000	American Medical Alert Corp., expire 12/31/49†		0		200


		WARRANTS — 0.0%
		Hotels and Gaming — 0.0%
	200,000	The Indian Hotels Co. Ltd., expire 05/14/18†(a)		329,280		414,000


		TOTAL
		INVESTMENTS — 99.8%	$	977,491,653	$	2,610,722,067


		Other Assets and Liabilities (Net) — 0.2%				5,058,183


		NET ASSETS — 100.0%			$	2,615,780,250

(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, 2017, the market value of the Rule 144A security amounted to $414,000 or 0.02% 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, 2017 (Unaudited)

Assets:
Investments, at value (cost $977,491,653)	$2,610,722,067
Foreign currency, at value (cost $52,868)	52,789
Cash	11,055
Receivable for investments sold	9,210,809
Receivable for Fund shares sold	580,449
Dividends and interest receivable	2,991,978
Prepaid expenses	63,490

Total Assets	2,623,632,637

Liabilities:
Payable for investments purchased	286,946
Payable for Fund shares redeemed	1,800,483
Payable for investment advisory fees	2,164,174
Payable for distribution fees	472,260
Payable for accounting fees	11,250
Line of credit payable	2,546,000
Other accrued expenses	571,274

Total Liabilities	7,852,387

Net Assets
(applicable to 44,955,142 shares outstanding)	$2,615,780,250

Net Assets Consist of:
Paid-in capital	$833,243,196
Accumulated net investment income	6,646,964
Accumulated net realized gain on investments and foreign currency transactions	142,655,659
Net unrealized appreciation on investments	1,633,230,414
Net unrealized appreciation on foreign currency translations	4,017

Net Assets	$2,615,780,250

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 ($1,964,582,247 ÷ 33,685,983 shares outstanding)	$58.32
Class A:
Net Asset Value and redemption price per share ($43,357,656 ÷ 750,822 shares outstanding)	$57.75
Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price)	$61.27
Class C:
Net Asset Value and offering price per share ($67,780,959 ÷ 1,251,254 shares outstanding)	$54.17	(a)
Class I:
Net Asset Value, offering, and redemption price per share ($540,059,388 ÷ 9,267,083 shares outstanding)	$58.28

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


Statement of Operations
For the Six Months Ended June 30, 2017 (Unaudited)

Investment Income:
Dividends (net of foreign withholding taxes of $725,975)	$	23,945,689
Interest		5,790

Total Income		23,951,479

Expenses:
Investment advisory fees		13,010,895
Distribution fees - Class AAA		2,455,573
Distribution fees - Class A		60,230
Distribution fees - Class C		352,418
Shareholder services fees		803,745
Custodian fees		140,519
Shareholder communications expenses		119,440
Trustees’ fees		93,899
Interest expense		60,131
Legal and audit fees		59,544
Registration expenses		47,176
Accounting fees		22,500
Miscellaneous expenses		77,131

Total Expenses		17,303,201

Less:
Expenses paid indirectly by broker (See Note 6)		(9,492	)

Net Expenses		17,293,709

Net Investment Income		6,657,770

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency:
Net realized gain on investments		155,676,172
Net realized loss on foreign currency transactions		(21,530	)

Net realized gain on investments and foreign currency transactions		155,654,642

Net change in unrealized appreciation/depreciation: on investments		72,977,614
on foreign currency translations		24,188

Net change in unrealized appreciation/depreciation on investments and foreign currency translations		73,001,802

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency		228,656,444

Net Increase in Net Assets Resulting from Operations	$	235,314,214

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 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 value, in which case these securities will be fair valued as determined by the Board. 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, 2017 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, 2017. 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. When fair valuing a security, factors to consider 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 backtesting 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 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, 2017, 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 of the Fund.

The tax character of distributions paid during the year December 31, 2016 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, 2017:

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, 2017, the Fund did not incur any income tax, interest, or penalties. As of June 30, 2017, 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, 2017, other than short term securities and U.S. Government Obligations, aggregated $21,955,568 and $270,853,164, respectively.

6. Transactions with Affiliates and Other Arrangements. During the six months ended June 30, 2017, the Fund paid $104,694 in brokerage commissions on security trades to G.research, LLC, an affiliate of the Adviser. Additionally, the Distributor retained a total of $5,779 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

During the six months ended June 30, 2017, 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 was $9,492.

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, 2017, 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, which expires on March 8, 2018 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, 2017, there was $2,546,000 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, 2017 was $4,917,873 with a weighted average interest rate of 2.13%. The maximum amount borrowed at any time during the six months ended June 30, 2017 was $47,641,000.

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 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, 2017 and the year ended December 31, 2016, 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. On July 5, 2017, the Fund began to offer for sale Class T Shares.

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 other 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 23, 2017, 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 second quartile of the funds in its category for the one year period and in the fourth quartile for the 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 another 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 were above average and the Fund’s size was below 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 Members 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. that is a publicly held company with 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 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.

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 BA in Political Economy from Williams College and holds an MBA degree 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 degree from Columbia Business School.

Jeffrey J. Jonas, CFA, joined Gabelli in 2003 as a research analyst focusing on companies across the healthcare industry. In 2006, he began serving 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. Executive Chairman, 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. John D. Gabelli Senior Vice President, G.research, LLC Kuni Nakamura President, Advanced Polymer, Inc. Anthony R. Pustorino Certified Public Accountant, Professor Emeritus, Pace University Werner J. Roeder, MD Former Medical Director, Lawrence Hospital		Agnes Mullady Vice President Andrea R. Mango Secretary John C. Ball Treasurer
		Richard J. Walz Chief Compliance Officer DISTRIBUTOR G.distributors, LLC
		CUSTODIAN, TRANSFER AGENT, AND DIVIDEND DISBURSING AGENT State Street Bank and Trust Company
		LEGAL COUNSEL Skadden, Arps, Slate, Meagher & Flom LLP

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

GAB405Q217SR

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

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.



Mario J. Gabelli, CFA	Christopher J. Marangi	Kevin V. Dreyer	Jeffrey J. Jonas, CFA
Chief Investment Officer	Co-Chief Investment Officer	Co-Chief Investment Officer	Portfolio Manager
	BA, Williams College	BSE, University of	BS, Boston College
	MBA, Columbia	Pennsylvania
	Business School	MBA, Columbia
		Business School


The Gabelli Asset Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from January 1, 2017 through June 30, 2017			Expense Table


	Six Months Ended
	June 30, 2017			Year Ended
	(Unaudited)			December 31, 2016
Operations:
Net investment income		$ 6,657,770			$ 16,355,833
Net realized gain on investments and foreign currency transactions		155,654,642			313,443,085
Net change in unrealized appreciation/depreciation on investments and foreign currency translations		73,001,802			(38,555,406	)

Net Increase in Net Assets Resulting from Operations		235,314,214			291,243,512

Distributions to Shareholders:
Net investment income
Class AAA		—			(13,748,396	)
Class A		—			(403,693	)
Class I		—			(4,748,880	)

		—			(18,900,969	)

Net realized gain
Class AAA		—			(219,648,286	)
Class A		—			(6,536,093	)
Class C		—			(8,707,818	)
Class I		—			(55,276,193	)

		—			(290,168,390	)

Total Distributions to Shareholders		—			(309,069,359	)


Shares of Beneficial Interest Transactions:
Class AAA		(179,295,369	)		(182,386,677	)
Class A		(18,107,304	)		(17,284,229	)
Class C		(11,216,861	)		(23,178,641	)
Class I		(1,130,272	)		19,015,459


Net Decrease in Net Assets from Shares of Beneficial Interest Transactions		(209,749,806	)		(203,834,088	)

Redemption Fees		548			4,144

Net Increase/(Decrease) in Net Assets		25,564,956			(221,655,791	)
Net Assets:
Beginning of year		2,590,215,294			2,811,871,085

End of period (including undistributed net investment income of $6,646,964 and $ 0, respectively)		$2,615,780,250			$2,590,215,294


				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
2017(c)		$	53.33		$	0.13			$	4.86			$	4.99				—				—				—			$	0.00		$	58.32		9.4	%		$	1,964,582		0.48	%(d)		1.36	%(d)(e)		1	%
2016			54.10			0.33				5.96				6.29			$	(0.42	)		$	(6.64	)		$	(7.06	)			0.00			53.33		11.6				1,966,374		0.59			1.36	(e)		3
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
Class A
2017(c)		$	52.80		$	0.12			$	4.83			$	4.95				—				—				—			$	0.00		$	57.75		9.4	%		$	43,358		0.44	%(d)		1.36	%(d)(e)		1	%
2016			53.62			0.33				5.90				6.23			$	(0.41	)		$	(6.64	)		$	(7.05	)			0.00			52.80		11.6				56,913		0.59			1.36	(e)		3
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
Class C
2017(c)		$	49.72		$	(0.07	)		$	4.52			$	4.45				—				—				—			$	0.00		$	54.17		9.0	%		$	67,781		(0.27	)%(d)		2.11	%(d)(e)		1	%
2016			50.87			(0.08	)			5.57				5.49				—			$	(6.64	)		$	(6.64	)			0.00			49.72		10.8				72,850		(0.16	)		2.11	(e)		3
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
Class I
2017(c)		$	53.22		$	0.21			$	4.85			$	5.06				—				—				—			$	0.00		$	58.28		9.5	%		$	540,059		0.74	%(d)		1.11	%(d)(e)		1	%
2016			54.01			0.47				5.95				6.42			$	(0.57	)		$	(6.64	)		$	(7.21	)			0.00			53.22		11.8				494,078		0.84			1.11	(e)		3
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


Distributions paid from:*
Ordinary income (inclusive of short term capital gains)	$	20,874,585
Net long term capital gains		305,510,473

Total distributions paid	$	326,385,058


	Valuation Inputs
	Level 1 Quoted Prices		Level 2 Other Significant Observable Inputs		Level 3 Significant Unobservable Inputs		Total Market Value at 6/30/17
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
Aerospace		$ 36,987,314		—		$172,566		$ 37,159,880
Airlines		—		$ 150,000		—		150,000
Business Services		84,385,220		—		0		84,385,220
Diversified Industrial		125,908,451		4,200		—		125,912,651
Energy and Utilities		85,170,435		—		0		85,170,435
Financial Services		281,337,876		43,177		—		281,381,053
Manufactured Housing and Recreational Vehicles		4,279,625		335,500		—		4,615,125
Specialty Chemicals		44,839,286		1,186		—		44,840,472
Other Industries (a)		1,938,021,284		—		—		1,938,021,284
Total Common Stocks		2,600,929,491		534,063		172,566		2,601,636,120
Closed End Funds (a)		8,079,622				—		8,079,622
Preferred Stocks (a)		—		592,125		—		592,125
Rights (a)		—		—		200		200
Warrants (a)		—		414,000		—		414,000
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$2,609,009,113		$1,540,188		$172,766		$2,610,722,067


	Cost		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation
Investments	$	988,094,276	$	1,647,211,651	$	(24,583,860	)	$	1,622,627,791


	Six Months Ended June 30, 2017 (Unaudited)						Year Ended December 31, 2016
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		284,096		$	15,870,003			727,117		$	40,706,434
Shares issued upon reinvestment of distributions		—			—			4,134,942			221,094,414
Shares redeemed		(3,472,944	)		(195,165,372	)		(7,920,727	)		(444,187,525	)

Net decrease		(3,188,848	)	$	(179,295,369	)		(3,058,668	)	$	(182,386,677	)

Class A
Shares sold		31,713		$	1,753,106			127,239		$	7,060,121
Shares issued upon reinvestment of distributions		—			—			111,933			5,925,759
Shares redeemed		(358,764	)		(19,860,410	)		(549,681	)		(30,270,109	)

Net decrease		(327,051	)	$	(18,107,304	)		(310,509	)	$	(17,284,229	)

Class C
Shares sold		43,034		$	2,232,755			110,681		$	5,730,572
Shares issued upon reinvestment of distributions		—			—			143,563			7,156,612
Shares redeemed		(257,132	)		(13,449,616	)		(689,239	)		(36,065,825	)

Net decrease		(214,098	)	$	(11,216,861	)		(434,995	)	$	(23,178,641	)

Class I
Shares sold		961,924		$	53,779,003			1,715,387		$	97,316,436
Shares issued upon reinvestment of distributions		—			—			1,031,108			55,017,188
Shares redeemed		(978,551	)		(54,909,275	)		(2,359,482	)		(133,318,165	)

Net increase/(decrease)		(16,627	)	$	(1,130,272	)		387,013		$	19,015,459