ThZeal - The Zeal

Gross Amounts of

Recognized Liabilities

Presented in the

Statement of

Assets and Liabilities

Gross Amounts

Available for

Offset in the

Statement of Assets

and Liabilities

Net Amounts of

Liabilities Presented

in the Statement of

Assets and Liabilities

Liabilities

Forward Foreign Exchange Contracts

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, 2014, the net asset value (“NAV”) per Class AAA Share of The Gabelli ABC Fund increased 1.4% compared with an increase of 0.6% for the Standard & Poor’s (“S&P”) Long-Only Merger Arbitrage Index. The performance of the Bank of America Merrill Lynch 3 Month U.S. Treasury Bill Index for the six months was 0.02%. See below for additional performance information.

Enclosed are the schedule of investments and financial statements as of June 30, 2014.


Average Annual Returns through June 30, 2014 (a) (Unaudited)													Since
													Inception
	Six Months			1 Year			5 Year			10 Year			5/14/93
AAA Shares (GABCX)		1.37	%		3.54	%		4.15	%		4.61	%		6.25	%
Advisor Shares (GADVX)		1.28			3.40			3.90			4.43			6.16
S&P Long-Only Merger Arbitrage Index		0.59			3.26			5.25			N/A	(b)		N/A	(b)
Lipper U.S. Treasury Money Market Fund Average		0.00			0.00			0.01			1.27			2.49	(c)
Bank of America Merrill Lynch 3 Month U.S. Treasury Bill Index		0.02			0.05			0.11			1.63			2.98
S&P 500 Index		7.14			24.61			18.83			7.78			9.45	(c)

In the current prospectuses dated April 30, 2014, the expense ratios for Class AAA and the Advisor Class Shares, are 0.58% and 0.83%, respectively. See page 11 for the expense ratios for the six months ended June 30, 2014. The Fund does not have a sales charge.

(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 prior to December 31, 2007. 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 Long-Only Merger Arbitrage Index is comprised of a maximum of 40 large and liquid stocks that are active targets in pending merger deals. The Lipper U.S. Treasury Money Market Fund Average reflects the average performance of mutual funds classified in this particular category. The Bank of America Merrill Lynch 3 Month U.S. Treasury Bill Index is comprised of a single issue purchased at the beginning of the month and held for a full month. At the end of the month, that issue is sold and rolled into the outstanding Treasury Bill that matures closest to, but not beyond three months from the rebalancing date. To qualify for selection, an issue must have settled on or before the rebalancing (month end) date. 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. Dividends are considered reinvested except for the Bank of America Merrill Lynch 3 Month U.S. Treasury Bill 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 the Advisor Class Shares on May 1, 2007. The actual performance of the Advisor Class Shares would have been lower due to the additional expenses associated with this class of shares.

(b)

S&P Long-Only Merger Arbitrage Index inception date is January 17, 2008.

(c)

S&P 500 Index and the Lipper U.S. Treasury Money Market Fund Average since inception performance are as of April 30, 1993.

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

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

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

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

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

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


	Beginning Account Value 01/01/14	Ending Account Value 06/30/14	Annualized Expense Ratio	Expenses Paid During Period*
*The Gabelli ABC Fund*
Actual Fund Return
Class AAA	$1,000.00	$1,013.70	0.56%	$2.80
Advisor Class	$1,000.00	$1,012.80	0.81%	$4.04
Hypothetical 5% Return
Class AAA	$1,000.00	$1,022.02	0.56%	$2.81
Advisor Class	$1,000.00	$1,020.78	0.81%	$4.06

*	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, 2014:


Long Positions
U.S. Government Obligations	61.6	%
Retail	5.3	%
Energy and Utilities	5.1	%
Health Care	4.5	%
Financial Services	4.3	%
Food and Beverage	4.2	%
Electronics	3.6	%
Telecommunications	2.7	%
Business Services	1.7	%
Cable and Satellite	1.0	%
Equipment and Supplies	1.0	%
Building and Construction	0.8	%
Diversified Industrial	0.6	%
Specialty Chemicals	0.5	%
Computer Software and Services	0.5	%
Metals and Mining	0.5	%
Semiconductors	0.4	%
Automotive: Parts and Accessories	0.4	%
Wireless Communications	0.3	%


Broadcasting	0.3	%
Hotels and Gaming	0.2	%
Entertainment	0.1	%
Consumer Products	0.1	%
Real Estate	0.1	%
Communications Equipment	0.1	%
Machinery	0.1	%
Consumer Services	0.0	%*
Paper and Forest Products	0.0	%*
Other Assets and Liabilities (Net)	2.5	%

Short Positions
Health Care	(1.5	)%
Building and Construction	(1.0	)%
Forward Foreign Exchange Contracts	(0.0	)%*
Financial Services	(0.0	)%*

	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.


Shares			Cost		Market Value
		COMMON STOCKS — 38.1%
		Automotive: Parts and Accessories — 0.4%
	135,084	Cooper Tire & Rubber Co.	$	3,177,399	$	4,052,520
	7,800	Strattec Security Corp.		107,069		503,022
	55,300	The Pep Boys - Manny, Moe & Jack†		644,542		633,738

				3,929,010		5,189,280


		Broadcasting — 0.3%
	8,500	Cogeco Inc.		165,549		438,203
	150,129	LIN Media LLC, Cl. A†		3,716,673		4,091,015
	4,000	Salem Communications Corp., Cl. A		2,780		37,840

				3,885,002		4,567,058


		Building and Construction — 0.7%
	279,360	Lennar Corp., Cl. B		9,251,237		9,925,661


		Business Services — 1.7%
	700	Ascent Capital Group Inc., Cl. A†		56,268		46,207
	100,000	Blackhawk Network Holdings Inc., Cl. B†		2,386,629		2,685,000
	500	Bull†		3,383		3,375
	40,000	Diebold Inc.		1,220,261		1,606,800
	50,028	Global Sources Ltd.†		426,623		414,232
	20,000	GrainCorp Ltd., Cl. A		162,315		158,416
	233,000	MICROS Systems Inc.†		15,790,992		15,820,700
	500	PubliGroupe AG		117,882		119,531
	15,000	The Brink’s Co.		380,770		423,300
	30,000	The Interpublic Group of Companies Inc.		584,419		585,300
	50,000	TNT Express NV		542,493		452,554

				21,672,035		22,315,415


		Cable and Satellite — 1.0%
	1,000	AMC Networks Inc., Cl. A†		33,167		61,490
	135,000	British Sky Broadcasting Group plc		1,487,534		2,088,582
	195,000	Cablevision Systems Corp., Cl. A		2,945,617		3,441,750
	50,000	DIRECTV†		3,906,089		4,250,500
	175,000	Sky Deutschland AG†		1,509,704		1,612,214
	14,000	Time Warner Cable Inc.		1,900,178		2,062,200
	2,000	ZON OPTIMUS SGPS SA		19,660		13,145

				11,801,949		13,529,881


		Communications Equipment — 0.1%
	3,000	RDA Microelectronics Inc., ADR		53,612		51,330
	36,000	Riverbed Technology Inc.†		731,781		742,680

				785,393		794,010


		Computer Software and Services — 0.5%
	100,000	BMC Software Stub†		0		5,000


Shares			Cost		Market Value
	24,000	Cision AB†	$	225,590	$	218,213
	10,000	eBay Inc.†		344,922		500,600
	1,000	Fidelity National Information Services Inc.		27,410		54,740
	420,000	Fusion-io Inc.†		4,788,120		4,746,000
	52,000	iGO Inc.†		163,480		166,400
	2,400	Mentor Graphics Corp.		17,031		51,768
	3,000	Micro Focus International plc		24,371		44,565
	25,000	ReadSoft AB, Cl. B		152,416		165,755
	500	Schawk Inc.		10,111		10,180
	26,000	Yahoo! Inc.†		385,546		913,380

				6,138,997		6,876,601


		Consumer Products — 0.1%
	50,000	Avon Products Inc.		890,159		730,500
	37,000	Blyth Inc.		431,996		287,860

				1,322,155		1,018,360


		Consumer Services — 0.0%
	1,000	Liberty Interactive Corp., Cl. A†		17,478		29,360
	404	Liberty Ventures, Cl. A†		7,697		29,815
	1,000	OpenTable Inc.†		103,516		103,600
	10,000	The ADT Corp.		246,595		349,400

				375,286		512,175


		Diversified Industrial — 0.6%
	11,000	Fortune Brands Home & Security Inc.		140,240		439,230
	5,000	Foster Wheeler AG		159,199		170,350
	80,000	Handy & Harman Ltd.†		462,687		2,141,600
	4,000	ITT Corp.		71,291		192,400
	30,000	Katy Industries Inc.†		23,298		32,700
	1,000	MOCON Inc.		13,496		15,810
	40,000	Myers Industries Inc.		415,859		803,600
	10,000	Texas Industries Inc.†		843,768		923,600
	60,000	Tyco International Ltd.		1,142,432		2,736,000
	13,000	Wartsila OYJ Abp		716,555		644,749

				3,988,825		8,100,039


		Electronics — 3.6%
	70,000	Alliance Semiconductor Corp.†		240,731		56,000
	250,000	Cobra Automotive Technologies SpA†		501,040		508,010
	45,000	Emulex Corp.†		318,107		256,500
	485,000	Hittite Microwave Corp.		37,804,949		37,805,750
	100,400	Laird plc		313,490		487,635
	100,000	Measurement Specialties Inc.†		8,601,497		8,607,000
	12,000	MoSys Inc.†		45,904		37,680
	3,000	Texas Instruments Inc.		81,057		143,370


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Electronics (Continued)
	100,000	Wolfson Microelectronics plc†	$	392,382	$	396,187

				48,299,157		48,298,132


		Energy and Utilities — 5.1%
	1,480,000	Alvopetro Energy Ltd.†		1,548,384		1,678,272
	23,000	Anadarko Petroleum Corp.		2,329,604		2,517,810
	10,000	Apache Corp.		903,905		1,006,200
	1,000,000	Caracal Energy Inc.†		8,994,336		9,378,423
	20,000	Cleco Corp.		1,121,910		1,179,000
	4,000	CONSOL Energy Inc.		149,600		184,280
	50,000	Dart Energy Ltd.†		43,038		8,487
	210,000	Dragon Oil plc		1,303,479		2,204,871
	25,000	Endesa SA		552,970		967,068
	5,000	Equal Energy Ltd.		27,000		27,100
	93,714	EXCO Resources Inc.		487,079		551,975
	3,000	Exxon Mobil Corp.		171,135		302,040
	10,000	Great Plains Energy Inc.		137,405		268,700
	420,000	Gulf Coast Ultra Deep Royalty Trust†		735,000		1,230,600
	10,000	Halcon Resources Corp.†		86,812		72,900
	5,000	Hess Corp.		253,364		494,450
	42,600	Integrys Energy Group Inc.		2,933,176		3,030,138
	57,000	National Fuel Gas Co.		3,310,142		4,463,100
	22,000	NorthWestern Corp.		529,680		1,148,180
	3,000	NRG Energy Inc.		85,978		111,600
	1,000	Origin Energy Ltd.		15,738		13,786
	310,000	Pepco Holdings Inc.		8,296,716		8,518,800
	190,000	Severn Trent plc		5,128,103		6,282,174
	9,000	Steel Excel Inc.†		238,313		318,150
	330,026	UNS Energy Corp.		19,640,105		19,936,871
	1,800	Walter Energy Inc.		25,539		9,810
	100,000	Weatherford International plc†		1,490,936		2,300,000
	80,000	WesternZagros Resources Ltd.†		287,279		89,218

				60,826,726		68,294,003


		Entertainment — 0.1%
	10,000	Digital Cinema Destinations Corp.†		60,086		60,100
	2,000	Discovery Communications Inc., Cl. A†		34,253		148,560
	2,000	Discovery Communications Inc., Cl. C†		36,926		145,180
	4,000	Scripps Networks Interactive Inc., Cl. A		309,855		324,560
	23,000	Take-Two Interactive Software Inc.†		210,583		511,520
	7,000	The Madison Square Garden Co., Cl. A†		265,633		437,150


Shares			Cost		Market Value
	4,000	Vivendi SA	$	69,949	$	97,878

				987,285		1,724,948


		Equipment and Supplies — 1.0%
	606,600	Kentz Corp. Ltd.		9,608,701		9,613,082
	6,000	The L.S. Starrett Co., Cl. A		65,790		92,280
	14,000	The Timken Co.		711,740		949,760
	50,000	Xylem Inc.		1,467,071		1,954,000

				11,853,302		12,609,122


		Financial Services — 4.3%
	100,000	AllianceBernstein Holding LP		2,044,174		2,588,000
	1,650	Argo Group International Holdings Ltd.		39,700		84,331
	500	Aspen Insurance Holdings Ltd.		22,848		22,710
	1,587	Fidelity National Financial Inc., Cl. A†		52,272		51,990
	12,000	H&R Block Inc.		168,309		402,240
	90,000	Hudson City Bancorp Inc.		787,292		884,700
	30,000	Kinnevik Investment AB, Cl. A		1,140,872		1,290,868
	60,000	KKR & Co. LP		349,003		1,459,800
	2,000	M&T Bank Corp.		168,239		248,100
	1,800	MasterCard Inc., Cl. A		35,934		132,246
	150,000	National Interstate Corp.		4,454,385		4,203,000
	60,000	Navient Corp.		370,201		1,062,600
	10,000	Oritani Financial Corp.		103,087		153,900
	63,000	Pohjola Bank plc, Cl. A		1,444,025		1,371,628
	586,872	Protective Life Corp.		40,702,785		40,687,836
	85,000	SLM Corp.		399,984		706,350
	7,312	Sterling Bancorp		65,721		87,744
	78,877	SWS Group Inc.†		587,168		574,225
	500	TF Financial Corp.		20,753		21,240
	7,000	The PNC Financial Services Group Inc.		303,724		623,350
	500	Tower Group International Ltd.†		1,312		900
	263,000	Wright Investors’ Service Holdings Inc.†		657,500		485,235

				53,919,288		57,142,993


		Food and Beverage — 4.2%
	2,080,000	Parmalat SpA		7,748,544		7,114,665
	5,500	Pernod Ricard SA		425,711		660,482
	5,000	Pinnacle Foods Inc.		171,344		164,500
	23,000	Post Holdings Inc.†		602,790		1,170,930
	15,000	Remy Cointreau SA		799,735		1,380,049
	724,676	The Hillshire Brands Co.		39,896,251		45,147,315
	10,000	Warrnambool Cheese & Butter Factory Co. Holding Ltd.		68,912		74,022

				49,713,287		55,711,963


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Health Care — 4.4%
	3,068	Allergan Inc.	$	454,292	$	519,167
	420,465	ArthroCare Corp. Stub†		0		147,163
	105,000	AstraZeneca plc, ADR		8,187,153		7,802,550
	1,000	Bio-Rad Laboratories Inc., Cl. A†		99,940		119,710
	40,000	Celesio AG		1,265,251		1,424,072
	102,000	Covidien plc		8,916,125		9,198,360
	225,000	Forest Laboratories Inc.†		21,059,215		22,275,000
	70,000	Furiex Pharmaceuticals Inc.†		7,296,544		7,432,600
	1,000	Gentiva Health Services Inc.†		14,582		15,060
	3,000	Grifols SA, ADR		40,260		132,150
	16,000	ICU Medical Inc.†		976,738		972,960
	90,000	Idenix Pharmaceuticals Inc.†		2,172,428		2,169,000
	3,000	Illumina Inc.†		130,311		535,620
	1,000	Lexicon Pharmaceuticals Inc.†		1,640		1,610
	500	Mead Johnson Nutrition Co.		12,000		46,585
	219,900	Medical Action Industries Inc.†		3,010,144		3,019,227
	1,000	Merck & Co. Inc.		31,789		57,850
	433,000	Myrexis Inc.†		44,849		70,189
	165,000	Nordion Inc.†		1,908,108		2,072,400
	1,000	QLT Inc.†		6,451		6,180
	2,000	Questcor Pharmaceuticals Inc.		179,414		184,980
	1,000	Rhoen Klinikum AG		20,826		33,027
	200	Shire plc, ADR		36,960		47,098
	4,000	Smith & Nephew plc, ADR		368,774		357,120
	1,000	Taro Pharmaceuticals Industries Ltd.†		39,430		140,240
	1,000	UCB SA†		25,081		84,775

				56,298,305		58,864,693


		Hotels and Gaming — 0.2%
	4,000	Churchill Downs Inc.		170,584		360,440
	1,000	Giant Interactive Group Inc., ADR		11,236		11,840
	30,000	International Game Technology		475,912		477,300
	45,000	MTR Gaming Group Inc.†		235,904		240,750
	8,000	Orient-Express Hotels Ltd., Cl. A†		87,810		116,320
	25,000	Ryman Hospitality Properties Inc.		1,076,449		1,203,750

				2,057,895		2,410,400


		Machinery — 0.1%
	11,000	Astec Industries Inc.		440,343		482,680
	20,040	CNH Industrial NV		234,457		204,809

				674,800		687,489


Shares			Cost		Market Value
		Metals and Mining — 0.5%
	100,000	Alcoa Inc.	$	956,116	$	1,489,000
	15,000	Augusta Resource Corp.†		47,260		47,374
	110,000	AuRico Gold Inc.		880,240		468,600
	2,000	Camino Minerals Corp.†		3,744		150
	5,000	Chaparral Gold Corp.†		1,641		2,437
	50,000	Freeport-McMoRan Copper & Gold Inc.		1,617,183		1,825,000
	5,000	Lumina Copper Corp.†		44,753		46,249
	55,000	Newmont Mining Corp.		2,120,813		1,399,200
	10,000	Pan American Silver Corp.		188,281		153,320
	500	Papillon Resources Ltd.†		750		891
	11,000	Vulcan Materials Co.		428,239		701,250

				6,289,020		6,133,471


		Paper and Forest Products — 0.0%
	190,000	Ainsworth Lumber Co. Ltd.†		700,230		493,229


		Real Estate — 0.1%
	120,164	American Realty Capital Healthcare Trust Inc.		1,308,627		1,308,586
	500	American Tower Corp.		7,707		44,990

				1,316,334		1,353,576


		Retail — 5.3%
	1,500	Aaron’s Inc.†		40,041		53,460
	1,000	Casey’s General Stores Inc.		39,425		70,290
	31,700	CST Brands Inc.		1,048,973		1,093,650
	0	Loblaw Companies Ltd.		14		15
	23,000	Macy’s Inc.		472,196		1,334,460
	4,000	Pier 1 Imports Inc.		27,590		61,640
	704,000	Safeway Inc.		25,532,934		24,175,360
	240	SpartanNash Co.		4,800		5,042
	200,000	Susser Holdings Corp.†		15,577,236		16,144,000
	1,300,000	Zale Corp.†		27,196,380		27,300,000

				69,939,589		70,237,917


		Semiconductors — 0.4%
	5,000	Lam Research Corp.		180,344		337,900
	800,413	PLX Technology Inc.†		5,215,279		5,178,672
	2,500	Xcerra Corp.†		18,894		22,750

				5,414,517		5,539,322


		Specialty Chemicals — 0.5%
	20,000	Chemtura Corp.†		499,988		522,600
	34,000	International Flavors & Fragrances Inc.		3,257,244		3,545,520
	4,000	Monsanto Co.		186,093		498,960
	159,000	PetroLogistics LP		2,273,152		2,283,240
	7,500	SGL Carbon SE†		238,848		246,731

				6,455,325		7,097,051


		Telecommunications — 2.7%
	477,000	Aeroflex Holding Corp.†		4,991,667		5,008,500


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Telecommunications (Continued)
	300,000	Asia Satellite Telecommunications Holdings Ltd.	$	683,347	$	1,136,070
	14,000	BCE Inc.		471,292		635,040
	600,000	Cbeyond Inc.†		5,915,461		5,970,000
	15,000	Corning Inc.		202,980		329,250
	130,000	Koninklijke KPN NV†		396,278		473,682
	250,000	Portugal Telecom SGPS SA		1,434,992		916,062
	3,926	Sprint Corp.†		23,452		33,489
	164,000	Telenet Group Holding NV†		7,472,681		9,346,406
	4,000	Telephone & Data Systems Inc.		105,891		104,440
	23,000	tw telecom inc.†		898,803		927,130
	5,000	Verizon Communications Inc.		157,820		244,650
	222,000	Ziggo NV		9,867,389		10,265,562

				32,622,053		35,390,281


		Wireless Communications — 0.2%
	20,000	Blackberry Ltd.†		147,635		204,800
	14,000	Metricom Inc.†		1,680		1
	24,000	Millicom International Cellular SA, SDR		2,347,085		2,198,292
	100,000	NII Holdings Inc.†		173,963		55,000
	7,500	T-Mobile US Inc.†		121,875		252,150
	9,500	United States Cellular Corp.†		362,501		387,600

				3,154,739		3,097,843


		TOTAL COMMON STOCKS		473,671,741		507,914,913


		PREFERRED STOCKS — 0.0%
		Telecommunications — 0.0%
	5,000	Cincinnati Bell Inc., 6.750%, Ser. B		103,561		239,995


		RIGHTS — 0.2%
		Health Care — 0.1%
	110,600	Adolor Corp., CPR, expire 07/01/19†		0		57,512
	135,000	American Medical Alert Corp.†		0		1,350
	54,000	Chelsea Therapeutics International Ltd., CVR†		5,940		5,940
	10,000	Clinical Data Inc., CVR, expire 04/14/18†		0		9,500
	5,000	Community Health Systems Inc., CVR†		158		334
	10,000	Cubist Pharmaceuticals Inc., CVR†		22,225		1,159
	100	Omthera Pharmaceuticals Inc., expire 12/31/20†		0		60
	290,000	Sanofi, CVR, expire 12/31/20†		477,750		145,000


Shares			Cost		Market Value
	825,000	Teva Pharmaceutical Industries Ltd., CPR, expire 02/20/23†	$	401,888	$	437,250
	69,000	Trius Therapeutics, CVR†		0		8,970

				907,961		667,075


		Wireless Communications — 0.1%
	700,000	Leap Wireless International Inc., CVR, expire 03/14/16†		1,636,304		1,764,000


		TOTAL RIGHTS		2,544,265		2,431,075


		WARRANTS — 0.0%
		Automotive: Parts and Accessories — 0.0%
	377	Federal-Mogul Holdings Corp., expire 12/27/14†		14,912		2


		Energy and Utilities — 0.0%
	32,000	Kinder Morgan Inc., expire 05/25/17†		61,383		88,960


		TOTAL WARRANTS		76,295		88,962

Principal Amount
		CONVERTIBLE CORPORATE BONDS — 0.1%
		Building and Construction — 0.1%
	$ 500,000	Layne Christensen Co., 4.250%, 11/15/18(a)		500,000		455,000


		CORPORATE BONDS — 0.0%
		Energy and Utilities — 0.0%
	800,000	Texas Competitive Electric Holdings Co. LLC, Ser. B, 10.250%, 11/01/15†		711,567		129,000


		U.S. GOVERNMENT OBLIGATIONS — 61.6%
	821,022,000	U.S. Treasury Bills, 0.020% to 0.080%††, 07/03/14 to 12/11/14(b)		820,947,123		820,960,673

		TOTAL INVESTMENTS — 100.0%	$	1,298,554,552		1,332,219,618


Principal Amount			Settlement Date		Unrealized Depreciation
		FORWARD FOREIGN EXCHANGE CONTRACTS — (0.0)%
	14,000,000(c)	Deliver British Pounds in exchange for United States Dollars 23,954,514(d)		07/25/14	$	(192,006	)
	26,500,000(e)	Deliver Euros in exchange for United States Dollars 36,289,936(d)		07/25/14		(172,768	)

		TOTAL FORWARD FOREIGN EXCHANGE CONTRACTS				(364,774	)


					Market Value
		SECURITIES SOLD SHORT — (2.5)%
		(Proceeds received $31,383,053)				(33,453,603	)

		Other Assets and Liabilities (Net) — 2.5%				34,179,542


		NET ASSETS — 100.0%			$	1,332,580,783


Shares			Proceeds		Market Value
		SECURITIES SOLD SHORT — (2.5)%
		Building and Construction — (1.0)%
	279,360	Lennar Corp., Cl. A	$	10,932,779	$	11,727,533
	7,000	Martin Marietta Materials Inc.		845,464		924,350

				11,778,243		12,651,883


		Financial Services — (0.0)%
	2,000	M&T Bank Corp.		227,995		248,100


		Health Care — (1.5)%
	74,385	Actavis plc		15,650,001		16,591,574
	62,140	Medtronic Inc.		3,726,814		3,962,046

				19,376,815		20,553,620


		TOTAL SECURITIES SOLD SHORT	$	31,383,053	$	33,453,603

(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, 2014, the market value of the Rule 144A security amounted to $455,000 or 0.03% of net assets.

(b)	At June 30, 2014, $99,500,000 of the principal amount was reserved and/or pledged with the custodian for securities sold short and forward foreign exchange contracts.

(c)	Principal amount denoted in British Pounds.

(d)	At June 30, 2014, the Fund had entered into forward foreign exchange contracts with State Street Bank and Trust Co.

(e)	Principal amount denoted in Euros.

†	Non-income producing security.

††	Represents annualized yield at date of purchase.

ADR	American Depositary Receipt

CVR	Contingent Value Right

SDR	Swedish Depositary Receipt


Statement of Assets and Liabilities June 30, 2014 (Unaudited)
Assets:
Investments, at value (cost $1,298,554,552)	$	1,332,219,618
Foreign currency, at value (cost $2,410)		2,405
Cash		2,766
Deposit at brokers (including proceeds from securities sold short of $31,383,053)		32,234,069
Receivable for investments sold		14,249,033
Receivable for Fund shares sold		3,741,631
Dividends and interest receivable		559,922
Prepaid expenses		89,336

Total Assets		1,383,098,780

Liabilities:
Securities sold short, at value		33,453,603
Payable for investments purchased		10,602,654
Payable for Fund shares redeemed		5,288,078
Payable for investment advisory fees		545,263
Payable for distribution fees		166,792
Payable for accounting fees		11,250
Unrealized depreciation on forward foreign exchange contracts		364,774
Dividends payable on securities sold short		4,200
Other accrued expenses		81,383

Total Liabilities		50,517,997

Net Assets (applicable to 129,076,000 shares outstanding)	$	1,332,580,783

Net Assets Consist of:
Paid-in capital	$	1,293,501,073
Accumulated net investment income		52,924
Accumulated net realized gain on investments, securities sold short, swap contracts, and foreign currency transactions		7,795,446
Net unrealized appreciation on investments		33,665,066
Net unrealized depreciation on securities sold short		(2,070,550	)
Net unrealized depreciation on foreign currency translations		(363,176	)

Net Assets	$	1,332,580,783


Shares of Capital Stock, each at $0.001 par value; 500,000,000 shares authorized:
Class AAA:
Net Asset Value, offering, and redemption price per share ($522,380,057 ÷ 50,310,111 shares outstanding)	$	10.38

Advisor Class:
Net Asset Value, offering, and redemption price per share ($810,200,726 ÷ 78,765,889 shares outstanding)	$	10.29


Statement of Operations For the Six Months Ended June 30, 2014 (Unaudited)
Investment Income:
Dividends (net of foreign withholding taxes of $46,339)	$	2,841,204
Interest		260,508

Total Investment Income		3,101,712

Expenses:
Investment advisory fees		3,105,221
Distribution fees - Advisor Class		948,544
Custodian fees		77,360
Registration expenses		69,132
Shareholder communications expenses		49,196
Directors’ fees		45,623
Shareholder services fees		38,344
Accounting fees		22,500
Service fees for securities sold short		20,670
Dividend expense on securities sold short		17,214
Legal and audit fees		12,241
Interest expense		183
Miscellaneous expenses		31,065

Total Expenses		4,437,293

Less:
Advisory fee reduction on unsupervised assets (Note 3)		(12,268	)

Net Expenses		4,425,025

Net Investment Loss		(1,323,313	)

Net Realized and Unrealized Gain/(Loss) on Investments, Securities Sold Short, Swap Contracts, and Foreign Currency:
Net realized gain on investments		11,789,822
Net realized loss on securities sold short		(45,544	)
Net realized gain on swap contracts		475,592
Net realized loss on foreign currency transactions		(2,362,004	)

Net realized gain on investments, securities sold short, swap contracts, and foreign currency transactions		9,857,866

Net change in unrealized appreciation/depreciation:
on investments		9,440,695
on securities sold short		(1,671,215	)
on swap contracts		(503,693	)
on foreign currency translations		844,448

Net change in unrealized appreciation/depreciation on investments, securities sold short, swap contracts, and foreign currency translations		8,110,235

Net Realized and Unrealized Gain/(Loss) on Investments, Securities Sold Short, Swap Contracts, and Foreign Currency		17,968,101

Net Increase in Net Assets Resulting from Operations	$	16,644,788

1. Organization. The Gabelli ABC Fund, a series of Gabelli Investor Funds, Inc. (the “Corporation”), was incorporated on October 30, 1992 in Maryland. The Fund is a non-diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s primary objective is to achieve total returns that are attractive to investors in various market conditions without excessive risk of capital loss. The Fund commenced investment operations on May 14, 1993.

2. Significant Accounting Policies. The Fund’s financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), which may require the use of management estimates and assumptions. 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 Directors (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 and other financial instruments by inputs used to value the Fund’s investments as of June 30, 2014 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, 2014. 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 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, 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.

Collateral requirements differ by type of derivative. Collateral requirements are set by the broker or exchange clearing house for exchange traded derivatives, while collateral terms are contract specific for derivatives traded over-the-counter. Securities pledged to cover obligations of the Fund under derivative contracts are noted in the Schedule of Investments. Cash collateral, if any, pledged for the same purpose will be reported separately in the Statement of Assets and Liabilities.

The Fund’s policy with respect to offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the master agreement does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the Fund and the applicable counterparty. The enforceability of the right to offset may vary by jurisdiction.

The Fund’s derivative contracts held at June 30, 2014, if any, are not accounted for as hedging instruments under GAAP and are disclosed in the Schedule of Investments together with the related counterparty.

Swap Agreements. The Fund may enter into equity contract for difference swap transactions for the purpose of increasing the income of the Fund. The use of swaps is a highly specialized activity that involves investment techniques and risks different from those associated with ordinary portfolio security transactions. In an equity contract for difference swap, a set of future cash flows is exchanged between two counterparties. One of these cash flow streams will typically be based on a reference interest rate combined with the performance of a notional value of shares of a stock. The other will be based on the performance of the shares of a stock. Depending on the general state of short term interest rates and the returns on the Fund’s portfolio securities at the time an equity contract for difference swap transaction reaches its scheduled termination date, there is a risk that the Fund will not be able to obtain a replacement transaction or that the terms of the replacement will not be as favorable as on the expiring transaction.

Unrealized gains related to swaps are reported as an asset and unrealized losses are reported as a liability in the Statement of Assets and Liabilities. The change in value of swaps, including the accrual of periodic amounts of interest to be received or paid on swaps, is reported as unrealized gain or loss in the Statement of Operations. A realized gain or loss is recorded upon receipt or payment of a periodic payment or termination of swap agreements. At June 30, 2014, the Fund held no investments in equity contract for difference swap agreements.

The Fund’s volume of activity in equity contract for difference swap agreements which were held through February 6, 2014 had an average monthly notional amount of approximately $19,593,501, while held.

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 investments and 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. Forward foreign exchange contracts at June 30, 2014 are reflected within the Schedule of Investments.

The Fund’s volume of activity in forward foreign exchange contracts during the six months ended June 30, 2014 had an average monthly notional amount of approximately $104,635,714.

As of June 30, 2014, the value of forward foreign exchange contracts can be found in the Statement of Assets and Liabilities under Liabilities, Unrealized depreciation on forward foreign exchange contracts. For the six months ended June 30, 2014, the effect of forward foreign exchange contracts can be found in the Statement of Operations under Net Realized and Unrealized Gain/(Loss) on Investments, Securities Sold Short, Swap Contracts, and Foreign Currency, within Net realized loss on foreign currency transactions and Net change in unrealized appreciation/depreciation on foreign currency translations.

The following table presents the Fund’s derivative liabilities by counterparty net of the related collateral segregated by the Fund for the benefit of the counterparty as of June 30, 2014:

Securities Sold Short. The Fund may enter into short sale transactions. Short selling involves selling securities that may or may not be owned and, at times, borrowing the same securities for delivery to the purchaser, with an obligation to replace such borrowed securities at a later date. The proceeds received from short sales are recorded as liabilities and the Fund records an unrealized gain or loss to the extent of the difference between the proceeds received and the value of an open short position on the day of determination. The Fund records a realized gain or loss when the short position is closed out. By entering into a short sale, the Fund bears the market risk of an unfavorable change in the price of the security sold short. Dividends on short sales are recorded as an expense by the Fund on the ex-dividend date and interest expense is recorded on the accrual basis. The broker retains collateral for the value of the open positions, which is adjusted periodically as the value of the position fluctuates. Securities sold short at June 30, 2014 are reflected within the Schedule of Investments.

Foreign Currency Translations. The books and records of the Fund are maintained in U.S. dollars. Foreign currencies, investments, and other assets and liabilities are translated into U.S. dollars at current exchange rates. Purchases and sales of investment securities, income, and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses that result from changes in foreign exchange rates and/or changes in market prices of securities have been included in unrealized appreciation/depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial purchase trade date and subsequent sale trade date is included in realized gain/(loss) on investments.

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

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

Restricted Securities. The Fund may invest up to 15% of its net assets in securities for which the markets are restricted. Restricted securities include securities whose disposition is subject to substantial legal or contractual restrictions. The sale of restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than does the sale of securities eligible for trading on national securities exchanges or in the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restrictions on resale. Securities freely saleable among qualified institutional investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. For the restricted securities the Fund held at June 30, 2014, refer to the Schedule of Investments.

Securities Transactions and Investment Income. Securities transactions are accounted for on the trade date with realized gain/(loss) on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded on 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.

Custodian Fee Credits. When cash balances are maintained in the custody account, the Fund receives credits which are used to offset custodian fees. The gross expenses paid under the custody arrangement are included in custodian fees in the Statement of Operations with the corresponding expense offset, if any, shown as “Custodian fee credits.”

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 ended December 31, 2013 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.

Under the Regulated Investment Company Modernization Act of 2010, the Fund is permitted to carry forward for an unlimited period capital losses incurred. As a result of the rule, post-enactment 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/depreciation at June 30, 2014:

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, 2014, the Fund did not incur any income tax, interest, or penalties. As of June 30, 2014, 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 0.50% 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 Directors of the Fund who are affiliated persons of the Adviser.

There was a reduction in the advisory fee paid to the Adviser relating to certain portfolio holdings, i.e., unsupervised assets, of the Fund with respect to which the Adviser transferred dispositive and voting control to the Fund’s Proxy Voting Committee. During the six months ended June 30, 2014, the Fund’s Proxy Voting Committee exercised control and discretion over all rights to vote or consent with respect to such securities, and the Adviser reduced its fee with respect to such securities by $12,268.

The Fund pays each Director who is not considered an affiliated person an annual retainer of $9,000 plus $2,000 for each Board meeting attended. Each Director 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 Director each receive a $2,000 annual fee. A Director may receive a single meeting fee, allocated among the participating funds, for participation in certain meetings held on behalf of multiple funds. Directors 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 the Advisor Class Shares pursuant to Rule 12b-1 under the 1940 Act. Under the Advisor Class Share Plan, payment is authorized to G.distributors, LLC (the “Distributor”), an affiliate of the Adviser, at an annual rate of 0.25% of the average daily net assets of the Advisor Class Shares, the annual limitation under the Plan. Such payments are accrued daily and paid monthly.

5. Portfolio Securities. Purchases and sales of securities during the six months ended June 30, 2014, other than short term securities and U.S. Government obligations, aggregated $755,008,904 and $656,783,718, respectively.

6. Transactions with Affiliates. During the six months ended June 30, 2014, the Fund paid brokerage commissions on security trades of $204,070 to G.research, Inc., an affiliate of the Adviser.

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, 2014, the Fund paid or accrued $22,500 to the Adviser in connection with the cost of computing the Fund’s NAV.

As of June 30, 2014, the Fund’s Adviser and its affiliates beneficially owned greater than 25% of the voting securities of the Fund. This includes accounts for which the affiliates of the Adviser have voting control but disclaim pecuniary interest.

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 bear interest at the higher of the sum of the LIBOR rate plus 100 basis points or the sum of the federal funds rate plus 100 basis points at the time of borrowing. This amount, if any, would be included in “interest expense” in the Statement of Operations. During the six months ended June 30, 2014, there were no borrowings under the line of credit.

8. Capital Stock. The Fund offers Class AAA Shares and Advisor Class Shares to investors without a front-end sales charge. Class AAA Shares are available directly through the Distributor or through the Fund’s transfer agent. Advisor Class Shares are available through registered broker-dealers or other financial intermediaries that have entered into appropriate selling agreements with the Distributor.

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, 2014 and the year ended December 31, 2013, 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. Other Matters. On April 24, 2008, the Adviser entered into a settlement with the SEC to resolve an inquiry regarding prior frequent trading in shares of the GAMCO Global Growth Fund (the “Global Growth Fund”) by one investor who was banned from the Global Growth Fund in August 2002. Under the terms of the settlement, the Adviser, without admitting or denying the SEC’s findings and allegations, paid $16 million (which included a $5 million civil monetary penalty). On the same day, the SEC filed a civil action in the U.S. District Court for the Southern District of New York (the “Court”) against the Executive Vice President and Chief Operating Officer (the “Officer”) of the Adviser, alleging violations of certain federal securities laws arising from the same matter. On May 2, 2014, the SEC filed with the Court a stipulation of voluntary dismissal of the civil action against the Officer, and on June 19, 2014, the Court approved the stipulation and entered an order of dismissal of the action against the Officer. The settlement by the Adviser and the disposition of the action against the Officer did not have a material adverse impact on the Adviser or its ability to fulfill its obligations under the Advisory Agreement.

11. 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.

Mario J. Gabelli, CFA, is Chairman and Chief Executive Officer of GAMCO Investors, Inc. that he founded in 1977 and Chief Investment Officer – Value Portfolios of Gabelli Funds, LLC and GAMCO Asset Management 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.

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

At its meeting on February 25, 2014, the Board of Directors (“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 directors 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 specialty diversified equity funds chosen by Lipper as being comparable. The Independent Board Members noted that the Fund’s performance was in the third quintile for the one and three year periods and in the fourth quintile for the five year period. They also noted that the peer group for the Fund encompasses a broad range of funds, which makes direct performance comparisons more difficult.

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 substantial portion of the Fund’s portfolio transactions were executed by an affiliated broker.

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. The Independent Board Members agreed that the low relative cost structure of the Fund and the low historical profitability of the Fund to the Adviser argued strongly against any concern regarding economies of scale.

Sharing of Economies of Scale. The Independent Board Members noted that the investment management 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 management fee, other expenses, and total expenses of the Fund with similar expense ratios of the peer group of diversified specialty funds and noted that the Adviser’s management fee includes substantially all administrative services for the Fund as well as investment advisory services. The Independent Board Members noted that the Fund’s expense ratios were at the low end of its peer group. The Independent Board Members also noted that the management fee structure was much lower than that in effect for most of the Gabelli funds. The Independent Board Members were presented with, but did not consider material to their decision, various information comparing the advisory fee with the advisory fees for other types of accounts managed by affiliates of the Adviser. The Independent Board Members recognized that the Adviser and its affiliates did not manage other accounts with similar strategies that had fees lower than those charged for the Fund.

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

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

Fund were lower than normal 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 Advisory Agreement to the full Board.

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

THE GABELLI ABC 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 DIRECTORS

Mario J. Gabelli, CFA

Chairman and

Chief Executive Officer,

GAMCO Investors, Inc.

Anthony J. Colavita

President,

Anthony J. Colavita, P.C.

Vincent D. Enright

Former Senior Vice President

and Chief Financial Officer,

KeySpan Corp.

Mary E. Hauck

Former Senior Portfolio

Manager,

Gabelli-O’Connor Fixed

Income Mutual Fund

Management Co.

Kuni Nakamura

President,

Advanced Polymer, Inc.

Werner J. Roeder, MD

Medical Director,

Lawrence Hospital

OFFICERS

Bruce N. Alpert

President

Andrea R. Mango

Secretary

Agnes Mullady

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 ABC Fund. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.

GAB408Q214SR

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Directors, 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 ABC Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from January 1, 2014 through June 30, 2014			Expense Table


	Six Months Ended June 30, 2014 (Unaudited)				Year Ended December 31, 2013
Operations:
Net investment income/(loss)		$	(1,323,313	)		$	3,373,581
Net realized gain on investments, securities sold short, swap contracts, and foreign currency transactions			9,857,866				16,539,253
Net change in unrealized appreciation/depreciation on investments, securities sold short, swap contracts, and foreign currency translations			8,110,235				14,907,364

Net Increase in Net Assets Resulting from Operations			16,644,788				34,820,198

Distributions to Shareholders:
Net investment income
Class AAA			—				(412,054	)
Advisor Class			—				(289,686	)

			—				(701,740	)

Net realized gain
Class AAA			—				(6,883,973	)
Advisor Class			—				(11,614,846	)

			—				(18,498,819	)

Return of capital
Class AAA			—				(317,964	)
Advisor Class			—				(223,538	)

			—				(541,502	)

Total Distributions to Shareholders			—				(19,742,061	)


Capital Share Transactions:
Class AAA			68,969,326				139,152,015
Advisor Class			122,993,485				366,137,467

Net Increase in Net Assets from Capital Share Transactions			191,962,811				505,289,482


Redemption Fees			1,709				25,341

Net Increase in Net Assets			208,609,308				520,392,960
Net Assets:
Beginning of year			1,123,971,475				603,578,515

End of period (including undistributed net investment income of $52,924 and $1,376,237, respectively)		$	1,332,580,783			$	1,123,971,475


				Income (Loss)																																			Ratios to Average Net Assets/
				from Investment Operations										Distributions																									Supplemental Data
Year Ended December 31	Net Asset Value, Beginning of Year			Net Investment Income (Loss) (a)				Net Realized and Unrealized Gain on Investments			Total from Investment Operations			Net Investment Income				Net Realized Gain on Investments				Return of Capital				Total Distributions				Redemption Fees (a)(b)			Net Asset Value, End of Period			Total Return†			Net Assets, End of Period (in 000’s)			Net Investment Income (Loss)			Operating Expenses			Portfolio Turnover Rate
Class AAA
2014(c)		$	10.24		$	(0.00	)(b)		$	0.14		$	0.14			—				—				—				—			$	0.00		$	10.38		1.4	%		$	522,380		(0.06	)%(d)		0.56	%(d)		159	%
2013			9.96			0.06				0.43			0.49		$	(0.01	)		$	(0.19	)		$	(0.01	)		$	(0.21	)			0.00			10.24		4.9				446,566		0.63			0.58			324
2012			9.76			0.02				0.49			0.51			(0.04	)			(0.27	)			—				(0.31	)			0.00			9.96		5.2				299,111		0.17			0.60			256
2011			9.86			(0.01	)			0.20			0.19			(0.08	)			(0.21	)			—				(0.29	)			0.00			9.76		1.9				247,060		(0.06	)		0.62			276
2010			9.69			(0.01	)			0.41			0.40			—				(0.23	)			—				(0.23	)			0.00			9.86		4.1				176,169		(0.07	)		0.64			363
2009			9.28			(0.01	)			0.57			0.56			—				(0.15	)			(0.00	)(b)			(0.15	)			0.00			9.69		6.0				244,255		(0.06	)		0.66			472
Advisor Class
2014(c)		$	10.16		$	(0.02	)		$	0.15		$	0.13			—				—				—				—			$	0.00		$	10.29		1.3	%		$	810,201		(0.31	)%(d)		0.81	%(d)		159	%
2013			9.89			0.03				0.43			0.46		$	(0.00	)(b)		$	(0.19	)		$	(0.00	)(b)		$	(0.19	)			0.00			10.16		4.7				677,405		0.29			0.83			324
2012			9.69			0.01				0.47			0.48			(0.01	)			(0.27	)			—				(0.28	)			0.00			9.89		4.9				304,468		0.14			0.85			256
2011			9.79			(0.00	)(b)			0.16			0.16			(0.05	)			(0.21	)			—				(0.26	)			0.00			9.69		1.6				245,032		(0.05	)		0.87			276
2010			9.65			(0.03	)			0.40			0.37			—				(0.23	)			—				(0.23	)			0.00			9.79		3.8				270,772		(0.31	)		0.89			363
2009			9.26			(0.03	)			0.57			0.54			—				(0.15	)			(0.00	)(b)			(0.15	)			0.00			9.65		5.8				170,835		(0.32	)		0.91			472


	Gross Amounts Not Offset in the Statement of Assets and Liabilities
	Gross Amounts of Liabilities Presented in the Statement of Assets and Liabilities	Financial Instruments	Cash Collateral Pledged	Net Amount

Counterparty
State Street Bank and Trust Co.	$364,774	$(364,774)	$-	$-


	Valuation Inputs										Total Market Value at 6/30/14
	Level 1 Quoted Prices				Level 2 Other Significant Observable Inputs			Level 3 Significant Unobservable Inputs			Total Market Value at 6/30/14
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
Computer Software and Services		$	6,871,601			—			$	5,000		$	6,876,601
Health Care			58,717,530			—				147,163			58,864,693
Retail			42,937,917			$ 27,300,000				—			70,237,917
Wireless Communications			3,097,842			—				1			3,097,843
Other Industries (a)			368,837,859			—				—			368,837,859
Total Common Stocks			480,462,749			27,300,000				152,164			507,914,913
Preferred Stocks (a)			239,995			—				—			239,995
Rights:
Health Care			583,743			—				83,332			667,075
Wireless Communications			—			—				1,764,000			1,764,000
Total Rights			583,743			—				1,847,332			2,431,075
Warrants (a)			88,962			—				—			88,962
Convertible Corporate Bonds (a)			—			455,000				—			455,000
Corporate Bonds (a)			—			129,000				—			129,000
U.S. Government Obligations			—			820,960,673				—			820,960,673
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	481,375,449			$848,844,673			$	1,999,496		$	1,332,219,618
LIABILITIES (Market Value):
Securities Sold Short (a)		$	(33,453,603	)		—				—		$	(33,453,603	)
TOTAL INVESTMENTS IN SECURITIES - LIABILITIES		$	(33,453,603	)		—				—		$	(33,453,603	)
OTHER FINANCIAL INSTRUMENTS:
LIABILITIES (Unrealized Depreciation):*
Forward Foreign Exchange Contracts			—			$ (364,774	)			—		$	(364,774	)
TOTAL OTHER FINANCIAL INSTRUMENTS:			—			$ (364,774	)			—		$	(364,774	)


Distributions paid from:
Ordinary income (inclusive of short term capital gains)	$	10,463,064
Net long term capital gains		8,737,495
Return of capital		541,502

Total distributions paid	$	19,742,061


	Cost/ (Proceeds)				Gross Unrealized Appreciation			Gross Unrealized Depreciation				Net Unrealized Appreciation/ Depreciation
Investments		$	1,299,797,968			$	40,903,083		$	(8,481,433	)		$	32,421,650
Securities sold short			(31,383,053	)			—			(2,070,550	)			(2,070,550	)

						$	40,903,083		$	(10,551,983	)		$	30,351,100