UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-05848
---------
The Gabelli Value Fund Inc.
-------------------------------------------------------
(Exact name of registrant as specified in charter)

One Corporate Center
Rye, New York 10580-1422
-------------------------------------------------------
(Address of principal executive offices) (Zip code)

Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
-------------------------------------------------------
(Name and address of agent for service)

registrant's telephone number, including area code: 1-800-422-3554
--------------

Date of fiscal year end: December 31, 2004
-----------------
Date of reporting period: June 30, 2004
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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. ss. 3507.

ITEM 1. REPORTS TO STOCKHOLDERS.

The Report to Shareholders is attached herewith.

THE GABELLI VALUE FUND INC.

SEMI-ANNUAL REPORT
JUNE 30, 2004

TO OUR SHAREHOLDERS,

During the second quarter of 2004, the Gabelli Value Fund's (the "Fund")
Class A shares declined 0.4%, while the Standard & Poor's ("S&P") 500 Index and
the Dow Jones Industrial Average rose 1.7% and 1.3%, respectively. For the
six-month period ended June 30, 2004, the Fund was up 2.5% versus gains of 3.4%
and 0.9% for the S&P 500 Index and the Dow Jones Industrial Average,
respectively.

Enclosed are the financial statements and the investment portfolio as of
June 30, 2004.

COMPARATIVE RESULTS
- --------------------------------------------------------------------------------
AVERAGE ANNUAL RETURNS THROUGH JUNE 30, 2004 (A)
------------------------------------------------
YEAR TO SINCE
QUARTER DATE 1 YEAR 3 YEAR 5 YEAR 10 YEAR INCEPTION (B)
-----------------------------------------------------------------------------

Gabelli Value Fund Class A .......... (0.43)% 2.45% 19.90% 3.08% 3.63% 13.99% 13.13%
(5.93)(c) (3.21)(c) 13.28(c) 1.14(c) 2.46(c) 13.35(c) 12.70(c)

S&P 500 Index ....................... 1.72 3.44 19.10 (0.69) (2.20) 11.82 10.75
Dow Jones Industrial Average ........ 1.26 0.87 18.68 1.92 0.92 13.43 12.29
Nasdaq Composite Index .............. 2.69 2.22 26.19 (1.78) (5.28) 11.24 10.45

Class B ............................. (0.61) 2.12 19.07 2.30 2.95 13.62 12.88
(5.58)(d) (2.88)(d) 14.07(d) 1.33(d) 2.77(d) 13.62(d) 12.88(d)
Class C ............................. (0.61) 2.06 19.05 2.31 3.00 13.65 12.90
(1.61)(d) 1.06(d) 18.05(d) 2.31(d) 3.00(d) 13.65(d) 12.90(d)

(a) Returns represent past performance and do not guarantee future results.
Total returns and average annual returns reflect changes in share price and
reinvestment of dividends 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. The Dow
Jones Industrial Average is an unmanaged index of 30 large industrial
stocks. The S&P 500 Index and the Nasdaq Composite Index are unmanaged
indicators of stock market performance. Dividends are considered reinvested
(except for the Nasdaq Composite Index). Current performance may be lower
or higher than the data presented. Visit www.gabelli.com for performance
information as of the most recent month-end. Investors should consider the
investment objectives, risks and charges and expenses of the Fund before
investing. The prospectus contains more complete information about this and
other matters and should be read carefully before investing. Performance
for periods less than one year is not annualized. The Class A Shares' net
asset values are used to calculate performance for the periods prior to the
issuance of Class B Shares and Class C Shares on March 15, 2000. The actual
performance for the Class B Shares and Class C Shares would have been lower
for periods starting prior to March 15, 2000 due to the additional expenses
associated with these classes of shares.
(b) Performance is calculated from inception of Class A Shares on September 29,
1989.
(c) Includes the effect of the maximum 5.5% sales charge at the beginning
of the period.
(d) Includes the effect of the applicable contingent deferred sales charge at
the end of the period shown for Class B and Class C Shares, respectively.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
We have separated the portfolio manager's commentary from the financial
statements and investment portfolio due to new corporate governance
regulations stipulated by the Sarbanes-Oxley Act of 2002. We have done this to
ensure that the content of the portfolio manager's commentary is unrestricted.
The financial statements and investment portfolio are mailed separately. Both
the commentary and the financial statements, including the portfolio of
investments, will be available on our website at www.gabelli.com/funds.
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
A description of the Fund's proxy voting policies and procedures and how the
Fund voted proxies relating to portfolio securities during the most recent
12-month period ended June 30, 2004 are available (i) without charge, upon
request, by calling 800-GABELLI (800-422-3554); (ii) by writing to The Gabelli
Funds at One Corporate Center, Rye, NY 10580-1422; and (iii) on the Securities
and Exchange Commission's website at www.sec.gov.
- --------------------------------------------------------------------------------

THE GABELLI VALUE FUND INC.
PORTFOLIO OF INVESTMENTS -- JUNE 30, 2004 (UNAUDITED)
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------ ---- -------
COMMON STOCKS -- 98.0%
AEROSPACE -- 0.7%
14,000 Lockheed Martin Corp. ........... $ 340,200 $ 729,120
146,000 Northrop Grumman Corp. .......... 6,860,048 7,840,200
------------ --------------
7,200,248 8,569,320
------------ --------------
AGRICULTURE -- 1.4%
60,000 Agrium Inc. ..................... 785,099 873,000
1,000,000 Archer-Daniels-Midland Co. ...... 12,048,392 16,780,000
20,000 Terra Industries Inc.+ .......... 114,059 112,600
------------ --------------
12,947,550 17,765,600
------------ --------------
AUTOMOTIVE: PARTS AND ACCESSORIES -- 5.4%
38,000 China Yuchai International Ltd. . 300,576 692,360
1,100,000 Dana Corp. ...................... 19,003,327 21,560,000
750,000 GenCorp Inc. .................... 7,790,788 10,042,500
190,000 Genuine Parts Co. ............... 4,329,694 7,539,200
210,000 Modine Manufacturing Co. ........ 6,159,377 6,688,500
580,000 Navistar International Corp.+ ... 15,671,185 22,480,800
------------ --------------
53,254,947 69,003,360
------------ --------------
AVIATION: PARTS AND SERVICES -- 0.7%
14,000 Barnes Group Inc. ............... 246,529 405,720
22,000 Curtiss-Wright Corp., Cl. B ..... 555,441 1,182,940
370,000 Fairchild Corp., Cl. A+ ......... 3,153,085 1,583,600
72,000 Sequa Corp., Cl. A+ ............. 2,608,934 4,209,840
32,000 Sequa Corp., Cl. B+ ............. 1,613,493 1,912,000
------------ --------------
8,177,482 9,294,100
------------ --------------
BROADCASTING -- 2.9%
187,000 Gray Television Inc. ............ 2,617,453 2,597,430
705,000 Liberty Corp. ................... 30,557,683 33,099,750
225,000 Paxson Communications
Corp.+ ........................ 1,825,880 731,250
85,000 Young Broadcasting Inc.,
Cl. A+ ........................ 1,438,870 1,117,750
------------ --------------
36,439,886 37,546,180
------------ --------------
BUSINESS SERVICES -- 1.3%
630,000 Cendant Corp. ................... 5,900,670 15,422,400
17,800 ChoicePoint Inc.+ ............... 605,878 812,748
20,000 Nashua Corp.+ ................... 150,409 193,800
12,000 National Processing Inc.+ ....... 129,035 345,000
------------ --------------
6,785,992 16,773,948
------------ --------------
CABLE AND SATELLITE -- 6.0%
140,000 Adelphia Communications
Corp., Cl. A+ ................. 152,325 70,000
2,700,000 Cablevision Systems Corp.,
Cl. A+ ........................ 32,449,844 53,055,000
80,000 Charter Communications Inc.,
Cl. A+ ........................ 355,504 313,600

MARKET
SHARES COST VALUE
------ ---- -------
350,000 Comcast Corp., Cl. A+ ........... $ 9,205,646 $ 9,810,500
310,000 DIRECTV Group Inc.+ .............. 5,922,813 5,301,000
216,000 Liberty Media International Inc.,
Cl. A+ ......................... 7,040,712 8,013,600
------------ --------------
55,126,844 76,563,700
------------ --------------
COMMUNICATIONS EQUIPMENT -- 3.8%
500,000 Agere Systems Inc., Cl. B+ ...... 1,648,777 1,075,000
580,000 Corning Inc.+ ................... 4,438,968 7,574,800
880,000 Lucent Technologies Inc.+ ....... 4,061,581 3,326,400
720,000 Motorola Inc. ................... 9,034,896 13,140,000
850,000 Nortel Networks Corp.+ .......... 4,304,581 4,241,500
40,000 Scientific-Atlanta Inc. ......... 370,950 1,380,000
650,000 Thomas & Betts Corp. ............ 13,021,825 17,699,500
------------ --------------
36,881,578 48,437,200
------------ --------------
CONSUMER PRODUCTS -- 3.6%
300,000 Energizer Holdings Inc.+ ........ 6,131,565 13,500,000
90,000 Gallaher Group plc, ADR ......... 2,147,905 4,356,000
120,000 Gillette Co. .................... 3,335,739 5,088,000
500 Givaudan SA ..................... 135,440 289,444
185,000 Hartmarx Corp.+ ................. 994,781 1,165,500
38,000 National Presto Industries Inc. . 1,227,695 1,566,740
230,000 Pactiv Corp.+ ................... 2,257,847 5,736,200
909,000 Swedish Match AB ................ 9,445,940 9,291,579
200,000 Wolverine World Wide Inc. ....... 2,551,617 5,250,000
------------ --------------
28,228,529 46,243,463
------------ --------------
CONSUMER SERVICES -- 0.6%
325,000 Rollins Inc. .................... 3,673,368 7,478,250
------------ --------------
DIVERSIFIED INDUSTRIAL -- 3.2%
50,000 Ampco-Pittsburgh Corp. .......... 250,017 643,000
160,000 Cooper Industries Ltd., Cl. A ... 6,776,215 9,505,600
190,000 Crane Co. ....................... 4,845,766 5,964,100
50,000 Harbor Global Co. Ltd.+ ......... 133,471 475,000
510,000 Honeywell International Inc. .... 16,653,823 18,681,300
30,000 ITT Industries Inc. ............. 1,264,376 2,490,000
244,000 Katy Industries Inc.+ ........... 2,125,720 1,193,160
100,100 Lamson & Sessions Co.+ .......... 661,387 804,804
100,000 Walter Industries Inc. .......... 1,295,675 1,362,000
76,500 WHX Corp.+ ...................... 361,030 123,930
------------ --------------
34,367,480 41,242,894
------------ --------------
ELECTRONICS -- 0.7%
225,000 Texas Instruments Inc. .......... 5,908,377 5,440,500
100,000 Thermo Electron Corp.+ .......... 1,920,038 3,074,000
5,000 Tyco International Ltd. ......... 58,996 165,700
------------ --------------
7,887,411 8,680,200
------------ --------------

See accompanying notes to financial statements.

MARKET
SHARES COST VALUE
------ ---- -------
FOOD AND BEVERAGE -- 6.5%
200,000 Corn Products
International Inc. ............ $ 5,078,702 $ 9,310,000
210,000 Del Monte Foods Co.+ ............ 1,611,227 2,133,600
220,000 Diageo plc, ADR ................. 8,443,826 12,045,000
475,000 Flowers Foods Inc. .............. 4,505,669 12,421,250
90,000 Fomento Economico
Mexicano SA de CV, ADR ........ 3,214,381 4,125,600
250,000 Heinz (H.J.) Co. ................ 8,864,372 9,800,000
2,000 Hershey Foods Corp. ............. 62,981 92,540
130,000 Kerry Group plc, Cl. A .......... 1,478,133 2,752,061
1,255,000 PepsiAmericas Inc. .............. 17,812,065 26,656,200
57,000 Wrigley (Wm.) Jr. Co. ........... 3,283,100 3,593,850
------------ --------------
54,354,456 82,930,101
------------ --------------
HEALTH CARE -- 0.7%
105,000 IVAX Corp.+ ..................... 1,230,304 2,518,950
60,000 Sola International Inc.+ ........ 676,114 1,033,800
150,000 Sorin SpA+ ...................... 481,830 386,894
180,000 Sybron Dental
Specialties Inc.+ ............. 3,316,577 5,373,000
------------ --------------
5,704,825 9,312,644
------------ --------------
HOTELS AND GAMING -- 4.9%
502,000 Aztar Corp.+ .................... 4,149,742 14,056,000
84,000 Dover Downs Gaming &
Entertainment Inc. ............ 923,046 945,000
250,000 Gaylord Entertainment Co.+ ...... 7,044,146 7,847,500
4,100,000 Hilton Group plc ................ 15,400,670 20,521,555
900,000 Hilton Hotels Corp. ............. 8,639,328 16,794,000
15,000 Mandalay Resort Group ........... 1,021,950 1,029,600
45,000 MGM Mirage+ ..................... 2,024,150 2,112,300
------------ --------------
39,203,032 63,305,955
------------ --------------
MACHINERY -- 0.8%
105,000 AGCO Corp.+ ..................... 1,865,268 2,138,850
125,000 CNH Global NV ................... 2,411,354 2,580,000
75,000 Deere & Co. ..................... 2,630,653 5,260,500
------------ --------------
6,907,275 9,979,350
------------ --------------
MANUFACTURED HOUSING -- 0.4%
570,000 Champion Enterprises Inc.+ ...... 5,787,127 5,232,600
------------ --------------
METALS AND MINING -- 2.3%
320,000 Barrick Gold Corp. .............. 2,998,415 6,320,000
124,000 Kinross Gold Corp.+ ............. 1,145,502 689,440
475,000 Newmont Mining Corp. ............ 9,096,081 18,411,000
215,000 Placer Dome Inc. ................ 2,020,399 3,577,600
------------ --------------
15,260,397 28,998,040
------------ --------------

See accompanying notes to financial statements.

THE GABELLI VALUE FUND INC.
PORTFOLIO OF INVESTMENTS (CONTINUED) -- JUNE 30, 2004 (UNAUDITED)
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------ ---- -------
COMMON STOCKS (CONTINUED)
PUBLISHING -- 10.7%
200,000 Belo Corp., Cl. A ............... $ 3,460,783 $ 5,370,000
1,340,000 Media General Inc., Cl. A ....... 26,344,400 86,054,800
90,000 Meredith Corp. .................. 1,800,032 4,946,400
500,000 PRIMEDIA Inc.+ .................. 1,617,826 1,390,000
440,000 Reader's Digest
Association Inc. .............. 7,455,513 7,035,600
159,000 Scripps (E.W.) Co., Cl. A ....... 10,505,258 16,695,000
340,000 Tribune Co. ..................... 14,154,575 15,483,600
------------ --------------
65,338,387 136,975,400
------------ --------------
REAL ESTATE -- 0.3%
133,100 Griffin Land & Nurseries Inc.+ .. 1,541,344 3,383,402
------------ --------------
RETAIL -- 2.8%
100,000 Albertson's Inc. ................ 2,376,333 2,654,000
768,000 AutoNation Inc.+ ................ 6,029,450 13,132,800
1,000 Blockbuster Inc., Cl. A ......... 12,700 15,180
20,000 Burlington Coat Factory
Warehouse Corp. ............... 299,506 386,000
130,000 Ingles Markets Inc., Cl. A ...... 1,562,910 1,452,100
255,000 Neiman Marcus Group Inc.,
Cl. B ......................... 6,720,675 13,231,950
180,000 Safeway Inc.+ ................... 4,127,330 4,561,200
------------ --------------
21,128,904 35,433,230
------------ --------------
SPECIALTY CHEMICALS -- 1.3%
185,000 Ferro Corp. ..................... 3,958,196 4,935,800
840,000 Hercules Inc.+ .................. 12,885,449 10,239,600
50,000 IMC Global Inc. ................. 630,693 670,000
40,900 Sensient Technologies Corp. ..... 843,985 878,532
------------ --------------
18,318,323 16,723,932
------------ --------------
TELECOMMUNICATIONS -- 4.9%
300,000 AT&T Corp. ...................... 8,381,314 4,389,000
100,000 CenturyTel Inc. ................. 3,067,483 3,004,000
1,200,000 Cincinnati Bell Inc.+ ........... 7,305,517 5,328,000
190,000 Commonwealth Telephone
Enterprises Inc.+ ............. 4,043,377 8,506,300
2,050,000 Qwest Communications
International Inc.+ ........... 6,264,165 7,359,500
195,000 Rogers Communications Inc.,
Cl. B ......................... 3,249,017 3,535,350
1,600,000 Sprint Corp. .................... 25,320,928 28,160,000
85,000 Verizon Communications Inc. ..... 3,151,121 3,076,150
------------ --------------
60,782,922 63,358,300
------------ --------------
TRANSPORTATION-- 0.0%
90,000 Grupo TMM SA de CV, Cl. A,
ADR+ .......................... 756,540 220,500
------------ --------------
MARKET
SHARES COST VALUE
------ ---- -------
WIRELESS COMMUNICATIONS -- 6.9%
1,850,000 AT&T Wireless
Services Inc.+ ................ $ 18,600,268 $ 26,492,000
400,000 Nextel Communications Inc.,
Cl. A+ ........................ 5,990,260 10,664,000
240,000 Rogers Wireless
Communications Inc.,
Cl. B+ ........................ 3,351,277 6,492,000
1,200,000 Telecom Italia Mobile SpA 8,333,209 6,803,499
540,000 Telephone & Data
Systems Inc. .................. 23,101,052 38,448,000
------------ --------------
59,376,066 88,899,499
------------ --------------
TOTAL COMMON STOCKS ............. 879,917,364 1,254,773,633
------------ --------------
PREFERRED STOCKS -- 1.3%
PUBLISHING -- 1.3%
495,384 News Corp. Ltd., Pfd., ADR ...... 14,859,194 16,288,226
------------ --------------
PRINCIPAL
AMOUNT
------
REPURCHASE AGREEMENTS -- 0.8%
$10,130,000 State Street Bank and Trust Co.,
1.180%, dated 06/30/04,
due 07/01/04, proceeds at
maturity, $10,130,332 (a) ..... 10,130,000 10,130,000
------------ --------------
TOTAL INVESTMENTS --
100.1% ........................ $904,906,558 1,281,191,859
============
OTHER ASSETS AND LIABILITIES (NET) -- (0.1)% ... (1,450,914)
--------------
NET ASSETS -- 100.0% ........................... $1,279,740,945
==============
- ----------------
For Federal tax purposes:
Aggregate cost ................................. $ 904,906,558
==============
Gross unrealized appreciation .................. $ 398,267,002
Gross unrealized depreciation .................. (21,981,701)
--------------
Net unrealized appreciation/(depreciation) ..... $ 376,285,301
==============
- ----------------
(a) Collateralized by U.S. Treasury Note, 1.750%, due 12/31/04, market
value $10,333,387.
+ Non-income producing security.
ADR - American Depository Receipt.
SAILS - Stock Appreciation Income Linked Securities.

See accompanying notes to financial statements.

THE GABELLI VALUE FUND INC.

STATEMENT OF ASSETS AND LIABILITIES
JUNE 30, 2004 (UNAUDITED)
- --------------------------------------------------------------------------------
ASSETS:
Investments, at value (cost $878,562,158) . $1,195,137,059
Investments in affiliates, at value
(cost $26,344,400) ...................... 86,054,800
Receivable for investments sold ........... 1,477,747
Dividends and interest receivable ......... 1,337,634
Receivable for Fund shares sold ........... 389,817
Other assets .............................. 21,095
--------------
TOTAL ASSETS .............................. 1,284,418,152
--------------
LIABILITIES:
Due to Custodian .......................... 12,393
Payable for Fund shares redeemed .......... 473,825
Payable for investments purchased ......... 2,061,343
Payable for investment advisory fees ...... 1,053,128
Payable for distribution fees ............. 288,138
Payable for shareholder services fees ..... 532,465
Payable for shareholder communication fees 140,235
Other accrued expenses .................... 115,680
--------------
TOTAL LIABILITIES ......................... 4,677,207
--------------
NET ASSETS applicable to 69,563,616
shares outstanding ...................... $1,279,740,945
==============
NET ASSETS CONSIST OF:
Capital stock, at $0.001 par value ........ $ 69,564
Additional paid-in capital ................ 896,776,413
Accumulated net investment income ......... 649,855
Accumulated net realized gain on ..........
investments, foreign currency and .......
short sale transactions ................. 5,953,970
Net unrealized appreciation on investments
and foreign currency transactions ....... 376,291,143
--------------
NET ASSETS ................................ $1,279,740,945
==============
SHARES OF CAPITAL STOCK:
CLASS A:
Net asset value and redemption price per share
($1,243,260,218 / 67,519,048 shares
outstanding; 150,000,000 shares authorized
of $0.001 par value) .................... $18.41
======
Maximum sales charge ...................... 5.50%
======
Maximum offering price per share (NAV / 0.945,
based on maximum sales charge
of 5.50% of the offering price at
June 30, 2004) .......................... $19.48
======
CLASS B:
Net asset value and offering price per share
($21,290,409 / 1,193,646 shares
outstanding; 100,000,000 shares
authorized of $0.001 par value) ......... $17.84(a)
======
CLASS C:
Net asset value and offering price per share
($15,190,318 / 850,922 shares outstanding;
50,000,000 shares authorized
of $0.001 par value) .................... $17.85(a)
======

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

STATEMENT OF OPERATIONS
FOR THE SIX MONTHS ENDED JUNE 30, 2004 (UNAUDITED)
- --------------------------------------------------------------------------------
INVESTMENT INCOME:
Dividends (net of foreign taxes of $128,608) . $ 9,621,184
Interest ..................................... 207,604
-----------
TOTAL INVESTMENT INCOME ...................... 9,828,788
-----------
EXPENSES:
Investment advisory fees ..................... 6,486,369
Distribution fees -- Class A ................. 1,576,995
Distribution fees -- Class B ................. 99,845
Distribution fees -- Class C ................. 78,545
Shareholder services fees .................... 569,843
Shareholder communications expenses .......... 110,205
Custodian fees ............................... 77,894
Legal and audit fees ......................... 50,613
Directors' fees .............................. 41,988
Registration fees ............................ 25,572
Miscellaneous expenses ....................... 61,648
-----------
TOTAL EXPENSES ............................... 9,179,517
-----------
Less: Custodian Fee Credit ................... (584)
-----------
Net Expenses ................................. 9,178,933
-----------
NET INVESTMENT INCOME ........................ 649,855
-----------
NET REALIZED AND UNREALIZED GAIN/(LOSS) ON
INVESTMENTS, FOREIGN CURRENCY TRANSACTIONS
AND SECURITIES SOLD SHORT TRANSACTIONS:
Net realized gain on investments and short
sale transactions .......................... 13,671,428
Net realized loss on foreign currency
transactions ............................... (72)
Net change in unrealized appreciation on
investments, foreign currency and short
sale transactions .......................... 17,175,893
-----------
NET REALIZED AND UNREALIZED GAIN ON
INVESTMENTS, FOREIGN CURRENCY AND
SHORT SALE TRANSACTIONS .................... 30,847,249
-----------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS ............................ $31,497,104
===========

See accompanying notes to financial statements.

THE GABELLI VALUE FUND INC.

STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------

SIX MONTHS ENDED
JUNE 30, 2004 YEAR ENDED
(UNAUDITED) DECEMBER 31, 2003
---------------- -----------------

OPERATIONS:
Net investment income/(loss). ............................................. $ 649,855 $ (4,069,919)
Net realized gain on investments, foreign currency and short
sale transactions ....................................................... 13,671,356 21,249,781
Net change in unrealized appreciation/(depreciation) of investments,
foreign currency and short sale transactions ............................ 17,175,893 299,457,722
-------------- --------------
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS ...................... 31,497,104 316,637,584
-------------- --------------
DISTRIBUTIONS TO SHAREHOLDERS:
Net realized gain on investments
Class A ................................................................. -- (16,651,715)
Class B ................................................................. -- (245,625)
Class C ................................................................. -- (204,547)
-------------- --------------
TOTAL DISTRIBUTIONS TO SHAREHOLDERS ....................................... -- (17,101,887)
-------------- --------------
CAPITAL SHARE TRANSACTIONS
Class A ................................................................. (43,285,659) (61,554,611)
Class B ................................................................. 2,899,034 3,751,819
Class C ................................................................. (70,114) 3,944,812
-------------- --------------
Net decrease in net assets from capital share transactions ................ (40,456,739) (53,857,980)
-------------- --------------
NET INCREASE/(DECREASE) IN NET ASSETS ..................................... (8,959,635) 245,677,717
-------------- --------------
NET ASSETS:
Beginning of period ....................................................... 1,288,700,580 1,043,022,863
-------------- --------------
End of period (including undistributed net investment income of
$649,855 and $0, respectively) .......................................... $1,279,740,945 $1,288,700,580
============== ==============

See accompanying notes to financial statements.

NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
- --------------------------------------------------------------------------------
1. ORGANIZATION. The Gabelli Value Fund Inc. (the "Fund") was organized on July
20, 1989 as a Maryland corporation. 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 long term
capital appreciation. The Fund commenced investment operations on September 29,
1989.

2. SIGNIFICANT ACCOUNTING POLICIES. The preparation of financial statements in
accordance with U.S. generally accepted accounting principles requires
management to make estimates and assumptions that affect the reported amounts
and disclosures in the 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 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").

THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
- --------------------------------------------------------------------------------
Portfolio securities primarily traded on foreign markets are generally valued at
the preceding closing values of such securities on their respective exchanges or
if after the close, market conditions change significantly, certain foreign
securities may be fair valued pursuant to procedures established by the Board.
Debt instruments that are not credit impaired with remaining maturities of 60
days or less are valued at amortized cost, unless the Board determines such does
not reflect the securities' fair value, in which case these securities will be
valued at their fair value as determined by the Board. Debt instruments having a
maturity greater than 60 days for which market quotations are readily available
are valued at the latest average of the bid and asked prices. If there were no
asked prices quoted on such day, the security is valued using the closing bid
price. Futures contracts are valued at the official closing settlement price of
the exchange or board of trade on which the applicable contract is traded.

Securities and assets for which market quotations are not readily available are
valued at their fair value as determined in good faith under procedures
established by and under the general supervision of 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 to the valuation and changes in valuation of similar securities,
including a comparison of foreign securities to the equivalent U.S. dollar value
ADR 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.

REPURCHASE AGREEMENTS. The Fund may enter into repurchase agreements with
primary government securities dealers recognized by the Federal Reserve Board,
with member banks of the Federal Reserve System or with other brokers or dealers
that meet credit guidelines established by the Adviser and reviewed by the
Board. Under the terms of a typical repurchase agreement, the Fund takes
possession of an underlying debt obligation subject to an obligation of the
seller to repurchase, and the Fund to resell, the obligation at an agreed-upon
price and time, thereby determining the yield during the Fund's holding period.
The Fund will always receive and maintain securities as collateral whose market
value, including accrued interest, will be at least equal to 102% of the dollar
amount invested by the Fund in each agreement. The Fund will make payment for
such securities only upon physical delivery or upon evidence of book entry
transfer of the collateral to the account of the custodian. To the extent that
any repurchase transaction exceeds one business day, the value of the collateral
is marked-to-market on a daily basis to maintain the adequacy of the collateral.
If the seller defaults and the value of the collateral declines or if bankruptcy
proceedings are commenced with respect to the seller of the security,
realization of the collateral by the Fund may be delayed or limited.

OPTIONS. The Fund may purchase or write call or put options on securities or
indices. As a writer of call options, the Fund receives a premium at the outset
and then bears the risk of unfavorable changes in the price of the financial
instrument underlying the option. The Fund would incur a loss if the price of
the underlying financial instrument increases between the date the option is
written and the date on which the option is terminated. The Fund would realize a
gain, to the extent of the premium, if the price of the financial instrument
decreases between those dates.

As a purchaser of put options, the Fund pays a premium for the right to sell to
the seller of the put option the underlying security at a specified price. The
seller of the put has the obligation to purchase the underlying security upon
exercise at the exercise price. If the price of the underlying security
declines, the Fund would realize a gain upon sale or exercise. If the price of
the underlying security increases, the Fund would realize a loss upon sale or at
expiration date, but only to the extent of the premium paid. At June 30, 2004,
there were no open positions.

FUTURES CONTRACTS. The Fund may engage in futures contracts for the purpose of
hedging against changes in the value of its portfolio securities and in the
value of securities it intends to purchase. Upon entering into a futures
contract, the Fund is required to deposit with the broker an amount of cash or
cash equivalents equal

THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
- --------------------------------------------------------------------------------
to a certain percentage of the contract amount. This is known as the "initial
margin." Subsequent payments ("variation margin") are made or received by the
Fund each day, depending on the daily fluctuation of the value of the contract.
The daily changes in the contract are included in unrealized gains or losses.
The Fund recognizes a realized gain or loss when the contract is closed.

There are several risks in connection with the use of futures contracts as a
hedging device. The change in value of futures contracts primarily corresponds
with the value of their underlying instruments, which may not correlate with the
change in value of the hedged investments. In addition, there is the risk that
the Fund may not be able to enter into a closing transaction because of an
illiquid secondary market.

SECURITIES SOLD SHORT. The Fund may make short sales. A short sale involves
selling a security which the Fund does not own. The proceeds received for 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 the 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.

FOREIGN CURRENCY TRANSLATION. The books and records of the Fund are maintained
in United States (U.S.) dollars. Foreign currencies, investments and other
assets and liabilities are translated into U.S. dollars at the exchange rates
prevailing at the end of the period, and 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, which
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 transactions. 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 trade date
and subsequent sale trade date is included in realized gain/(loss) on
investments.

SECURITIES TRANSACTIONS AND INVESTMENT INCOME. Securities transactions are
accounted for on the trade date with realized gain or loss on investments
determined by using the identified cost method. Interest income (including
amortization of premium and accretion of discount) is recorded as earned.
Dividend income is recorded on the ex-dividend date.

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends and distributions to
shareholders are recorded on the ex-dividend date. Income distributions and
capital gain distributions are determined in accordance with income tax
regulations which may differ from accounting principles generally accepted in
the United States of America. These differences are primarily due to differing
treatments of income and gains on various investment securities held by the
Fund, timing differences and differing characterization of distributions made by
the Fund.

For the year ended December 31, 2003, reclassifications were made to decrease
accumulated net investment loss for $4,069,919 and increase accumulated net
realized loss on investments for $3,484,538, with an offsetting adjustment to
additional paid-in capital.

The tax character of distributions paid during the fiscal year ended December
31, 2003 was as follows:
YEAR ENDED
DECEMBER 31, 2003
----------------
DISTRIBUTIONS PAID FROM:
Net long term capital gains ......... $17,101,887
-----------
Total Distributions paid ............ $17,101,887
===========

THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
- --------------------------------------------------------------------------------
EXPENSES. Certain administrative expenses are common to, and allocated among the
Classes of Shares. Such allocations are made on the basis of average net assets
or other criteria directly affecting the expenses as determined by the Adviser
pursuant to procedures established by the Board.

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 Fund's policy 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.

Dividends and interest from non-U.S. sources received by the Fund are generally
subject to non-U.S. withholding taxes at rates ranging up to 30%. Such
withholding taxes may be reduced or eliminated under the terms of applicable
U.S. income tax treaties, and the Fund intends to undertake any procedural steps
required to claim the benefits of such treaties.

As of December 31, 2003, the components of accumulated earnings/(losses) on a
tax basis were as follows:

Net unrealized appreciation ........ $351,397,664
------------
Total accumulated gain ............. $351,397,664
============

DETERMINATION OF NET ASSET VALUE AND CALCULATION OF EXPENSES. In calculating net
asset value per share of each class, investment income, realized and unrealized
gains and losses 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 solely borne by
the class incurring the expense.

3. INVESTMENT ADVISORY AGREEMENT. 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 the Fund's 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 its affiliates.

4. DISTRIBUTION PLAN. The Fund's Board has adopted a distribution plan (the
"Plan") for each class of shares pursuant to Rule 12b-1 under the 1940 Act.
Gabelli & Company, Inc. ("Gabelli & Company"), an affiliate of the Adviser,
serves as distributor of the Fund. Under the Class A, B and C Share Plans,
payments are authorized to Gabelli & Company at annual rates of 0.25%, 1.00% 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 for the six months
ended June 30, 2004, other than short-term securities, aggregated $86,756,465
and $90,598,323, respectively.

6. TRANSACTIONS WITH AFFILIATES. During the six months ended June 30, 2004, the
Fund paid brokerage commissions of $286,830 to Gabelli & Company. During the six
months ended June 30, 2004, Gabelli & Company received $178,211 from investors
representing commissions (sales charges and underwriting fees) on sales and
redemptions of Fund shares.

The cost of calculating the Fund's net asset value per share is a Fund expense
pursuant to the Advisory Agreement. During the six months ended June 30, 2004,
the Fund reimbursed the Adviser $17,400 in connection with the cost of computing
the Fund's net asset value, which is included in miscellaneous expenses in the
Statement of Operations.

THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED) (UNAUDITED)
- --------------------------------------------------------------------------------
7. CAPITAL STOCK TRANSACTIONS. The Fund offers three classes of shares -- Class
A Shares, Class B Shares, and Class C Shares. Class A Shares are subject to a
maximum front-end sales charge of 5.50%. Class B Shares are subject to a
contingent deferred sales charge ("CDSC") upon redemption within six years of
purchase. The applicable CDSC is equal to a declining percentage of the lesser
of the net asset value per share at the date of original purchase or at the date
of redemption, based on the length of time held. Class C Shares are subject to a
1% CDSC for two years after purchase (one year beginning May 1, 2004).

Transactions in shares of capital stock were as follows:

SIX MONTHS ENDED
JUNE 30, 2004 YEAR ENDED
(UNAUDITED) DECEMBER 31, 2003
-------------------------- ---------------------------
SHARES AMOUNT SHARES AMOUNT
---------- ------------- ----------- ------------
CLASS AAA CLASS AAA
-------------------------- ---------------------------

Shares sold ....................................... 3,644,576 $ 67,255,899 9,723,938 $ 147,718,210
Shares issued upon reinvestment of distributions .. -- -- 847,940 15,220,497
Shares redeemed ................................... (6,002,051) (110,541,558) (14,881,121) (224,493,318)
---------- ------------- ----------- -------------
Net decrease .................................. (2,357,475) $ (43,285,659) (4,309,243) $ (61,554,611)
========== ============= =========== =============
CLASS B CLASS B
-------------------------- ---------------------------
Shares sold ....................................... 231,014 $ 4,157,637 479,608 $ 6,891,727
Shares issued upon reinvestment of distributions .. -- -- 11,799 205,899
Shares redeemed ................................... (71,031) (1,258,603) (233,047) (3,345,807)
---------- ------------- ----------- -------------
Net increase .................................. 159,983 $ 2,899,034 258,360 $ 3,751,819
========== ============= =========== =============
CLASS C CLASS C
-------------------------- ---------------------------
Shares sold ....................................... 229,689 $ 4,100,401 421,522 $ 6,325,244
Shares issued upon reinvestment of distributions .. -- -- 8,867 154,902
Shares redeemed ................................... (235,060) (4,170,515) (170,497) (2,535,334)
---------- ------------- ----------- -------------
Net increase/(decrease) ....................... (5,371) $ (70,114) 259,892 $ 3,944,812
========== ============= =========== =============

8. OTHER MATTERS. On October 7, 2003, the Fund's Adviser received a subpoena
from the Attorney General of the State of New York requesting information on
mutual fund shares trading practices. The Adviser has also received requests for
information from the SEC regarding mutual fund trading practices and valuation
of portfolio securities. The Adviser has responded to the requests. The Fund
does not believe that these matters will have a material adverse effect on the
Fund's financial position or the results of its operations.

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 and expects the risk of loss to be remote.

THE GABELLI VALUE FUND INC.
FINANCIAL HIGHLIGHTS
- --------------------------------------------------------------------------------

Selected data for a share of capital stock outstanding throughout each period:

INCOME
FROM INVESTMENT OPERATIONS DISTRIBUTIONS
--------------------------------------- ----------------------------------------
Net
Net Asset Realized and Total Net
Period Value, Net Unrealized from Net Realized
Ended Beginning Investment Gain/(Loss) on Investment Investment Gain on Total
December 31 of Period Income/Loss Investments Operations Income Investments Distributions
- ----------- ------------ ----------- -------------- ---------- ---------- ----------- -------------

CLASS A
2004(a)(f) $17.97 $0.01 $ 0.43 $ 0.44 -- -- --
2003(a) 13.81 (0.05) 4.45 4.40 -- $(0.24) $(0.24)
2002(a) 16.43 (0.04) (2.58) (2.62) -- -- --
2001(a) 16.13 (0.05) 0.93 0.88 -- (0.58) (0.58)
2000(a) 19.45 (0.03) (1.54) (1.57) -- (1.75) (1.75)
1999 16.08 (0.06) 5.15 5.09 -- (1.72) (1.72)
CLASS B
2004(a)(f) $17.47 $(0.05) $ 0.42 $ 0.37 -- -- --
2003(a) 13.53 (0.17) 4.35 4.18 -- $(0.24) $(0.24)
2002(a) 16.23 (0.14) (2.56) (2.70) -- -- --
2001(a) 16.07 (0.18) 0.92 0.74 -- (0.58) (0.58)
2000(a)(b) 18.20 (0.14) (0.24) (0.38) -- (1.75) (1.75)
CLASS C
2004(a)(f) $17.49 $(0.05) $ 0.41 $ 0.36 -- -- --
2003(a) 13.54 (0.17) 4.36 4.19 -- $(0.24) $(0.24)
2002(a) 16.24 (0.14) (2.56) (2.70) -- -- --
2001(a) 16.07 (0.18) 0.93 0.75 -- (0.58) (0.58)
2000(a)(b) 18.20 (0.14) (0.24) (0.38) -- (1.75) (1.75)

RATIOS TO AVERAGE NET ASSETS/SUPPLEMENTAL DATA
---------------------------------------------------------------

Net Asset Net Assets Net
Period Value, End of Investment Portfolio
Ended End of Total Period Income/ Operating Turnover
December 31 Period Return+ (in 000's) (Loss) Expenses (c) Rate
- ----------- -------- ---------- ---------- ---------- --------- ----------
CLASS A
2004(a)(f) $18.41 2.5% $1,243,260 0.12%(e) 1.39%(e) 7%
2003(a) 17.97 31.9 1,255,668 (0.35) 1.44(d) 8
2002(a) 13.81 (16.0) 1,024,452 (0.28) 1.40 16
2001(a) 16.43 5.4 1,267,975 (0.30) 1.40 29
2000(a) 16.13 (7.9) 1,158,085 (0.14) 1.37 66
1999 19.45 31.9 1,205,320 (0.40) 1.38 59
CLASS B
2004(a)(f) $17.84 2.1% $ 21,291 (0.61)%(e) 2.14%(e) 7%
2003(a) 17.47 30.9 18,059 (1.10) 2.19(d) 8
2002(a) 13.53 (16.6) 10,493 (1.01) 2.16 16
2001(a) 16.23 4.6 5,505 (1.10) 2.19 29
2000(a)(b) 16.07 (1.9) 681 (0.89)(e) 2.12(e) 66
CLASS C
2004(a)(f) $17.85 2.1% $ 15,190 (0.61)%(e) 2.14%(e) 7%
2003(a) 17.49 30.9 14,973 (1.10) 2.19(d) 8
2002(a) 13.54 (16.6) 8,078 (1.01) 2.16 16
2001(a) 16.24 4.6 4,170 (1.08) 2.19 29
2000(a)(b) 16.07 (1.9) 566 (0.89)(e) 2.12(e) 66

+ Total return represents aggregate total return of a hypothetical $1,000
investment at the beginning of the period and sold at the end of the period
including reinvestment of dividends and does not reflect applicable sales
charges. Total return for the period of less than one year is not
annualized.
(a) Per share amounts have been calculated using the average daily shares
outstanding method.
(b) From the commencement of offering on March 1, 2000.
(c) The ratios do not include a reduction of expenses for custodian fee credits
on cash balances maintained with the custodian. Including such custodian fee
credits, the expense ratios would be 1.36% (Class A), 2.11% (Class B), and
2.11% (Class C) for 2000 and 1.39% (Class A), 2.18% (Class B), and 2.18%
(Class C) for 2001. For the fiscal years ended December 31, 1999, 2002, 2003
and the six months ended June 30, 2004, the effect of the custodian fee
credits was minimal.
(d) The Fund incurred dividend expense on securities sold short for the year
ended December 31, 2003. If the dividend expense had not been incurred, the
ratios of operating expenses to average net assets would have been 1.43%
(Class A), 2.18% (Class B), and 2.18% (Class C), respectively.
(e) Annualized.
(f) For the period ending June 30, 2004, unaudited.

See accompanying notes to financial statements.

THE GABELLI VALUE FUND INC.
One Corporate Center
Rye, New York 10580-1422
800-GABELLI
800-422-3554
FAX: 914-921-5118
WEBSITE: WWW.GABELLI.COM
E-MAIL: INFO@GABELLI.COM
Net Asset Value available daily by calling
800-GABELLI after 6:00 P.M.

BOARD OF DIRECTORS
Mario J. Gabelli, CFA Karl Otto Pohl
CHAIRMAN AND CHIEF FORMER PRESIDENT
INVESTMENT OFFICER DEUTSCHE BUNDESBANK
GABELLI ASSET MANAGEMENT INC.

Anthony J. Colavita Anthony R. Pustorino
ATTORNEY-AT-LAW CERTIFIED PUBLIC ACCOUNTANT
ANTHONY J. COLAVITA, P.C. PROFESSOR EMERITUS
PACE UNIVERSITY

Robert J. Morrissey Werner J. Roeder, MD
ATTORNEY-AT-LAW VICE PRESIDENT/MEDICAL AFFAIRS
MORRISSEY, HAWKINS & LYNCH LAWRENCE HOSPITAL CENTER

OFFICERS
Bruce N. Alpert James E. McKee
PRESIDENT AND TREASURER SECRETARY

CUSTODIAN
Mellon Trust of New England, NA

TRANSFER AGENT AND DIVIDEND DISBURSING AGENT
State Street Bank and Trust Company

LEGAL COUNSEL
Willkie Farr & Gallagher LLP

DISTRIBUTOR
Gabelli & Company, Inc.

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

GAB409Q204SR

{MARIO GABELLI PHOTO OMITTED]

THE
GABELLI
VALUE
FUND
INC.
SEMI-ANNUAL REPORT
JUNE 30, 2004

ITEM 2. CODE OF ETHICS.

Not applicable.

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable.

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable.

ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

ITEM 6. SCHEDULE OF INVESTMENTS

Not applicable.

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

ITEM 8. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.

Not applicable.

ITEM 9. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

The Board of Directors has a Nominating Committee comprised of three
"non-interested" (as such term is defined by the Investment Company Act of 1940,
as amended) Directors, namely Anthony J. Colavita, Robert J. Morrissey and
Werner J. Roeder. The Nominating Committee operates pursuant to a written
charter. The Nominating Committee is responsible for identifying individuals
believed to be qualified to become Board members in the event that a position is
vacated or created. In accordance with procedures adopted by the Nominating
Committee, the Nominating Committee will consider Director candidates
recommended by shareholders. In considering candidates submitted by
shareholders, the Nominating Committee will take into consideration the needs of
the Board of Directors, the qualifications of the candidate and the interests of
shareholders. The Nominating Committee may also take into consideration the
number of shares held by the recommending shareholder and the length of time
that such shares have been held. To have a candidate considered by the
Nominating Committee, a shareholder must submit the recommendation in writing
and must include the following information:

o The name of the shareholder and evidence of the person's ownership of
shares of the Fund, including the number of shares owned and the
length of time of ownership;

o The name of the candidate, the candidate's resume or a listing of his
or her qualifications to be a Director of the Fund and the person's
consent to be named as a Director if selected by the Nominating
Committee and nominated by the Board of Directors; and

o If requested by the Nominating Committee, a completed and signed
directors questionnaire.

The shareholder recommendation and information described above must be sent to
the Fund's Secretary c/o Gabelli Funds, LLC, James E. McKee and must be received
by the Secretary no less than 120 days prior to the anniversary date of the
Fund's most recent annual meeting of shareholders or, if the meeting has moved
by more than 30 days, a reasonable amount of time before the meeting.

The Nominating Committee believes that the minimum qualifications for serving as
a Director of the Fund are that the individual demonstrate, by significant
accomplishment in his or her field, an ability to make a meaningful contribution
to the Board of Directors' oversight of the business and affairs of the Fund and
have an impeccable record and reputation for honest and ethical conduct in both
his or her professional and personal activities. In addition, the Nominating
Committee examines a candidate's specific experiences and skills, time
availability in light of other commitments, potential conflicts of interest and
independence from management and the Fund. The Nominating Committee also seeks
to have the Board of Directors represent a diversity of backgrounds and
experience.

ITEM 10. CONTROLS AND PROCEDURES.

(a) The registrant's principal executive and principal financial officers,
or persons performing similar functions, have concluded that the
registrant's disclosure controls and procedures (as defined in Rule
30a-3(c) under the Investment Company Act of 1940, as amended (the
"1940 Act") (17 CFR 270.30a-3(c))) are effective, as of a date within
90 days of the filing date of the report that includes the disclosure
required by this paragraph, based on their evaluation of these controls
and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR
270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities
Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or
240.15d-15(b)).

(b) There were no changes in the registrant's internal control over
financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17
CFR 270.30a-3(d)) that occurred during the registrant's last fiscal
half-year (the registrant's second fiscal half-year in the case of an
annual report) that has materially affected, or is reasonably likely to
materially affect, the registrant's internal control over financial
reporting.

ITEM 11. EXHIBITS.

(a)(1) Not applicable.

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and
Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(a)(3) Not applicable.

(b) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and
Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

SIGNATURES

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.

(registrant) The Gabelli Value Fund Inc.
-----------------------------------------------------

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

Date September 7, 2004
----------------------------------------------------------------------------

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.

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

Date September 7, 2004
----------------------------------------------------------------------------

* Print the name and title of each signing officer under his or her signature.