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
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The Gabelli Value Fund Inc.
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(Exact name of registrant as specified in charter)
One Corporate Center
Rye, New York 10580-1422
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(Address of principal executive offices) (Zip code)
Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422
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(Name and address of agent for service)
registrant's telephone number, including area code: 1-800-422-3554
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Date of fiscal year end: December 31
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Date of reporting period: December 31, 2004
------------------
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.
[GRAPHIC OMITTED]
MARIO GABELLI
THE
GABELLI
VALUE
FUND
INC.
ANNUAL REPORT
DECEMBER 31, 2004
THE GABELLI VALUE FUND INC.
ANNUAL REPORT
DECEMBER 31, 2004
TO OUR SHAREHOLDERS,
The Sarbanes-Oxley Act requires a Fund's principal executive and financial
officers to certify the entire contents of the semi-annual and annual
shareholder reports in a filing with the Securities and Exchange Commission on
Form N-CSR. This certification would cover the portfolio manager's commentary
and subjective opinions if they are attached to or a part of the financial
statements. Many of these comments and opinions would be difficult or impossible
to certify.
Because we do not want our portfolio managers to eliminate their opinions
and/or restrict their commentary to historical facts, we have separated their
commentary from the financial statements and investment portfolio and have sent
it to you separately. Both the commentary and the financial statements,
including the portfolio of investments, will be available on our website at
www.gabelli.com/funds.
Enclosed are the audited financial statements and the investment portfolio
as of December 31, 2004 with a description of factors that affected the
performance during the past year.
PERFORMANCE DISCUSSION
Through most of the first ten months of 2004, it appeared equity investors
wouldn't be experiencing a very merry Christmas. Then a strong, broad-based
market rally that began in late October and extended through the end of the year
put everyone in a festive mood. We are pleased to report that for the full year
2004, the Gabelli Value Fund gained 12.78% compared to the Dow Jones Industrial
Average's 5.4% gain and the S&P 500's 10.87% advance. In this context, we note
that the Gabelli Value Fund outpaced the broad benchmarks for the one, three,
five and ten year and since inception periods.
Equity investors spent most of the first ten months of 2004 finding things
to worry about. Early in the year it was the economy, as anemic job growth
caused investors to question the strength and endurance of the recovery. As we
headed into the spring it was interest rates, as surprisingly strong March
employment data convinced investors the Federal Reserve would soon begin
tightening. From July through October, it was back to the economy, which stalled
suddenly in the summer and remained soft through the early fall. Throughout this
period, rapidly rising oil prices and uncertainty created by what appeared to be
a "too close to call" presidential election also undermined investor confidence.
Late in October, the market started to improve. Oil prices declined
significantly and the economy regained momentum. The conclusive Republican
victory eliminated uncertainty regarding government policies on certain issues.
Investors focused on the positives -- a sturdy economy and respectable corporate
earnings growth -- and stocks took off. Through the end of October, 2004, the
Dow Jones Industrials and NASDAQ Composite were down -2.4% and -1.42%
respectively and the S&P 500 was up 3.06%. At the end of 2004, the DJIA had
gained 5.4%, the NASDAQ Composite was up 8.59%, and the S&P 500 had advanced
10.87% for the year.
Homebuilders Southern Energy Homes, Nobility Homes, and Cavalier Homes
finished near the top of our portfolio rankings this year. Gaming/hospitality
companies MGM Mirage, Starwood Hotels and Resorts, and Mandalay Resort Group
were also stellar performers. Real estate development company St. Joe (the
largest private landholder in Florida) and auto parts manufacturer Tenneco
Automotive made substantial performance contributions. The letter G stood for
good this year, with GenCorp, Gaylord, Greif, Grupo Televisa, and Genuine Parts
posting Good with a capital G returns.
COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN
THE GABELLI VALUE FUND, THE CONSUMER PRICE INDEX + 10% AND THE S&P 500 INDEX
[GRAPHIC OMITTED]
PLOT POINTS FOLLOW:
Gabelli Value Fund (Class A Shares) S&P 500 Index Consumer Price Index + 10%
9/29/89 9,450 10,000 10,000
12/31/89 9,648 10,205 11,460
12/31/90 9,109 9,888 13,305
12/31/91 10,505 12,893 15,048
12/31/92 11,838 13,875 16,989
12/31/93 16,508 15,270 19,147
12/31/94 16,508 15,470 21,578
12/31/95 20,214 21,277 24,276
12/31/96 21,980 26,160 27,504
12/31/97 32,581 34,884 30,723
12/31/98 40,150 44,860 34,286
12/31/99 52,966 54,295 38,641
12/31/00 48,808 49,354 43,819
12/31/01 51,453 43,491 48,902
12/31/02 43,247 33,884 54,965
12/31/03 57,029 43,598 61,506
12/31/04 64,346 48,337 69,686
* INCLUDES EFFECT OF MAXIMUM SALES CHARGE OF 5.5%.
PAST PERFORMANCE IS NOT PREDICTIVE OF FUTURE RESULTS. THE PERFORMANCE
TABLES AND GRAPH DO NOT REFLECT THE DEDUCTION OF TAXES THAT A SHAREHOLDER WOULD
PAY ON FUND DISTRIBUTIONS OR THE REDEMPTION OF FUND SHARES.
COMPARATIVE RESULTS
- --------------------------------------------------------------------------------
AVERAGE ANNUAL RETURNS THROUGH DECEMBER 31, 2004 (A)
----------------------------------------------------
Since
Inception
QUARTER 1 YEAR 3 YEAR 5 YEAR 10 YEAR (9/29/89)
------- ------ ------ ------ ------- ---------
GABELLI VALUE FUND CLASS A ......... 13.41% 12.78% 7.72% 3.96% 14.57% 13.38%
7.17(B) 6.55(B) 5.70(B) 2.79(B) 13.92(B) 12.97(B)
S&P 500 Index ...................... 9.23 10.87 3.58 (2.30) 12.07 10.89
Dow Jones Industrial Average ....... 7.62 5.40 4.73 0.70 13.13 12.19
Nasdaq Composite Index ............. 14.69 8.59 3.71 (11.77) 11.21 10.52
Class B ............................ 13.23 12.00 6.92 3.20 14.15 13.11
8.23(c) 7.00(c) 6.04(c) 2.85(c) 14.15(c) 13.11(c)
Class C ............................ 13.22 11.93 6.91 3.26 14.18 13.13
12.22(c) 10.93(c) 6.91(c) 3.26(c) 14.18(c) 13.13(c)
(a) RETURNS REPRESENT PAST PERFORMANCE AND DO NOT GUARANTEE FUTURE RESULTS.
TOTAL RETURNS AND AVERAGE ANNUAL RETURNS REFLECT CHANGES IN SHARE PRICES
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.
PERFORMANCE RETURNS FOR PERIODS LESS THAN ONE YEAR ARE NOT ANNUALIZED.
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. INVESTORS SHOULD CONSIDER THE INVESTMENT OBJECTIVES,
RISKS AND CHARGES AND EXPENSES OF THE FUND CAREFULLY BEFORE INVESTING. THE
PROSPECTUS CONTAINS MORE INFORMATION ABOUT THIS AND OTHER MATTERS AND
SHOULD BE READ CAREFULLY BEFORE INVESTING. 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
DUE TO THE ADDITIONAL EXPENSES ASSOCIATED WITH THESE CLASSES OF SHARES. THE
DOW JONES INDUSTRIAL AVERAGE IS AN UNMANAGED INDEX OF 30 LARGE
CAPITALIZATION STOCKS. THE S&P 500 INDEX AND THE NASDAQ COMPOSITE INDEX ARE
UNMANAGED INDICATORS OF STOCK MARKET PERFORMANCE. DIVIDENDS ARE REINVESTED
EXCEPT FOR THE NASDAQ COMPOSITE INDEX.
(b) INCLUDES THE EFFECT OF THE MAXIMUM 5.5% SALES CHARGE AT THE BEGINNING OF
THE PERIOD.
(c) 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.
- --------------------------------------------------------------------------------
2
Our substantial commitment to ad supported media companies was
counterproductive in 2004. In general, media stocks were victims of
expectations. The consensus (including us) anticipated a substantial increase in
ad spending resulting from the strong economy and further enhanced by the summer
Olympics and hotly contested presidential and congressional elections. This
unfolded as anticipated, but was already fully discounted in stock prices, and
therefore failed to excite investors. We also expected increased deal activity
to surface value. This failed to materialize. Broadcasters were awful
performers, and following their excellent performance in 2003, newspaper
publishers produced lackluster returns.
Specifically, advertising supported media holdings ranging from small group
broadcasters such as Paxson Communications and Young Broadcasting to newspaper
publishers New York Times and Belo to diversified media giants Viacom and
Tribune disappointed. Additionally, pharmaceuticals industry investments such as
Merck, Pfizer, and Eli Lilly also penalized returns.
SUMMARY OF PORTFOLIO HOLDINGS (UNAUDITED)
Under SEC rules, all funds are required to include in their annual and
semi-annual shareholder reports a presentation of portfolio holdings in a table,
chart or graph by reasonably identifiable categories. The following table which
presents portfolio holdings as a percent of total net assets is provided in
compliance with such requirement.
GABELLI VALUE FUND
Entertainment .............................. 18.0%
Publishing ................................. 11.8%
Cable and Satellite ........................ 7.7%
Telecommunications ......................... 6.3%
Food and Beverage .......................... 5.8%
Hotels and Gaming .......................... 5.7%
Diversified Industrial ..................... 4.5%
Automotive: Parts and Accessories .......... 3.9%
Consumer Products .......................... 3.2%
Wireless Communications .................... 3.1%
Retail ..................................... 3.0%
Financial Services ......................... 2.7%
Broadcasting ............................... 2.7%
Metals and Mining .......................... 2.6%
Equipment and Supplies ..................... 2.2%
Electronics ................................ 2.2%
Communications Equipment ................... 2.2%
Environmental Services ..................... 2.0%
Agriculture ................................ 1.7%
Energy and Utilities ....................... 1.6%
Aviation: Parts and Services ............... 1.6%
Specialty Chemicals ........................ 1.3%
Business Services .......................... 1.2%
Consumer Services .......................... 1.0%
Machinery .................................. 0.7%
Manufactured Housing ....................... 0.5%
Health Care ................................ 0.5%
Aerospace .................................. 0.4%
Real Estate ................................ 0.3%
Other Assets and Liabilities - Net ......... (0.4)%
------
100.0%
======
THE FUND FILES A COMPLETE SCHEDULE OF PORTFOLIO HOLDINGS WITH THE SEC FOR THE
FIRST AND THIRD QUARTERS OF EACH FISCAL YEAR ON FORM N-Q, THE FIRST OF WHICH WAS
FILED FOR THE QUARTER ENDED SEPTEMBER 30, 2004. 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 COMMISSION'S PUBLIC
REFERENCE ROOM IN WASHINGTON, DC. INFORMATION ON THE OPERATION OF THE PUBLIC
REFERENCE ROOM MAY BE OBTAINED BY CALLING 1-800-SEC-0330.
PROXY VOTING
The Fund files Form N-PX with its complete proxy voting record for the 12 months
ended June 30th, no later than August 31st of each year. A description of the
Fund's proxy voting policies and procedures 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) by visiting
the Securities and Exchange Commission's website at www.sec.gov.
3
THE GABELLI VALUE FUND
DISCLOSURE OF FUND EXPENSES (UNAUDITED)
For the Six Month Period from July 1, 2004 through December 31, 2004
EXPENSE TABLE
- --------------------------------------------------------------------------------
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. The "Annualized Expense Ratio" represents the actual expenses
for the last six months and may be different from the expense ratio in the
Financial Highlights which is for the year ended December 31, 2004.
Beginning Ending Annualized Expenses
Account Value Account Value Expense Paid During
7/1/04 12/31/04 Ratio Period*
- --------------------------------------------------------------------------------
GABELLI VALUE FUND
- --------------------------------------------------------------------------------
ACTUAL FUND RETURN
Class A $1,000.00 $1,100.80 1.38% $ 7.29
Class B $1,000.00 $1,096.80 2.13% $11.23
Class C $1,000.00 $1,096.70 2.13% $11.23
HYPOTHETICAL 5% RETURN
Class A $1,000.00 $1,018.20 1.38% $ 7.00
Class B $1,000.00 $1,014.43 2.13% $10.79
Class C $1,000.00 $1,014.43 2.13% $10.79
* 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, then divided by 366.
4
THE GABELLI VALUE FUND INC.
SCHEDULE OF INVESTMENTS -- DECEMBER 31, 2004
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------ ---- ------
COMMON STOCKS -- 100.4%
AEROSPACE -- 0.4%
1,000 Lockheed Martin Corp. ..... $ 25,800 $ 55,550
100,000 Northrop Grumman Corp. .... 4,692,374 5,436,000
------------ --------------
4,718,174 5,491,550
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AGRICULTURE -- 1.7%
940,000 Archer-Daniels-Midland Co. 11,146,680 20,971,400
25,000 Mosaic Co.+ ............... 309,130 408,000
------------ --------------
11,455,810 21,379,400
------------ --------------
AUTOMOTIVE: PARTS AND ACCESSORIES -- 3.9%
38,000 China Yuchai International
Ltd.+ ................... 300,576 504,640
1,100,000 Dana Corp. ................ 19,003,327 19,063,000
250,000 Genuine Parts Co. ......... 6,600,695 11,015,000
152,400 Modine Manufacturing Co. .. 4,246,076 5,146,548
325,000 Navistar International Corp.+ 8,603,595 14,293,500
------------ --------------
38,754,269 50,022,688
------------ --------------
AVIATION: PARTS AND SERVICES -- 1.6%
20,000 Curtiss-Wright Corp., Cl. B 509,924 1,125,200
370,000 Fairchild Corp., Cl. A+ ... 3,136,015 1,365,300
660,000 GenCorp Inc. .............. 6,756,288 12,256,200
72,000 Sequa Corp., Cl. A+ ....... 2,608,933 4,402,800
33,000 Sequa Corp., Cl. B+ ....... 1,673,268 2,037,750
------------ --------------
14,684,428 21,187,250
------------ --------------
BROADCASTING -- 2.7%
189,100 Gray Television Inc. ...... 2,642,914 2,931,050
705,000 Liberty Corp. ............. 30,557,682 30,991,800
100,000 Young Broadcasting Inc.,
Cl. A+ .................. 1,613,556 1,056,000
------------ --------------
34,814,152 34,978,850
------------ --------------
BUSINESS SERVICES -- 1.2%
620,000 Cendant Corp. ............. 5,805,201 14,495,600
17,800 ChoicePoint Inc.+ ......... 605,878 818,622
30,000 Nashua Corp.+ ............. 258,768 340,800
------------ --------------
6,669,847 15,655,022
------------ --------------
CABLE AND SATELLITE -- 7.7%
140,000 Adelphia Communications Corp.,
Cl. A+ .................. 152,325 53,900
2,680,000 Cablevision Systems Corp.,
Cl. A+ .................. 31,591,721 66,732,000
80,000 Charter Communications Inc.,
Cl. A+ .................. 355,504 179,200
300,000 Comcast Corp., Cl. A+ ..... 7,585,400 9,984,000
370,000 DIRECTV Group Inc.+ ....... 6,960,889 6,193,800
110,000 EchoStar Communications
Corp., Cl. A ............ 3,458,613 3,656,400
270,000 Liberty Media International Inc.,
Cl. A+ .................. 8,539,559 12,482,100
------------ --------------
58,644,011 99,281,400
------------ --------------
MARKET
SHARES COST VALUE
------ ---- ------
COMMUNICATIONS EQUIPMENT -- 2.2%
700,000 Agere Systems Inc., Cl. B+ $ 1,593,286 $ 945,000
750,000 Corning Inc.+ ............. 6,444,590 8,827,500
900,000 Lucent Technologies Inc.+ . 4,012,416 3,384,000
645,000 Motorola Inc. ............. 7,122,959 11,094,000
900,000 Nortel Networks Corp.+ .... 4,447,499 3,141,000
40,000 Scientific-Atlanta Inc. ... 370,950 1,320,400
------------ --------------
23,991,700 28,711,900
------------ --------------
CONSUMER PRODUCTS -- 3.2%
5,000 Colgate-Palmolive Co. ..... 251,350 255,800
240,000 Energizer Holdings Inc.+ .. 4,743,310 11,925,600
95,000 Gallaher Group plc, ADR ... 2,409,090 5,767,450
500 Givaudan SA ............... 135,439 329,346
155,000 Hartmarx Corp.+ ........... 804,669 1,204,350
33,000 National Presto
Industries Inc. ......... 1,052,508 1,501,500
200,000 Pactiv Corp.+ ............. 1,943,861 5,058,000
909,000 Swedish Match AB .......... 9,445,940 10,532,549
150,000 Wolverine World
Wide Inc. ............... 1,968,117 4,713,000
------------ --------------
22,754,284 41,287,595
------------ --------------
CONSUMER SERVICES -- 1.0%
265,000 IAC/InterActiveCorp+ ...... 4,590,189 7,319,300
237,000 Rollins Inc. .............. 2,657,725 6,237,840
------------ --------------
7,247,914 13,557,140
------------ --------------
DIVERSIFIED INDUSTRIAL -- 4.5%
50,000 Ampco-Pittsburgh Corp. .... 250,018 730,000
350,000 Cooper Industries Ltd.,
Cl. A ................... 19,060,863 23,761,500
300,000 Crane Co. ................. 7,946,332 8,652,000
50,000 Harbor Global Co. Ltd.+ ... 133,471 465,000
500,000 Honeywell
International Inc. ........ 16,238,141 17,705,000
60,000 ITT Industries Inc. ....... 3,764,171 5,067,000
244,000 Katy Industries Inc.+ ..... 2,125,720 1,263,920
109,200 Lamson & Sessions Co.+ .... 743,805 993,720
60,000 WHX Corp.+ ................ 189,508 69,000
------------ --------------
50,452,029 58,707,140
------------ --------------
ELECTRONICS -- 2.2%
50,000 Freescale Semiconductor
Inc., Cl. B+ ............ 551,773 918,000
235,000 Texas Instruments Inc. .... 6,053,877 5,785,700
65,000 Thermo Electron Corp.+ .... 1,249,065 1,962,350
650,000 Thomas & Betts Corp.+ ..... 13,021,825 19,987,500
5,000 Tyco International Ltd. ... 58,995 178,700
------------ --------------
20,935,535 28,832,250
------------ --------------
See accompanying notes to financial statements.
5
THE GABELLI VALUE FUND INC.
SCHEDULE OF INVESTMENTS (CONTINUED) -- DECEMBER 31, 2004
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------ ---- ------
COMMON STOCKS (CONTINUED)
ENERGY AND UTILITIES -- 1.6%
10,000 Allegheny Energy Inc.+ .... $ 123,486 $ 197,100
100,000 ConocoPhillips ............ 5,564,478 8,683,000
60,000 Kerr-McGee Corp. .......... 2,914,088 3,467,400
200,000 Mirant Corp.+ ............. 61,000 77,000
360,000 Northeast Utilities ....... 6,727,890 6,786,000
80,000 Southwest Gas Corp. ....... 1,587,818 2,032,000
------------ --------------
16,978,760 21,242,500
------------ --------------
ENTERTAINMENT -- 18.0%
60,000 Dover Motorsports Inc. .... 309,314 343,800
100,000 Fox Entertainment Group Inc.,
Cl. A+ .................. 2,911,603 3,126,000
214,000 GC Companies Inc.+(a) ..... 233,260 184,040
1,400,000 Gemstar-TV Guide
International Inc.+ ....... 8,213,871 8,288,000
144,000 Grupo Televisa SA, ADR .... 4,820,247 8,712,000
4,320,000 Liberty Media Corp., Cl. A+ 34,375,242 47,433,600
450,000 The Walt Disney Co. ....... 10,775,816 12,510,000
1,405,000 Time Warner Inc.+ ......... 21,102,281 27,313,200
2,690,000 Viacom Inc., Cl. A ........ 61,372,310 99,745,200
800,000 Vivendi Universal SA, ADR+ 14,729,992 25,656,000
40,000 World Wrestling
Entertainment Inc. ...... 424,503 485,200
------------ --------------
159,268,439 233,797,040
------------ --------------
ENVIRONMENTAL SERVICES -- 2.0%
80,000 Allied Waste Industries Inc.+ 725,239 742,400
260,000 Republic Services Inc. .... 4,733,105 8,720,400
560,000 Waste Management Inc. ..... 12,905,572 16,766,400
------------ --------------
18,363,916 26,229,200
------------ --------------
EQUIPMENT AND SUPPLIES -- 2.2%
210,000 CIRCOR International Inc. . 2,325,092 4,863,600
330,000 Flowserve Corp.+ .......... 5,233,003 9,088,200
115,000 Gerber Scientific Inc.+ ... 803,697 875,150
250,000 GrafTech
International Ltd.+ ..... 3,211,823 2,365,000
366,600 Watts Water Technologies
Inc., Cl. A ............. 4,695,846 11,819,184
------------ --------------
16,269,461 29,011,134
------------ --------------
FINANCIAL SERVICES -- 2.7%
540,300 American Express Co. ...... 20,217,599 30,456,711
28,000 Deutsche Bank AG, ADR ..... 1,639,082 2,492,280
45,000 Janus Capital Group Inc. .. 636,350 756,450
140,000 Phoenix Companies Inc. .... 1,652,610 1,750,000
------------ --------------
24,145,641 35,455,441
------------ --------------
MARKET
SHARES COST VALUE
------ ---- ------
FOOD AND BEVERAGE -- 5.8%
90,000 Corn Products
International Inc. ...... $ 2,146,275 $ 4,820,400
180,000 Del Monte Foods Co.+ ...... 1,384,707 1,983,600
220,000 Diageo plc, ADR ........... 8,443,826 12,733,600
425,000 Flowers Foods Inc. ........ 4,061,225 13,421,500
90,000 Fomento Economico Mexicano
SA de CV, ADR ........... 3,214,381 4,734,900
240,000 Heinz (H.J.) Co. .......... 8,470,389 9,357,600
2,000 Hershey Foods Corp. ....... 62,981 111,080
125,000 Kerry Group plc, Cl. A .... 1,419,441 3,015,829
1,130,000 PepsiAmericas Inc. ........ 15,980,379 24,001,200
14,000 Wrigley (Wm.) Jr. Co. ..... 831,443 968,660
------------ --------------
46,015,047 75,148,369
------------ --------------
HEALTH CARE -- 0.5%
45,000 IVAX Corp.+ ............... 416,457 711,900
25,000 Sola International Inc.+ .. 279,854 688,500
130,000 Sybron Dental
Specialties Inc.+ ........ 2,410,646 4,599,400
------------ --------------
3,106,957 5,999,800
------------ --------------
HOTELS AND GAMING -- 5.7%
500,000 Aztar Corp.+ .............. 4,142,742 17,460,000
66,494 Dover Downs Gaming &
Entertainment Inc. ........ 708,218 871,072
235,000 Gaylord Entertainment Co.+ 6,682,147 9,759,550
4,000,000 Hilton Group plc .......... 14,922,862 21,848,473
800,000 Hilton Hotels Corp. ....... 7,211,142 18,192,000
50,000 Kerzner International Ltd.+ 2,713,902 3,002,500
1,200 Las Vegas Sands Corp.+ .... 34,800 57,600
45,000 MGM Mirage+ ............... 2,034,207 3,273,300
------------ --------------
38,450,020 74,464,495
------------ --------------
MACHINERY -- 0.7%
150,000 CNH Global NV ............. 2,885,139 2,905,500
74,000 Deere & Co. ............... 2,614,262 5,505,600
------------ --------------
5,499,401 8,411,100
------------ --------------
MANUFACTURED HOUSING -- 0.5%
590,000 Champion Enterprises Inc.+ 5,975,835 6,973,800
------------ --------------
METALS AND MINING -- 2.6%
320,000 Barrick Gold Corp. ........ 2,998,415 7,750,400
124,000 Kinross Gold Corp.+ ....... 1,145,502 872,960
465,000 Newmont Mining Corp. ...... 8,835,385 20,650,650
215,000 Placer Dome Inc. .......... 2,020,400 4,054,900
------------ --------------
14,999,702 33,328,910
------------ --------------
See accompanying notes to financial statements.
6
THE GABELLI VALUE FUND INC.
SCHEDULE OF INVESTMENTS (CONTINUED) -- DECEMBER 31, 2004
- --------------------------------------------------------------------------------
MARKET
SHARES COST VALUE
------ ---- ------
COMMON STOCKS (CONTINUED)
PUBLISHING -- 11.8%
200,000 Belo Corp., Cl. A ......... $ 3,460,783 $ 5,248,000
1,333,000 Media General Inc., Cl. A . 26,206,780 86,391,730
90,000 Meredith Corp. ............ 1,800,032 4,878,000
980,000 News Corp., Cl. A ......... 14,687,444 18,286,800
510,000 PRIMEDIA Inc.+ ............ 1,636,557 1,938,000
430,000 Reader's Digest
Association Inc. .......... 7,264,665 5,981,300
330,000 Scripps (E.W.) Co., Cl. A . 11,186,393 15,932,400
340,000 Tribune Co. ............... 14,154,575 14,327,600
------------ --------------
80,397,229 152,983,830
------------ --------------
REAL ESTATE -- 0.3%
135,000 Griffin Land &
Nurseries Inc.+ ......... 1,588,939 3,476,250
------------ --------------
RETAIL -- 3.0%
160,000 Albertson's Inc. .......... 3,827,968 3,820,800
500,000 AutoNation Inc.+ .......... 4,066,547 9,605,000
20,000 Burlington Coat Factory
Warehouse Corp. ........... 299,506 454,000
130,000 Ingles Markets Inc., Cl. A 1,562,909 1,610,700
255,000 Neiman Marcus Group Inc.,
Cl. B ..................... 6,720,675 17,034,000
350,000 Safeway Inc.+ ............. 7,617,960 6,909,000
------------ --------------
24,095,565 39,433,500
------------ --------------
SPECIALTY CHEMICALS -- 1.3%
200,000 Ferro Corp. ............... 4,260,337 4,638,000
730,000 Hercules Inc.+ ............ 11,105,798 10,840,500
45,000 Sensient Technologies Corp. 929,399 1,079,550
------------ --------------
16,295,534 16,558,050
------------ --------------
TELECOMMUNICATIONS -- 6.3%
240,000 AT&T Corp. ................ 6,460,027 4,574,400
25,000 CenturyTel Inc. ........... 627,467 886,750
1,100,000 Cincinnati Bell Inc.+ ..... 6,400,376 4,565,000
186,200 Commonwealth Telephone
Enterprises Inc.+ ......... 4,024,436 9,246,692
2,000,000 Qwest Communications
International Inc.+ ....... 6,009,166 8,880,000
540,000 Rogers Communications Inc.,
Cl. B ..................... 5,920,834 14,121,000
1,600,000 Sprint Corp. .............. 25,320,928 39,760,000
------------ --------------
54,763,234 82,033,842
------------ --------------
MARKET
SHARES COST VALUE
------ ---- ------
TRANSPORTATION -- 0.0%
100,000 Grupo TMM SA,
Cl. A, ADR+ ............... $ 791,180 $ 366,000
------------ --------------
WIRELESS COMMUNICATIONS -- 3.1%
600,000 Telecom Italia Mobile SpA ... 3,856,604 4,485,524
460,000 Telephone & Data
Systems Inc. .............. 19,357,981 35,397,000
------------ --------------
23,214,585 39,882,524
------------ --------------
TOTAL COMMON STOCKS ....... 845,341,598 1,303,887,970
------------ --------------
TOTAL
INVESTMENTS -- 100.4% ..... $845,341,598 1,303,887,970
============
OTHER ASSETS AND LIABILITIES (NET) -- (0.4)% (5,828,988)
--------------
NET ASSETS -- 100.0% $1,298,058,982
==============
- ----------
For Federal tax purposes:
Aggregate cost .......................... $ 852,976,796
==============
Gross unrealized appreciation ........... $ 473,364,205
Gross unrealized depreciation ........... (22,453,031)
--------------
Net unrealized appreciation (depreciation) $ 450,911,174
==============
- ----------
(a) Security fair valued under procedures established by the Board of
Directors. The procedures may include reviewing available financial
information about the company and reviewing valuation of comparable
securities and other factors on a regular basis. At December 31, 2004, the
market value of fair valued securities amounted to $184,040 or 0.01% of
total net assets.
+ Non-income producing security.
ADR - American Depository Receipt.
See accompanying notes to financial statements.
7
THE GABELLI VALUE FUND INC.
STATEMENT OF ASSETS AND LIABILITIES
DECEMBER 31, 2004
- --------------------------------------------------------------------------------
ASSETS:
Investments, at value (cost $845,341,598) . $1,303,887,970
Receivable for investments sold ........... 1,906,739
Dividends and interest receivable ......... 1,069,893
Receivable for Fund shares sold ........... 555,123
Other assets .............................. 45,265
--------------
TOTAL ASSETS .............................. 1,307,464,990
--------------
LIABILITIES:
Payable to custodian ...................... 5,553,739
Payable for Fund shares redeemed .......... 1,943,776
Payable for investment advisory fees ...... 1,088,598
Payable for distribution fees ............. 295,184
Payable for shareholder service fees ...... 282,786
Payable for shareholder communication fees 174,350
Other accrued expenses .................... 67,575
--------------
TOTAL LIABILITIES ......................... 9,406,008
--------------
NET ASSETS applicable to 66,656,293
shares outstanding ...................... $1,298,058,982
==============
NET ASSETS CONSIST OF:
Capital stock, at $0.001 par value ........ $ 66,656
Additional paid-in capital ................ 846,715,998
Accumulated net realized loss on investments,
foreign currency and short sale transactions (7,270,349)
Net unrealized appreciation on investments
and foreign currency translations ....... 458,546,677
--------------
NET ASSETS ................................ $1,298,058,982
==============
SHARES OF CAPITAL STOCK:
CLASS A:
Net Asset Value and redemption price per share
($1,261,293,477 / 64,699,922 shares
outstanding; 150,000,000 shares
authorized of $0.001 par value) ......... $19.49
======
Maximum offering price per share (NAV / 0.945,
based on maximum sales charge of 5.50%
of the offering price) .................. $20.62
======
CLASS B:
Net Asset Value and offering price per
share ($20,365,929 / 1,084,136 shares
outstanding; 100,000,000 shares authorized
of $0.001 par value) .................... $18.79(a)
======
CLASS C:
Net Asset Value and offering price per
share ($16,399,576 / 872,235 shares
outstanding; 50,000,000 shares authorized
of $0.001 par value) .................... $18.80(a)
======
- ----------
(a) Redemption price varies based on length of time held.
STATEMENT OF OPERATIONS
FOR THE YEAR ENDED DECEMBER 31, 2004
- --------------------------------------------------------------------------------
INVESTMENT INCOME:
Dividends (net of foreign taxes of $108,490) $ 15,869,806
Interest .................................... 248,967
------------
TOTAL INVESTMENT INCOME ..................... 16,118,773
------------
EXPENSES:
Investment advisory fees .................... 12,618,466
Distribution fees -- Class A ................ 3,066,468
Distribution fees -- Class B ................ 199,378
Distribution fees -- Class C ................ 153,216
Shareholder services fees ................... 939,394
Shareholder communications expenses ......... 325,627
Custodian fees .............................. 147,453
Legal and audit fees ........................ 75,783
Directors' fees ............................. 72,000
Registration fees ........................... 33,377
Interest expense ............................ 8,350
Miscellaneous expenses ...................... 130,968
------------
TOTAL EXPENSES .............................. 17,770,480
------------
NET INVESTMENT LOSS ......................... (1,651,707)
------------
NET REALIZED AND UNREALIZED GAIN ON
INVESTMENTS, FOREIGN CURRENCY TRANSACTIONS
AND SECURITIES SOLD SHORT TRANSACTIONS:
Net realized gain on investments and
short sale transactions ................... 51,954,096
Net realized gain on foreign
currency transactions ..................... 26,406
Net change in unrealized appreciation
on investments, foreign currency
and short sale transactions ............... 99,431,427
------------
NET REALIZED AND UNREALIZED GAIN
ON INVESTMENTS, FOREIGN CURRENCY
AND SHORT SALE TRANSACTIONS ............... 151,411,929
------------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS ........................... $149,760,222
============
See accompanying notes to financial statements.
8
THE GABELLI VALUE FUND INC.
STATEMENT OF CHANGES IN NET ASSETS
- --------------------------------------------------------------------------------
YEAR ENDED YEAR ENDED
DECEMBER 31, 2004 DECEMBER 31, 2003
----------------- -----------------
OPERATIONS:
Net investment loss .......................................................... $ (1,651,707) $ (4,069,919)
Net realized gain on investments, foreign currency and short sale transactions 51,980,502 21,249,781
Net change in unrealized appreciation/depreciation of investments, foreign
currency and short sale transactions ....................................... 99,431,427 299,457,722
-------------- --------------
NET INCREASE IN NET ASSETS RESULTING
FROM OPERATIONS ............................................................ 149,760,222 316,637,584
-------------- --------------
DISTRIBUTIONS TO SHAREHOLDERS:
Net realized gain on investments
Class A .................................................................... (48,418,476) (16,651,715)
Class B .................................................................... (811,174) (245,625)
Class C .................................................................... (652,108) (204,547)
-------------- --------------
TOTAL DISTRIBUTIONS TO SHAREHOLDERS .......................................... (49,881,758) (17,101,887)
-------------- --------------
CAPITAL SHARE TRANSACTIONS
Class A ...................................................................... (91,936,401) (61,554,611)
Class B ...................................................................... 1,041,509 3,751,819
Class C ...................................................................... 368,973 3,944,812
-------------- --------------
NET DECREASE IN NET ASSETS FROM CAPITAL SHARE TRANSACTIONS ................... (90,525,919) (53,857,980)
-------------- --------------
REDEMPTION FEES .............................................................. 5,857 --
-------------- --------------
NET INCREASE IN NET ASSETS ................................................... 9,358,402 245,677,717
NET ASSETS:
Beginning of period .......................................................... 1,288,700,580 1,043,022,863
-------------- --------------
End of period ................................................................ $1,298,058,982 $1,288,700,580
============== ==============
See accompanying notes to financial statements.
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
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
9
THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
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 foreign markets are generally valued at
the preceding closing values of such securities on their respective exchanges or
if after the close of the foreign markets, but prior to the close of business on
the day the securities are being valued, 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 amount 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 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.
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
10
THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
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. At
December 31, 2004, there were no open futures contracts.
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 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 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 ability 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
those of securities of comparable U.S. issuers.
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.
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
11
THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
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 net asset value 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 solely borne by the class incurring the expense.
DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS. Dividends and distributions to
shareholders are recorded on the ex-dividend date. Distributions to shareholders
are based on ordinary income and long-term capital gains as determined in
accordance with Federal income tax regulations, which may differ from income and
capital gains as determined under U.S. generally accepted accounting principles.
These differences are primarily due to differing treatments of income and gains
on various investment securities held by the Fund, timing differences and
differing characterizations of distributions made by the Fund.
For the year ended December 31, 2004, reclassifications were made to decrease
accumulated net investment loss by $1,651,707 and increase accumulated net
realized loss on investments by $1,651,707.
The tax character of distributions paid during the years ended December 31, 2004
and December 31, 2003 was as follows:
YEAR ENDED YEAR ENDED
DECEMBER 31, 2004 DECEMBER 31, 2003
----------------- -----------------
DISTRIBUTIONS PAID FROM:
Ordinary income (inclusive of short
term capital gains) .............. $ 1,627,581 --
Net long term capital gains ........ 48,254,177 $17,101,887
----------- -----------
Total distributions paid ........... $49,881,758 $17,101,887
=========== ===========
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, 2004, the components of accumulated earnings/(losses) on a
tax basis were as follows:
Undistributed long term capital gains .................... $ 364,850
Net unrealized appreciation on investments and
foreign currency ....................................... 450,911,478
------------
Total accumulated gain ................................... $451,276,328
============
12
THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
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
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, Class B and Class 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 proceeds from the sales of securities for
the year ended December 31, 2004, other than short term securities, aggregated
$143,812,102 and $226,014,258, respectively.
6. TRANSACTIONS WITH AFFILIATES. During the year ended December 31, 2004, the
Fund paid brokerage commissions of $561,107 to Gabelli & Company. During the
year ended December 31, 2004, Gabelli & Company informed the Fund that it
received $212,012 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 between the Fund and the Adviser. During the
year ended December 31, 2004, the Fund reimbursed the Adviser $34,800 in
connection with the cost of computing the Fund's net asset value, which is
included in miscellaneous expenses in the Statement of Operations.
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 and automatically convert to Class A Shares after eight years from the
original 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 one year after purchase. As of July 27, 2004, Class B
Shares are available only through exchange of Class B Shares of other Funds
distributed by Gabelli & Company.
Effective November 1, 2004, the Fund imposed a redemption fee of 2.00% on Class
A, Class B and Class C Shares that are redeemed or exchanged within 60 days
after the date of a purchase. The redemption fee is deducted from the proceeds
otherwise payable to the redeeming shareholders and retained by the Fund. The
redemption fees retained by the Fund during the year ended December 31, 2004
amounted to $5,857.
The redemption fee did not apply to shares purchased through programs that the
Adviser determined to have appropriate short-term trading policies in place.
Additionally, certain recordkeepers for qualified and non-qualified retirement
plans that could not collect the redemption fee at the participant level due to
systems limitations have received an extension until March 31, 2005 to implement
such systems.
13
THE GABELLI VALUE FUND INC.
NOTES TO FINANCIAL STATEMENTS (CONTINUED)
- --------------------------------------------------------------------------------
Transactions in shares of capital stock were as follows:
YEAR ENDED YEAR ENDED
DECEMBER 31, 2004 DECEMBER 31, 2003
--------------------------- ----------------------------
SHARES AMOUNT SHARES AMOUNT
----------- ------------ ----------- -------------
CLASS A CLASS A
--------------------------- ----------------------------
Shares sold ......................................... 6,030,365 $110,732,311 9,723,938 $ 147,718,210
Shares issued upon reinvestment of dividends ........ 2,261,031 43,954,437 847,940 15,220,497
Shares redeemed ..................................... (13,467,997) (246,623,149) (14,881,121) (224,493,318)
----------- ------------ ----------- -------------
Net decrease .................................... (5,176,601) $(91,936,401) (4,309,243) $ (61,554,611)
=========== ============ =========== =============
CLASS B CLASS B
--------------------------- ----------------------------
Shares sold ......................................... 271,816 $ 4,877,768 479,608 $ 6,891,727
Shares issued upon reinvestment of dividends ........ 35,424 663,482 11,799 205,899
Shares redeemed ..................................... (256,767) (4,499,741) (233,047) (3,345,807)
----------- ------------ ----------- -------------
Net increase .................................... 50,473 $ 1,041,509 258,360 $ 3,751,819
=========== ============ =========== =============
CLASS C CLASS C
--------------------------- ----------------------------
Shares sold ......................................... 350,382 $ 6,259,650 421,522 $ 6,325,244
Shares issued upon reinvestment of dividends ........ 25,225 472,969 8,867 154,902
Shares redeemed ..................................... (359,665) (6,363,646) (170,497) (2,535,334)
----------- ------------ ----------- -------------
Net increase .................................... 15,942 $ 368,973 259,892 $ 3,944,812
=========== ============ =========== =============
8. OTHER MATTERS. The Adviser and/or affiliates have received subpoenas from the
Attorney General of the State of New York and the SEC requesting information on
mutual fund shares trading practices. Gabelli Asset Management Inc., the
Adviser's parent company, is responding to these 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.
14
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 Redemption
December 31 of Period Income/(Loss)(a) Investments Operations Income Investments Distributions Fees(a)
- ----------- --------- --------------- -------------- ---------- ---------- ----------- ------------- ----------
CLASS A
2004 $17.97 $(0.02) $ 2.31 $ 2.29 -- $(0.77) $(0.77) $0.00(f)
2003 13.81 (0.05) 4.45 4.40 -- (0.24) (0.24) --
2002 16.43 (0.04) (2.58) (2.62) -- -- -- --
2001 16.13 (0.05) 0.93 0.88 -- (0.58) (0.58) --
2000 19.45 (0.03) (1.54) (1.57) -- (1.75) (1.75) --
CLASS B
2004 $17.47 $(0.15) $ 2.24 $ 2.09 -- $(0.77) $(0.77) $0.00(f)
2003 13.53 (0.17) 4.35 4.18 -- (0.24) (0.24) --
2002 16.23 (0.14) (2.56) (2.70) -- -- -- --
2001 16.07 (0.18) 0.92 0.74 -- (0.58) (0.58) --
2000(b) 18.20 (0.14) (0.24) (0.38) -- (1.75) (1.75) --
CLASS C
2004 $17.49 $(0.15) $ 2.23 $ 2.08 -- $(0.77) $(0.77) $0.00(f)
2003 13.54 (0.17) 4.36 4.19 -- (0.24) (0.24) --
2002 16.24 (0.14) (2.56) (2.70) -- -- -- --
2001 16.07 (0.18) 0.93 0.75 -- (0.58) (0.58) --
2000(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 $19.49 12.8% $1,261,293 (0.11)% 1.39% 12%
2003 17.97 31.9 1,255,668 (0.35) 1.44(d) 8
2002 13.81 (16.0) 1,024,452 (0.28) 1.40 16
2001 16.43 5.4 1,267,975 (0.30) 1.40 29
2000 16.13 (7.9) 1,158,085 (0.14) 1.37 66
CLASS B
2004 $18.79 12.0% $ 20,366 (0.86)% 2.14% 12%
2003 17.47 30.9 18,059 (1.10) 2.19(d) 8
2002 13.53 (16.6) 10,493 (1.01) 2.16 16
2001 16.23 4.6 5,505 (1.10) 2.19 29
2000(b) 16.07 (1.9) 681 (0.89)(e) 2.12(e) 66
CLASS C
2004 $18.80 11.9% $ 16,400 (0.85)% 2.14% 12%
2003 17.49 30.9 14,973 (1.10) 2.19(d) 8
2002 13.54 (16.6) 8,078 (1.01) 2.16 16
2001 16.24 4.6 4,170 (1.08) 2.19 29
2000(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 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, 2002 and 2003,
the effect of the custodian fee credits were minimal. For the fiscal year
ended December 31, 2004, there were no custodian fee credits.
(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) Amount represents less than $0.005 per share.
See accompanying notes to financial statements.
15
THE GABELLI VALUE FUND INC.
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
- --------------------------------------------------------------------------------
To the Board of Directors and Shareholders of
The Gabelli Value Fund Inc.:
In our opinion, the accompanying statement of assets and liabilities, including
the schedule of investments, and the related statements of operations and of
changes in net assets and the financial highlights present fairly, in all
material respects, the financial position of The Gabelli Value Fund Inc. (the
"Fund") at December 31, 2004, the results of its operations for the year then
ended, the changes in its net assets for each of the two years in the period
then ended and the financial highlights for each of the five years in the period
then ended, in conformity with accounting principles generally accepted in the
United States of America. These financial statements and financial highlights
(hereafter referred to as "financial statements") are the responsibility of the
Fund's management; our responsibility is to express an opinion on these
financial statements based on our audits. We conducted our audits of these
financial statements in accordance with the standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, and evaluating the overall financial statement presentation.
We believe that our audits, which included confirmation of securities at
December 31, 2004 by correspondence with the custodian and brokers, provide a
reasonable basis for our opinion.
PricewaterhouseCoopers LLP
New York, New York
February 28, 2005
16
THE GABELLI VALUE FUND INC.
ADDITIONAL FUND INFORMATION (UNAUDITED)
- --------------------------------------------------------------------------------
The business and affairs of the Fund are managed under the direction of the
Fund's Board of Directors. Information pertaining to the Directors and officers
of the Fund is set forth below. The Fund's Statement of Additional Information
includes additional information about The Gabelli Value Fund Inc. Directors and
is available, without charge, upon request, by calling 800-GABELLI
(800-422-3554) or by writing to The Gabelli Value Fund at One Corporate Center,
Rye, NY 10580-1422.
TERM OF NUMBER OF
NAME, POSITION(S) OFFICE AND FUNDS IN FUND
ADDRESS 1 LENGTH OF COMPLEX OVERSEEN PRINCIPAL OCCUPATION(S) OTHER DIRECTORSHIPS
AND AGE TIME SERVED 2 BY DIRECTOR DURING PAST FIVE YEARS HELD BY DIRECTOR 4
- ----------------- ----------- ---------------- ---------------------- -------------------
INTERESTED DIRECTORS 3:
- ---------------------
MARIO J. GABELLI Since 1989 24 Chairman of the Board, Chief Executive Director of Morgan Group
Director and Officer of Gabelli Asset Management Inc. and Holdings, Inc.
Chief Investment Officer Chief Investment Officer of Gabelli Funds, LLC (holding company)
Age: 62 and GAMCO Investors, Inc.; Vice Chairman
and Chief Executive Officer of Lynch Interactive
Corporation (multimedia and services)
KARL OTTO POHL Since 1992 34 Member of the Shareholder Committee of Sal Director of Gabelli Asset
Director Oppenheim Jr. & Cie (private investment Management Inc.
Age: 75 bank); Former President of the Deutsche (investment management);
Bundesbank and Chairman of its Central Chairman, Incentive
Bank Council (1980-1991) Capital and Incentive Asset
Management (Zurich); Director
at Sal Oppenheim Jr. &
Cie, Zurich
NON-INTERESTED DIRECTORS:
- ------------------------
ANTHONY J. COLAVITA Since 1989 36 President and Attorney at Law in the law firm --
Director of Anthony J. Colavita, P.C.
Age: 69
ROBERT J. MORRISSEY Since 1989 10 Partner in the law firm of Morrissey, --
Director Hawkins & Lynch
Age: 65
ANTHONY R. PUSTORINO Since 1989 17 Certified Public Accountant; Professor Director of Lynch
Director Emeritus, Pace University Corporation )
Age: 79 (diversified manufacturing
WERNER J. ROEDER, MD Since 2001 26 Medical Director of Lawrence Hospital and --
Director practicing private physician
Age: 64
OFFICERS:
BRUCE N. ALPERT Since 2003 -- Executive Vice President and Chief --
President and Treasurer Operating Officer of Gabelli Funds, LLC since
Age: 53 1988 and an officer of all mutual funds advised
by Gabelli Funds, LLC and its
affiliates. Director and President
of Gabelli Advisers, Inc.
JAMES E. MCKEE Since 1995 -- Vice President, General Counsel and --
Secretary Secretary of Gabelli Asset Management Inc.
Age: 41 since 1999 and GAMCO Investors, Inc. since
1993; Secretary of all mutual funds
advised by Gabelli Advisers, Inc. and
Gabelli Funds, LLC
PETER GOLDSTEIN Since 2004 -- Director of Regulatory Affairs at --
Chief Compliance Gabelli Asset Management Inc. since
Officer February 2004; Vice President of Goldman Sachs
Age: 51 Asset Management from November 2000 through January
2004; Deputy General Counsel at Gabelli Asset
Management Inc. from February 1998 through
November 2000
- ----------
1 Address: One Corporate Center, Rye, NY 10580-1422, unless otherwise noted.
2 Each Director will hold office for an indefinite term until the earliest of
(i) the next meeting of shareholders if any, called for the purpose of
considering the election or re-election of such Director and until the
election and qualification of his or her successor, if any, elected at such
meeting, or (ii) the date a Director resigns or retires, or a Director is
removed by the Board of Directors or shareholders, in accordance with the
Fund's By-Laws and Articles of Incorporation. Each officer will hold office
for an indefinite term until the date he or she resigns or retires or until
his or her successor is elected and qualified.
3 "Interested person" of the Fund as defined in the Investment Company Act of
1940. Messrs. Gabelli and Pohl are each considered an "interested person"
because of their affiliation with Gabelli Funds, LLC which acts as the
Fund's investment adviser.
4 This column includes only directorships of companies required to report to
the SEC under the Securities Exchange Act of 1934 (i.e. public companies) or
other investment companies registered under the 1940 Act.
- --------------------------------------------------------------------------------
2004 TAX NOTICE TO SHAREHOLDERS (Unaudited)
For the fiscal year ended December 31, 2004, the Fund paid to shareholders, on
December 29, 2004, an ordinary income dividend (inclusive of short-term capital
gains) totaling $0.0257 per share and long-term capital gains totaling $0.7482
per share for Class A, Class B and Class C. For the fiscal year ended December
31, 2004, 100% of the ordinary income dividend qualifies for the dividend
received deduction available to corporations and 100% of the ordinary income
distributions was qualifying dividend income.
- --------------------------------------------------------------------------------
17
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 MEDICAL DIRECTOR
MORRISSEY, HAWKINS & LYNCH LAWRENCE HOSPITAL
OFFICERS
Bruce N. Alpert James E. McKee
PRESIDENT AND TREASURER SECRETARY
Peter Goldstein
CHIEF COMPLIANCE OFFICER
CUSTODIAN
Mellon Trust of New England, N.A.
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.
- --------------------------------------------------------------------------------
GAB409Q404SR
ITEM 2. CODE OF ETHICS.
(a) The registrant, as of the end of the period covered by this report, has
adopted a code of ethics that applies to the registrant's principal
executive officer, principal financial officer, principal accounting
officer or controller, or persons performing similar functions,
regardless of whether these individuals are employed by the registrant
or a third party.
(c) There have been no amendments, during the period covered by this report,
to a provision of the code of ethics that applies to the registrant's
principal executive officer, principal financial officer, principal
accounting officer or controller, or persons performing similar
functions, regardless of whether these individuals are employed by the
registrant or a third party, and that relates to any element of the code
of ethics description.
(d) The registrant has not granted any waivers, including an implicit
waiver, from a provision of the code of ethics that applies to the
registrant's principal executive officer, principal financial officer,
principal accounting officer or controller, or persons performing
similar functions, regardless of whether these individuals are employed
by the registrant or a third party, that relates to one or more of the
items set forth in paragraph (b) of this item's instructions.
ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.
As of the end of the period covered by the report, the registrant's Board of
Directors has determined that Anthony R. Pustorino is qualified to serve as an
audit committee financial expert serving on its audit committee and that he is
"independent," as defined by Item 3 of Form N-CSR.
ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
Audit Fees
- ----------
(a) The aggregate fees billed for each of the last two fiscal years for
professional services rendered by the principal accountant for the audit
of the registrant's annual financial statements or services that are
normally provided by the accountant in connection with statutory and
regulatory filings or engagements for those fiscal years are $49,858 in
2004 and $40,682 in 2003.
Audit-Related Fees
- ------------------
(b) The aggregate fees billed in each of the last two fiscal years for
assurance and related services by the principal accountant that are
reasonably related to the performance of the audit of the
registrant's financial statements and are not reported under paragraph
(a) of this Item are $0 in 2004 and $0 in 2003.
Tax Fees
- --------
(c) The aggregate fees billed in each of the last two fiscal years for
professional services rendered by the principal accountant for tax
compliance, tax advice, and tax planning are $2,550 in 2004 and $2,450
in 2003.
Tax fees represent tax compliance services provided in connection with
the review of the Registrant's tax returns.
ALL OTHER FEES
- --------------
(d) The aggregate fees billed in each of the last two fiscal years for
products and services provided by the principal accountant, other than
the services reported in paragraphs (a) through (c) of this Item are $0
in 2004 and $0 in 2003.
(e)(1) Disclose the audit committee's pre-approval policies and procedures
described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.
Pre-Approval Policies and Procedures. The Audit Committee
("Committee") of the registrant is responsible for pre-approving (i)
all audit and permissible non-audit services to be provided by the
independent auditors to the registrant and (ii) all permissible
non-audit services to be provided by the independent auditors to the
Adviser, Gabelli Funds, LLC, and any affiliate of Gabelli Funds, LLC
("Gabelli") that provides services to the registrant (a "Covered
Services Provider") if the independent auditors' engagement related
directly to the operations and financial reporting of the registrant.
The Committee may delegate its responsibility to pre-approve any such
audit and permissible non-audit services to the Chairperson of the
Committee, and the Chairperson must report to the Committee, at its
next regularly scheduled meeting after the Chairperson's pre-approval
of such services, his or her decision(s). The Committee may also
establish detailed pre-approval policies and procedures for
pre-approval of such services in accordance with applicable laws,
including the delegation of some or all of the Committee's
pre-approval responsibilities to the other persons (other than
Gabelli or the registrant's officers). Pre-approval by the Committee
of any permissible non-audit services is not required so long as: (i)
the aggregate amount of all such permissible non-audit services
provided to the registrant, Gabelli and any Covered Services Provider
constitutes not more than 5% of the total amount of revenues paid by
the registrant to its independent auditors during the fiscal year in
which the permissible non-audit services are provided; (ii) the
permissible non-audit services were not recognized by the registrant
at the time of the engagement to be non-audit services; and (iii)
such services are promptly brought to the attention of the Committee
and approved by the Committee or Chairperson prior to the completion
of the audit.
(e)(2) The percentage of services described in each of paragraphs (b)
through (d) of this Item that were approved by the audit committee
pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are
as follows:
(b) N/A
(c) 100%
(d) N/A
(f) The percentage of hours expended on the principal accountant's
engagement to audit the registrant's financial statements for the most
recent fiscal year that were attributed to work performed by persons
other than the principal accountant's full-time, permanent employees was
zero percent (0%).
(g) The aggregate non-audit fees billed by the registrant's accountant for
services rendered to the registrant, and rendered to the registrant's
investment adviser (not including any sub-adviser whose role is
primarily portfolio management and is subcontracted with or overseen by
another investment adviser), and any entity controlling, controlled by,
or under common control with the adviser that provides ongoing services
to the registrant for each of the last two fiscal years of the
registrant was $0 in 2004 and $0 in 2003.
(h) The registrant's audit committee of the board of directors has
considered whether the provision of non-audit services that were
rendered to the registrant's investment adviser (not including any
sub-adviser whose role is primarily portfolio management and is
subcontracted with or overseen by another investment adviser), and any
entity controlling, controlled by, or under common control with the
investment adviser that provides ongoing services to the registrant that
were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of
Regulation S-X is compatible with maintaining the principal accountant's
independence.
ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.
Not applicable.
ITEM 6. SCHEDULE OF INVESTMENTS
Schedule of Investments in securities of unaffiliated issuers as of the close of
the reporting period is included as part of the report to shareholders filed
under Item 1 of this form.
ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END
MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES.
Not applicable.
ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT
COMPANY AND AFFILIATED PURCHASERS.
Not applicable.
ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
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 7(d)(2)(ii)(G) of Schedule 14A (17 CFR
240.14a-101), or this Item.
ITEM 11. 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 second fiscal
quarter of the period covered by this report that has materially
affected, or is reasonably likely to materially affect, the registrant's
internal control over financial reporting.
ITEM 12. EXHIBITS.
(a)(1) Code of ethics, that is the subject of disclosure required by Item 2,
filed as exhibit (a)(1) to the Registrant's Form N-CSR, filed on
March 10, 2004 (Accession No. 0000935069-04-000479).
(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(b) 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 March 9, 2005
----------------------------------------------------------------------------
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
& Principal Financial Officer
Date March 9, 2005
----------------------------------------------------------------------------
* Print the name and title of each signing officer under his or her signature.