SECURITIES & EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2015~~March 31, 2016

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ___ to ___

Commission File No. 001-14761

GAMCO INVESTORS, INC.

(Exact name of Registrant as specified in its charter)

Delaware		13-4007862
(State of other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

One Corporate Center, Rye, NY		10580-1422
(Address of principle executive offices)		(Zip Code)

(914) 921-3700

Registrant's telephone number, including area code

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  No 

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).

Yes No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of ~~"large~~''large accelerated filer", "accelerated filer", and "smaller reporting ~~company"~~company'' in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer 		Accelerated filer 

Non-accelerated filer 		Smaller reporting company 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes  No 

Indicate the number of shares outstanding of each of the Registrant's classes of Common Stock, as of the latest practical date.

Class		Outstanding at ~~October 31, 2015~~April 30, 2016
Class A Common Stock, .001 par value	(Including ~~556,100~~551,900 restricted stock awards)	~~6,247,452~~10,692,404
Class B Common Stock, .001 par value		~~19,196,792~~19,096,792

INDEX

GAMCO INVESTORS, INC. AND SUBSIDIARIES


PART I.	FINANCIAL INFORMATION


Item 1.	Unaudited Condensed Consolidated Financial Statements

	Condensed Consolidated Statements of Income:
	- Three ~~months ended~~Months Ended March 31, ~~2015~~2016 and ~~2014~~2015
	~~- Nine months ended September 30, 2015 and 2014~~

	Condensed Consolidated Statements of Comprehensive Income:
	- Three ~~months ended~~Months Ended March 31, ~~2015~~2016 and ~~2014~~2015
	~~- Nine months ended September 30, 2015 and 2014~~

	Condensed Consolidated Statements of Financial Condition:
	- ~~September 30, 2015~~March 31, 2016
	- December 31, ~~2014~~2015
	- ~~September 30, 2014~~March 31, 2015

	Condensed Consolidated Statements of Equity:
	- ~~Nine months ended September 30,~~Three Months Ended March 31, 2016 and 2015 ~~and 2014~~

	Condensed Consolidated Statements of Cash Flows:
	- ~~Nine months ended September 30,~~Three Months Ended March 31, 2016 and 2015 ~~and 2014~~

	Notes to Unaudited Condensed Consolidated Financial Statements

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 3.	Quantitative and Qualitative Disclosures About Market Risk (Included in Item 2)

Item 4.	Controls and Procedures

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds
Item 6.	Exhibits


SIGNATURES

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

UNAUDITED

(Dollars in thousands, except per share data)

	Three Months Ended						Nine Months Ended						Three Months Ended
	September 30,						September 30,						March 31,
	2015			2014			2015			2014			2016			2015
Revenues
Investment advisory and incentive fees	$	82,182		$	92,591		$	257,563		$	270,544		$	70,848		$	86,068
Distribution fees and other income		12,301			15,727			39,402			46,367			10,537			13,738
Institutional research services		2,063			2,540			6,130			6,720
Total revenues		96,546			110,858			303,095			323,631			81,385			99,806
Expenses
Compensation		39,731			43,316			127,627			131,258			20,274			37,977
Management fee		2,682			3,756			11,360			13,628			1,080			4,135
Distribution costs		12,344			15,101			39,747			44,087			10,717			14,441
Other operating expenses		5,593			5,099			19,271			17,036			4,372			4,663
Total expenses		60,350			67,272			198,005			206,009			36,443			61,216

Operating income		36,196			43,586			105,090			117,622			44,942			38,590
Other income (expense)
Net gain/(loss) from investments		(11,467	)		(9,086	)		(614	)		7,468			223			13
Interest and dividend income		884			1,084			3,227			3,557			368			528
Interest expense		(1,917	)		(1,987	)		(5,899	)		(6,000	)		(3,406	)		(1,905	)
Total other income/(expense), net		(12,500	)		(9,989	)		(3,286	)		5,025
Total other expense														(2,815	)		(1,364	)
Income before income taxes		23,696			33,597			101,804			122,647			42,127			37,226
Income tax provision		9,245			13,045			38,547			44,796			16,102			14,078
Net income		14,451			20,552			63,257			77,851
Net loss attributable to noncontrolling interests		(518	)		(3,113	)		(589	)		(2,718	)
Income from continuing operations														26,025			23,148
Income from discontinued operations, net of taxes														-			1,628
Net income attributable to GAMCO Investors, Inc.'s shareholders	$	14,969		$	23,665		$	63,846		$	80,569		$	26,025		$	24,776

Net income attributable to GAMCO Investors, Inc.'s shareholders per share:
Basic	$	0.60		$	0.94		$	2.55		$	3.17
Basic - Continuing operations														0.89			0.92
Basic - Discontinued operations														-			0.07
Basic - Total													$	0.89		$	0.99

Diluted	$	0.59		$	0.93		$	2.52		$	3.15
Diluted - Continuing operations														0.88			0.91
Diluted - Discontinued operations														-			0.06
Diluted - Total													$	0.88		$	0.97

Weighted average shares outstanding:
Basic		24,947			25,296			25,047			25,385			29,247			25,132

Diluted		25,241			25,517			25,337			25,595			29,684			25,414

Dividends declared:	$	0.07		$	0.06		$	0.21		$	0.18		$	0.02		$	0.07

See accompanying notes.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

UNAUDITED

(Dollars in thousands, except per share data)

Three Months Ended Nine Months Ended
September 30, September 30,
2015 2014 2015 2014

Net income $ 14,451 $ 20,552 $ 63,257 $ 77,851
Other comprehensive income/(loss), net of tax:
Foreign currency translation (35 ) (45 ) (22 ) (15 )
Net unrealized losses on securities available for sale (a) (6,696 ) (2,407 ) (7,417 ) (6,832 )
Other comprehensive income / (loss) (6,731 ) (2,452 ) (7,439 ) (6,847 )

Comprehensive income 7,720 18,100 55,818 71,004
Less: Comprehensive loss attributable to noncontrolling interests (518 ) (3,113 ) (589 ) (2,718 )

Comprehensive income attributable to GAMCO Investors, Inc. $ 8,238 $ 21,213 $ 56,407 $ 73,722

	Three Months Ended
	March 31,
	2016				2015

Net income		$	26,025			$	24,776
Other comprehensive gain/(loss), net of tax:
Foreign currency translation			(28	)			(42	)
Net unrealized gain/(loss) on securities available for sale (a)			2,583				(467	)
Other comprehensive gain/(loss)			2,555				(509	)

Comprehensive income attributable to GAMCO Investors, Inc.		$	28,580			$	24,267

(a) Net of income tax ~~benefit~~exoense/(benefit) of ~~($3,932), ($1,414), ($4,356)~~$1,517 and ($~~4,013)~~274),respectively.

See accompanying notes.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION

UNAUDITED

(Dollars in thousands, except per share data)

	September 30,			December 31,			September 30,			March 31,			December 31,			March 31,
	2015			2014			2014			2016			2015			2015
ASSETS
Cash and cash equivalents	$	425,616		$	298,224		$	358,421		$	28,045		$	13,719		$	11,261
Investments in securities		126,917			259,537			254,630			36,419			32,975			37,954
Investments in sponsored registered investment companies		115,046			39,537			39,520
Investments in partnerships		101,025			107,637			107,434
Receivable from brokers		52,918			76,079			79,885			1,135			1,091			2,100
Investment advisory fees receivable		28,629			41,872			31,155			29,612			31,048			32,241
Receivable from affiliates											5,256			5,041			28,373
Income tax receivable		2,409			2,477			2,433			2,452			6,787			2,433
Other assets		20,109			41,067			25,282			13,006			13,238			11,680
Assets of discontinued operations											-			-			673,263
Total assets	$	872,669		$	866,430		$	898,760		$	115,925		$	103,899		$	799,305

LIABILITIES AND EQUITY
Payable to brokers	$	49,074		$	43,409		$	46,790		$	-		$	12		$	46
Income taxes payable and deferred tax liabilities		10,529			27,939			27,412			12,198			4,823			23,133
Capital lease obligation		5,191			5,253			5,272			5,145			5,170			5,234
Compensation payable		88,747			39,983			93,535			19,218			24,426			38,823
Securities sold, not yet purchased		5,577			10,595			14,180			-			129			-
Mandatorily redeemable noncontrolling interests		1,257			1,302			1,304
Payable to affiliates											3,754			7,687			28
Accrued expenses and other liabilities		34,246			29,657			31,007			29,710			28,882			32,071
Liabilities of discontinued operations											-			-			35,782
Sub-total		194,621			158,138			219,500			70,025			71,129			135,117

AC 4% PIK Note (due November 30, 2020) (Note F)											250,000			250,000			-
Loan from GGCP (due December 28, 2016) (Note F)											20,000			35,000			-
5.875% Senior notes (due June 1, 2021)		100,000			100,000			100,000			24,103			24,097			99,398
Zero coupon subordinated debentures, Face value: $6.9 million at September 30, 2015, $13.1
million at December 31, 2014 and $13.1 million at September 30, 2014 (due December 31, 2015)		6,750			12,163			11,941
Zero coupon subordinated debentures, Face value: $0.0 million at March 31, 2016,
$0.0 million at December 31, 2015 and $10.4 million at March 31, 2015,
respectively (due December 31, 2015)											-			-			9,936
Total liabilities		301,371			270,301			331,441			364,128			380,226			244,451

Redeemable noncontrolling interests		6,018			68,334			56,086
Redeemable noncontrolling interests from discontinued operations											-			-			5,519
Commitments and contingencies (Note J)											-			-			-
Equity
GAMCO Investors, Inc. stockholders' equity
Preferred stock, $.001 par value; 10,000,000 shares authorized;
none issued and outstanding
Preferred stock, $.001 par value;10,000,000 shares authorized; none issued and outstanding											-			-			-
Class A Common Stock, $0.001 par value; 100,000,000 shares authorized;
15,387,701, 15,341,433 and 15,230,433 issued, respectively; 6,340,992,
6,616,212 and 6,599,982 outstanding, respectively		14			14			14
15,472,901, 15,422,901 and 15,357,733 issued, respectively;10,683,604,
10,664,107 and 6,591,119 outstanding, respectively											14			14			14
Class B Common Stock, $0.001 par value; 100,000,000 shares authorized;
24,000,000 shares issued; 19,196,792, 19,239,260 and 19,279,260 shares
24,000,000 shares issued; 19,106,792, 19,156,792 and 19,219,260 shares
outstanding, respectively		19			19			19			19			19			19
Additional paid-in capital		299,769			291,681			289,664			1,382			345			293,958
Retained earnings		661,415			602,950			582,357
Retained earnings (deficit)											(8,794	)		(34,224	)		625,926
Accumulated other comprehensive income		17,575			25,014			23,392			11,670			9,115			24,505
Treasury stock, at cost (9,046,709, 8,725,221 and 8,630,451 shares, respectively)		(416,147	)		(394,617	)		(386,952	)
Total GAMCO Investors, Inc. stockholders' equity		562,645			525,061			508,494
Noncontrolling interests		2,635			2,734			2,739
Total equity		565,280			527,795			511,233
Treasury stock, at cost (4,789,297, 4,758,794 and 8,766,614 shares, respectively)											(252,494	)		(251,596	)		(397,813	)
Total GAMCO Investors, Inc. stockholders' equity (deficit)											(248,203	)		(276,327	)		546,609
Noncontrolling interests from discontinued operations											-			-			2,726
Total equity (deficit)											(248,203	)		(276,327	)		549,335

Total liabilities and equity	$	872,669		$	866,430		$	898,760
Total liabilities and equity (deficit)										$	115,925		$	103,899		$	799,305

See accompanying notes.

~~GAMCO INVESTORS, INC. AND SUBSIDIARIES~~

~~CONDENSED CONSOLIDATED STATEMENTS OF EQUITY~~

~~UNAUDITED~~

~~(In thousands)~~

~~For the Nine months ended September 30, 2015~~

GAMCO Investors, Inc. stockholders
Accumulated
Additional Other Redeemable
Noncontrolling Common Paid-in Retained Comprehensive Treasury Noncontrolling
Interests Stock Capital Earnings Income Stock Total Interests
Balance at December 31, 2014 $ 2,734 $ 33 $ 291,681 $ 602,950 $ 25,014 $ (394,617 ) $ 527,795 $ 68,334
Redemptions of redeemable
   noncontrolling interests - - - - - - - (602 )
Contributions from redeemable
   noncontrolling
   interests - - - - - - - 1,036
Consolidation of a consolidated
  feeder fund and a partnership - - - - - - - 996
Deconsolidation of offshore
  fund - - - - - - - (63,256 )
Net income (loss) (99 ) - - 63,846 - - 63,747 (490 )
Net unrealized losses on
   securities available for sale,
   net of income tax benefit ($4,341) - - - - (7,392 ) - (7,392 ) -
Amounts reclassified from
   accumulated other
   comprehensive income,
   net of income tax benefit ($15) - - - - (25 ) - (25 ) -
Foreign currency translation - - - - (22 ) - (22 ) -
Dividends declared ($0.21 per
share) - - - (5,381 ) - - (5,381 ) -
Stock based compensation
   expense - - 6,819 - - - 6,819 -
Exercise of stock options
   including tax benefit ($102) - - 1,269 - - - 1,269 -
Purchase of treasury stock - - - - - (21,530 ) (21,530 ) -
Balance at September 30, 2015 $ 2,635 $ 33 $ 299,769 $ 661,415 $ 17,575 $ (416,147 ) $ 565,280 $ 6,018

~~See accompanying notes.~~

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

UNAUDITED

(In thousands)

For the ~~NIne months ended September 30, 2014~~Three Months Ended March 31, 2015

GAMCO Investors, Inc. stockholders
Accumulated
Additional Other Redeemable
Noncontrolling Common Paid-in Retained Comprehensive Treasury Noncontrolling
Interests Stock Capital Earnings Income Stock Total Interests
Balance at December 31, 2013 $ 2,851 $ 33 $ 282,496 $ 506,441 $ 30,239 $ (361,878 ) $ 460,182 $ 6,751
Redemptions of redeemable
   noncontrollin interests - - - - - - - (1,666 )
Contributions from redeemable
   noncontrolling
   interests - - - - - - - 53,607
Net income (loss) (112 ) - - 80,569 - - 80,457 (2,606 )
Net unrealized losses on
   securities available for sale,
   net of income tax ($1,393) - - - - (2,371 ) - (2,371 ) -
Amount reclassed from
   accumulated other
   comprehensive income,
   net of income tax benefit ($2,620) - - - - (4,461 ) - (4,461 ) -
Foreign currency translation - - - - (15 ) - (15 ) -
Dividends declared ($0.18 per
   share) - - - (4,653 ) - - (4,653 ) -
Stock based compensation
   expense - - 5,182 - - - 5,182 -
Exercise of stock options
   including tax benefit ($349) - - 1,986 - - - 1,986 -
Purchase of treasury stock - - - - - (25,074 ) (25,074 ) -
Balance at September 30, 2014 $ 2,739 $ 33 $ 289,664 $ 582,357 $ 23,392 $ (386,952 ) $ 511,233 $ 56,086

				GAMCO Investors, Inc. stockholders
											Accumulated
						Additional					Other									Redeemable
	Noncontrolling			Common		Paid-in		Retained			Comprehensive			Treasury						Noncontrolling
	Interests			Stock		Capital		Earnings			Income			Stock			Total			Interests
Balance at December 31, 2014	$	2,734		$	33	$	291,681	$	602,950		$	25,014		$	(394,617	)	$	527,795		$	68,334
Redemptions of redeemable
noncontrolling interests		-			-		-		-			-			-			-			(441	)
Consolidation of a consolidated
feeder fund		-			-		-		-			-			-			-			891
Deconsolidation of offshore
fund		-			-		-		-			-			-			-			(63,256	)
Net income (loss)		(8	)		-		-		24,776			-			-			24,768			(9	)
Net unrealized losses on
securities available for sale,
net of income tax benefit ($265)		-			-		-		-			(451	)		-			(451	)		-
Amount reclassed from
accumulated other
comprehensive income,
net of income tax benefit ($9)		-			-		-		-			(16	)		-			(16	)		-
Foreign currency translation		-			-		-		-			(42	)		-			(42	)		-
Dividends declared
($0.07 per share)		-			-		-		(1,800	)		-			-			(1,800	)		-
Stock based compensation
expense		-			-		2,277		-			-			-			2,277			-
Purchase of treasury stock		-			-		-		-			-			(3,196	)		(3,196	)		-
Balance at March 31, 2015	$	2,726		$	33	$	293,958	$	625,926		$	24,505		$	(397,813	)	$	549,335		$	5,519

See accompanying notes.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY

UNAUDITED

(In thousands)

For the Three Months Ended March 31, 2016

	GAMCO Investors, Inc. stockholders
								Accumulated
			Additional		Retained			Other
	Common		Paid-in		Earnings			Comprehensive			Treasury
	Stock		Capital		(Deficit)			Income			Stock			Total
Balance at December 31, 2015	$	33	$	345	$	(34,224	)	$	9,115		$	(251,596	)	$	(276,327	)
Net income		-		-		26,025			-			-			26,025
Net unrealized gains on
securities available for sale,
net of income tax expense ($1,516)		-		-		-			2,582			-			2,582
Amounts reclassified from
accumulated other
comprehensive income,
net of income tax expense ($1)		-		-		-			1			-			1
Foreign currency translation		-		-		-			(28	)		-			(28	)
Dividends declared
($0.02 per share)		-		-		(595	)		-			-			(595	)
Stock based compensation
expense		-		1,037		-			-			-			1,037
Purchase of treasury stock		-		-		-			-			(898	)		(898	)
Balance at March 31, 2016	$	33	$	1,382	$	(8,794	)	$	11,670		$	(252,494	)	$	(248,203	)

See accompanying notes.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

UNAUDITED

(In thousands)

		Nine Months Ended						Three Months Ended
		September 30,						March 31,
		2015			2014			2016		2015
Operating activities
Net income		$	63,257		$	77,851		$	26,025	$	24,776
Loss from discontinued operations, net of taxes									-		(1,628)
Income from continuing operations									26,025		23,148
Adjustments to reconcile net income to net cash provided by operating activities:
Equity in net gains from partnerships			(681	)		(572	)		-		-
Depreciation and amortization			475			507			155		155
Stock based compensation expense			6,819			5,182			1,037		1,639
Deferred income taxes			(8,033	)		(3,472	)		(2,016)		1,166
Tax benefit from exercise of stock options			102			349			-		-
Foreign currency translation gain/(loss)			(22	)		(15	)
Foreign currency translation loss									(28)		(42)
Other-than-temporary loss on available for sale securities			150			69			-		-
Cost basis of donated securities			104			1,502			-		-
Gains on sales of available for sale securities			(30	)		(3,511	)
Net gains on sales of available for sale securities									(2)		(3)
Accretion of zero coupon debentures			502			661			-		213
Loss on extinguishment of debt			310			84
Loss on extinguishment of zero coupon debentures									-		156
(Increase) decrease in assets:
Investments in trading securities			29,096			(22,376	)		223		-
Investments in partnerships:
Contributions to partnerships			(15,170	)		(15,698	)
Distributions from partnerships			22,800			4,828
Receivable from affiliates									(217)		(1,936)
Receivable from brokers			(24,745	)		(30,424	)		(44)		(417)
Investment advisory fees receivable			13,046			20,351			1,437		5,486
Income tax receivable and deferred tax assets			68			(1,988	)		4,335		-
Other assets			20,402			563			66		419
Increase (decrease) in liabilities:
Payable to affiliates									(3,933)		(326)
Payable to brokers			42,930			36,026			(12)		34
Income taxes payable and deferred tax liabilities			(5,019	)		(4,950	)		7,875		4,343
Compensation payable			48,768			58,873			(5,206)		8,025
Mandatorily redeemable noncontrolling interests			(45	)		(51	)
Accrued expenses and other liabilities			5,092			(1,639	)		793		4,206
Total adjustments			136,919			44,299			4,463		23,118
Net cash provided by operating activities	��	$	200,176		$	122,150
Net cash provided by operating activities from continuing operations								$	30,488	$	46,266

GAMCO INVESTORS, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

UNAUDITED (continued)

(In thousands)

	Nine Months Ended						Three Months Ended
	September 30,						March 31,
	2015			2014			2016		2015
Investing activities
Purchases of available for sale securities	$	(43,030	)	$	(6,252	)	$	-	$	-
Proceeds from sales of available for sale securities		1,064			8,018			308		32
Return of capital on available for sale securities		554			827			-		-
Net cash (used in) provided by investing activities		(41,412	)		2,593
Net cash provided by investing activities from continuing operations								308		32

Financing activities
Contributions from redeemable noncontrolling interests		1,036			53,607
Redemptions of redeemable noncontrolling interests		(602	)		(1,666	)
Redemptions of noncontrolling interests		-			-
Net cash transferred from AC								-		34,832
Proceeds from exercise of stock options		1,169			1,637			-		-
Dividends paid		(5,252	)		(4,567	)		(585)		(1,759)
Repurchase of zero coupon subordinated debentures		(6,224	)		(715	)
Repurchase of Zero coupon subordinated debentures								-		(2,596)
Purchase of treasury stock		(21,530	)		(25,074	)		(898)		(3,196)
Net cash (used in) provided by financing activities		(31,403	)		23,222
Repayment of loan from GGCP								(15,000)		-
Amortization of debt issuance costs								6		-
Net cash (used in) provided by financing activities from continuing operations								(16,477)		27,281
Cash flows of discontinued operations
Net cash provided by operating activities								-		36,160
Net cash used in investing activities								-		(41,080)
Net cash used in financing activities								-		(70,103)
Net cash used in discontinued operations								-		(75,023)
Effect of exchange rates on cash and cash equivalents		8			5			7		11
Net increase in cash and cash equivalents		127,369			147,970
Net increase/(decrease) in cash and cash equivalents								14,326		(1,433)
Cash and cash equivalents at beginning of period		298,224			210,451			13,719		12,694
Increase in cash from consolidation		10			-
Increase in cash from deconsolidation		13			-
Cash and cash equivalents at end of period	$	425,616		$	358,421		$	28,045	$	11,261
Supplemental disclosures of cash flow information:
Cash paid for interest	$	3,897		$	3,847		$	197	$	199
Cash paid for taxes	$	49,590		$	52,956		$	5,137	$	9,078

Non-cash activity:
- For the nine months ended September 30, 2015 and September 30, 2014, the Company accrued dividends on restricted stock awards of $129 and $86, respectively. - On January 1, 2015, GAMCO Investors, Inc. was no longer deemed to have control over a certain offshore fund and a certain consolidated feeder fund which resulted in the deconsolidation of that offshore fund and consolidated feeder fund and an increase of approximately $13 of cash and cash equivalents, a decrease of approximately $63,280 of net assets and a decrease of $63,267 of noncontrolling interests. - On April 1, 2015, GAMCO Investors, Inc. was deemed to have control over a certain offshore fund and a certain partnership which resulted in the consolidation of that one offshore fund and one partnership and an increase of approximately $10 of cash and cash equivalents, an increase of approximately $986 of other net assets and an increase of approximately $996 of redeemable noncontrolling interest.

Non-cash activity:

-	For the three months ended March 31, 2016 and March 31, 2015, the Company accrued dividends on restricted stock awards of $10 and $41, respectively.

See accompanying notes.

GAMCO INVESTORS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

~~September 30, 2015~~March 31, 2016

(Unaudited)

A. Significant Accounting Policies

Basis of Presentation

Unless we have indicated otherwise, or the context otherwise requires, references in this report to ~~"GAMCO~~“GAMCO Investors, Inc.,~~" "GAMCO," "the~~” “GAMCO,” “the Company,~~" "GBL," "we," "us"~~” “GBL,” “we,” “us” and ~~"our"~~“our” or similar terms are to GAMCO Investors, Inc., its predecessors and its subsidiaries.

The unaudited interim condensed consolidated financial statements of GAMCO included herein have been prepared in conformity with generally accepted accounting principles ~~("GAAP"~~(“GAAP”) in the United States for interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by U.S. GAAP in the United States for complete financial statements. In the opinion of management, the unaudited interim condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary for a fair presentation of financial position, results of operations and cash flows of GAMCO for the interim periods presented and are not necessarily indicative of a full ~~year's~~year’s results.

The interim condensed consolidated financial statements include the accounts of GAMCO and its subsidiaries. Intercompany accounts and transactions are eliminated.

These interim condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, ~~2014~~2015 from which the accompanying condensed consolidated financial statements were derived.

Reclassifications

Certain amounts reported for the prior period in the accompanying condensed consolidated financial statements have been reclassified in order to conform to the current period’s presentation. Assets and liabilities related to the spin-off (“Spin-off”) of Associated Capital Group, Inc. (“AC”) on November 30, 2015 on the Company’s condensed consolidated statement of financial condition as of March 31, 2015 have been reclassified as assets and liabilities of discontinued operations (See Note J. Discontinued Operations for further details). All assets and liabilities related to discontinued operations are excluded from the footnotes for all periods presented unless otherwise noted. In addition, the historical results of AC and certain investment partnerships and offshore funds have been reflected in the accompanying consolidated statements of income for the quarter ended March 31, 2015 as discontinued operations and financial information related to discontinued operations has been excluded from the notes to these financial statements for all periods presented.

Use of Estimates

The preparation of the interim condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported on the interim condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates.

Recent Accounting Developments

In May 2014, the Financial Accounting Standards Board ~~("FASB"~~(“FASB”) issued Accounting Standards Update ~~("ASU"~~(“ASU”) No. 2014-09, "Revenue from Contracts with Customers," which supersedes the revenue recognition requirements in the Accounting Standards Codification ("Codification") Topic 605, Revenue Recognition, and most industry-specific guidance throughout the industry topics of the Codification. The core principle of the new ASU No. 2014-09 is for companies to recognize revenue from the transfer of goods or services to customers in amounts that reflect the consideration to which the company expects to be entitled in exchange for those goods or services. The new standard provides a five-step approach to be applied to all contracts with customers and also requires expanded disclosures about revenue recognition. The ASU is effective for annual reporting periods beginning after December 15, 2017, including interim periods and is to be retrospectively applied. Early adoption is not permitted. The Company is currently evaluating this guidance and the impact it will have on its consolidated financial statements.

In June 2014, the FASB issued an accounting update clarifying that entities should treat performance targets that could be met after the requisite service period of a share-based payment award as performance conditions that affect vesting. Therefore, an entity would not record compensation expense (measured as of the grant date) for an award where transfer to the employee is contingent upon satisfaction of the performance target until it becomes probable that the performance target will be met. The guidance is effective for the Company beginning January 1, 2016. Early adoption is permitted. This guidance is not expected to have a material impact on the Company's consolidated financial statements.

~~In February~~April 2015, the FASB issued ASU 2015-03, which amends the presentation of debt issuance costs in financial statements. This amended guidance requires entities to present the cost of debt issuances as a reduction of the related debt rather than as an ~~accounting update amending the consolidation requirements under GAAP.~~asset. This guidance is effective for the Company beginning January 1, 2016. ~~Early adoption~~Entities should apply the guidance retrospectively to all prior periods. The Company adopted this guidance on January 1, 2016 without a material impact to the consolidated financial statements.

In January 2016, the FASB issued ASU 2016-01, which amends the guidance in U.S. GAAP on the classification and measurement of financial instruments. Although the ASU retains many current requirements, it significantly revises an entity’s accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. The ASU also amends certain disclosure requirements associated with the fair value of financial instruments. For public companies, the new standard is ~~permitted.~~effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017. To adopt the amendments, entities will be required to make a cumulative-effect adjustment to beginning retained earnings as of the beginning of the fiscal year in which the guidance is effective. The Company is ~~continuing to analyze~~currently evaluating this guidance and the impact ~~if any, that this update may~~it will have on its consolidated financial statements.

In ~~May 2015,~~February 2016, the FASB issued ~~new~~ASU 2016-02, which amends the guidance ~~amending~~in U.S. GAAP for the ~~current disclosure requirements~~accounting for ~~investments in certain entities that calculate net asset value per share. The guidance~~leases. ASU 2016-02 requires ~~investments for which fair value is measured using the net asset value per share practical expedient be removed~~a lessee to recognize assets and liabilities arising from ~~the fair value hierarchy. Instead, those investment amounts shall be provided as a separate item to permit reconciliation of the fair value of investments included~~most operating leases in the ~~fair value hierarchy to the line items presented in the~~condensed consolidated statement of financial ~~condition. This new guidance will be~~position. ASU 2016-02 is effective ~~for the Company's first quarter of 2016.~~beginning January 1, 2019. The Company is currently evaluating this guidance and the ~~potential~~ impact it will have on its consolidated financial ~~statements~~statements.

In March 2016, the FASB issued ASU 2016-09, which simplifies several aspects of the accounting for employee share-based payment transactions for both public and ~~related disclosures.~~nonpublic entities, including the accounting for income taxes, forfeitures, and statutory tax withholding requirements, as well as classification in the statement of cash flows. For public companies, the ASU is effective for annual reporting periods beginning after December 15, 2016, including interim periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating this guidance and the impact it will have on its consolidated financial statements.

B. Investment in Securities

Investments in securities at ~~September 30, 2015,~~March 31, 2016, December 31, ~~2014~~2015 and ~~September 30, 2014~~March 31, 2015 consisted of the following:

	September 30, 2015				December 31, 2014				September 30, 2014				March 31, 2016				December 31, 2015				March 31, 2015
	Cost		Fair Value		Cost		Fair Value		Cost		Fair Value		Cost		Fair Value		Cost		Fair Value		Cost		Fair Value
	(In thousands)												(In thousands)
Trading securities:
Government obligations	$	-	$	-	$	18,994	$	18,996	$	20,995	$	20,999
Common stocks		78,025		87,745		170,977		195,029		167,714		190,939	$	15	$	17	$	385	$	368	$	-	$	-
Mutual funds		2,504		3,180		2,432		3,498		2,416		3,373
Other investments		505		723		743		1,704		753		1,550
Total trading securities		81,034		91,648		193,146		219,227		191,878		216,861		15		17		385		368		-		-

Available for sale securities:
Common stocks		13,561		34,095		13,637		38,942		14,228		36,380		17,592		36,402		17,898		32,607		13,609		37,954
Mutual funds		627		1,174		681		1,368		681		1,389
Total available for sale securities		14,188		35,269		14,318		40,310		14,909		37,769		17,592		36,402		17,898		32,607		13,609		37,954

Total investments in securities	$	95,222	$	126,917	$	207,464	$	259,537	$	206,787	$	254,630	$	17,607	$	36,419	$	18,283	$	32,975	$	13,609	$	37,954

Securities sold, not yet purchased at ~~September 30, 2015,~~March 31, 2016, December 31, ~~2014~~2015 and ~~September 30, 2014~~March 31, 2015 consisted of the following:

September 30, 2015 December 31, 2014 September 30, 2014
Proceeds Fair Value Proceeds Fair Value Proceeds Fair Value
Trading securities: (In thousands)
Common stocks $ 6,123 $ 5,482 $ 9,835 $ 9,960 $ 11,699 $ 13,514
Other investments 8 95 1 635 71 666
Total securities sold, not yet purchased $ 6,131 $ 5,577 $ 9,836 $ 10,595 $ 11,770 $ 14,180

~~Investments in sponsored registered investment companies at September 30, 2015, December 31,2014 and September 30, 2014 consisted of the following:~~

September 30, 2015 December 31, 2014 September 30, 2014
Cost Fair Value Cost Fair Value Cost Fair Value
(In thousands)
Trading securities:
Mutual funds $ 40,097 $ 41,820 $ 1 $ 1 $ 1 $ 1
Total trading securities 40,097 41,820 1 1 1 1

Available for sale securities:
Closed-end funds 63,068 70,349 21,962 36,323 21,819 36,142
Mutual funds 1,883 2,877 1,898 3,213 1,922 3,377
Total available for sale securities 64,951 73,226 23,860 39,536 23,741 39,519

Total investments in sponsored
registered investment companies $ 105,048 $ 115,046 $ 23,861 $ 39,537 $ 23,742 $ 39,520

	March 31, 2016						December 31, 2015						March 31, 2015
	Proceeds			Fair Value			Proceeds			Fair Value			Proceeds			Fair Value
Trading securities:	(In thousands)
Common stocks		$	-		$	-		$	123		$	129		$	-		$	-
Total securities sold, not yet purchased		$	-		$	-		$	123		$	129		$	-		$	-

Management determines the appropriate classification of debt and equity securities at the time of purchase and reevaluates such designation as of the date of each condensed consolidated statement of financial condition. Investments in United States Treasury Bills and Notes with maturities of greater than three months at the time of purchase are classified as investments in securities, and those with maturities of three months or less at the time of purchase are classified as cash equivalents. The portion of investments in securities held for resale in anticipation of short-term market movements are classified as trading securities. Trading securities are stated at fair value, with any unrealized gains or losses reported in current period earnings. Available for sale ~~("AFS"~~(“AFS”) investments are stated at fair value, with any unrealized gains or losses, net of taxes, reported as a component of equity except for losses deemed to be other than temporary ~~("OTT"~~(“OTT”) which are recorded as realized losses in the condensed consolidated statements of income.

The following table identifies all reclassifications out of accumulated other comprehensive income ("AOCI") into income for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2016 and 2015 ~~and 2014~~ (in thousands):

Amount Affected Line Items Reason for
Reclassified in the Statements Reclassification
from AOCI Of Income from AOCI
Three months ended September 30,
2015 2014
$ - $ 348 Net gain/(loss) from investments Realized gain on sale of AFS securities
45 - Other operating expenses/net gain from investments Realized gain on donation of AFS securities
(150 ) - Net gain/(loss) from investments OTT impairment of AFS securities
(105 ) 348 Income before income taxes
39 (129 ) Income tax provision
$ (66 ) $ 219 Net income

Amount Affected Line Items Reason for
Reclassified in the Statements Reclassification
from AOCI Of Income from AOCI
Nine months ended September 30,
2015 2014
$ 30 $ 3,511 Net gain/(loss) from investments Realized gain on sale of AFS securities
80 3,639 Other operating expenses/net gain from investments Realized gain on donation of AFS securities
(150 ) (69 ) Net gain/(loss) from investments OTT impairment of AFS securities
(40 ) 7,081 Income before income taxes
15 (2,620 ) Income tax provision
$ (25 ) $ 4,461 Net income

The Company recognizes all derivatives as either assets or liabilities measured at fair value and includes them in either investments in securities or securities sold, not yet purchased on the condensed consolidated statements of financial condition. From time to time, the Company and/or the partnerships and offshore funds that the Company consolidates will enter into hedging transactions to manage their exposure to foreign currencies and equity prices related to their proprietary investments. At September 30, 2015, December 31, 2014 and September 30, 2014, we held derivative contracts on 170,000 equity shares, 3.8 million equity shares and 2.3 million equity shares, respectively, that are included in investments in securities or securities sold, not yet purchased on the condensed consolidated statements of financial condition. We had two, one and one foreign exchange contracts outstanding at September 30, 2015, December 31, 2014 and September 30, 2014, respectively, that are included in receivable from brokers or payable to brokers on the condensed consolidated statements of financial condition. Aside from one foreign exchange contract, these transactions are not designated as hedges for accounting purposes, and therefore changes in fair values of these derivatives are included in net gain/(loss) from investments on the condensed consolidated statements of income. The one foreign exchange contract that is designated as a hedge was for a short of British Pounds to hedge the long investment that we have in our London Stock Exchange listed Gabelli Value Plus+ Trust Ltd. closed-end fund which is denominated in British Pounds. As the underlying investment that is being hedged is an available for sale security, the portion of the change in value of the closed-end fund that is currency related is recorded in net gain/(loss) from investments on the condensed consolidated statements of income and not in accumulated comprehensive income.

~~The following tables identify the fair values and gains and losses of all derivatives held by the Company (in thousands):~~

Asset Derivatives Fair Value Liability Derivatives Fair Value
Balance Sheet Location September 30, 2015 December 31, 2014 September 30, 2014 Balance Sheet Location September 30, 2015 December 31, 2014 September 30, 2014
Derivatives designated as hedging instruments under
FASB ASC 815-20
Foreign exchange contracts Receivable from brokers $ - $ - $ - Payable to brokers $ 36,354 $ - $ -
Sub total $ - $ - $ - $ 36,354 $ - $ -
Derivatives Not Designated As Hedging Instruments Under Fasb Asc 815-20
Investments in Securities sold,
Equity contracts securities $ 143 $ 896 $ 800 not yet purchased $ 95 $ 635 $ 666
Foreign exchange contracts Receivable from brokers - - - Payable to brokers 5,172 5,470 6,343
Sub total $ 143 $ 896 $ 800 $ 5,267 $ 6,105 $ 7,009
Total derivatives $ 143 $ 896 $ 800 $ 41,621 $ 6,105 $ 7,009

Type of Derivative Income Statement Location Three Months ended September 30, Nine Months ended September 30,
2015 2014 2015 2014
Foreign exchange contracts Net gain/(loss) from investments $ 1,985 $ 482 $ 1,885 $ 541
Equity contracts Net gain/(loss) from investments 27 758 199 591
Total $ 2,012 $ 1,240 $ 2,084 $ 1,132

The Company is a party to enforceable master netting arrangements for swaps entered into as part of the investment strategy of the Company's proprietary portfolio. They are typically not used as hedging instruments. These swaps, while settled on a net basis with the counterparties, major U.S. financial institutions, are shown gross in assets and liabilities on the condensed consolidated statements of financial condition. The swaps have a firm contract end date and are closed out and settled when each contract expires.

Gross Amounts Not Offset in the
Statements of Financial Condition
Gross Gross Amounts Net Amounts of
Amounts of Offset in the Assets Presented
Recognized Statements of in the Statements of Financial Cash Collateral
Assets Financial Condition Financial Condition Instruments Received Net Amount
Swaps: (in thousands)
September 30, 2015 $ 143 $ - $ 143 $ (89 ) $ - $ 54
December 31, 2014 896 - 896 (634 ) - 262
September 30, 2014 $ 800 $ - $ 800 $ (657 ) $ - $ 143

Gross Amounts Not Offset in the
Statements of Financial Condition
Gross Gross Amounts Net Amounts of
Amounts of Offset in the Liabilities Presented
Recognized Statements of in the Statements of Financial Cash Collateral
Liabilities Financial Condition Financial Condition Instruments Pledged Net Amount
Swaps: (in thousands)
September 30, 2015 $ 89 $ - $ 89 $ (89 ) $ - $ -
December 31, 2014 634 - 634 (634 ) - -
September 30, 2014 $ 657 $ - $ 657 $ (657 ) $ - $ -

Amount								Affected Line Items	Reason for
Reclassified								in the Statements	Reclassification
from AOCI								Of Income	from AOCI
Three Months Ended March 31,
2016				2015
	$	2			$	3		Net gain from investments	Realized gain on sale of AFS securities
		2				3		Income before income taxes
		(1	)			(1	)	Income tax provision
	$	1			$	2		Net income

The following is a summary of the cost, gross unrealized gains, gross unrealized losses and fair value of available for sale investments as of ~~September 30, 2015,~~March 31, 2016, December 31, ~~2014~~2015 and ~~September 30, 2014:~~March 31, 2015:

	September 30, 2015									March 31, 2016
			Gross		Gross								Gross			Gross
			Unrealized		Unrealized								Unrealized			Unrealized
	Cost		Gains		Losses			Fair Value		Cost			Gains			Losses			Fair Value
	(In thousands)									(In thousands)
Common stocks	$	13,561	$	20,534	$	-		$	34,095		$	17,592		$	18,810		$	-		$	36,402
Closed-end Funds		63,068		10,128		(2,847	)		70,349
Mutual funds		2,510		1,620		(79	)		4,051
Total available for sale securities	$	79,139	$	32,282	$	(2,926	)	$	108,495		$	17,592		$	18,810		$	-		$	36,402

	December 31, 2014									December 31, 2015
			Gross		Gross								Gross			Gross
			Unrealized		Unrealized								Unrealized			Unrealized
	Cost		Gains		Losses			Fair Value		Cost			Gains			Losses			Fair Value
	(In thousands)									(In thousands)
Common stocks	$	13,637	$	25,305	$	-		$	38,942		$	17,898		$	14,709		$	-		$	32,607
Closed-end Funds		21,962		14,398		(37	)		36,323
Mutual funds		2,579		2,030		(28	)		4,581
Total available for sale securities	$	38,178	$	41,733	$	(65	)	$	79,846		$	17,898		$	14,709		$	-		$	32,607

	September 30, 2014									March 31, 2015
			Gross		Gross								Gross			Gross
			Unrealized		Unrealized								Unrealized			Unrealized
	Cost		Gains		Losses			Fair Value		Cost			Gains			Losses			Fair Value
	(In thousands)									(In thousands)
Common stocks	$	14,228	$	22,152	$	-		$	36,380		$	13,609		$	24,345		$	-		$	37,954
Closed-end Funds		21,819		14,325		(2	)		36,142
Mutual funds		2,603		2,163		-			4,766
Total available for sale securities	$	38,650	$	38,640	$	(2	)	$	77,288		$	13,609		$	24,345		$	-		$	37,954

Changes in net unrealized ~~losses,~~gain/(loss), net of taxes, for the three months ended ~~September 30,~~March 31, 2016 and March 31, 2015 ~~and September 30, 2014~~ of ~~($6.7)~~$2.6 million in ~~losses~~gains and ~~($2.4)~~$0.5 million in losses, respectively, have been included in other comprehensive income, a component of equity, at ~~September 30, 2015~~March 31, 2016 and ~~September 30, 2014. Return of capital on available for sale securities was $0.3 million and $0.3 million for the three months ended September 30, 2015 and September 30, 2014, respectively.~~March 31, 2015. During the three months ended ~~September 30,~~March 31, 2016 and March 31, 2015, ~~there were no~~ proceeds from the sales of investments available for sale ~~and no gross gains on the sale of investments available for sale. Proceeds from sales of investments available for sale~~ were approximately ~~$1.5 million for the three months ended September 30, 2014.~~$308,000 and $32,000, respectively. For the three months ended ~~September 30, 2014,~~March 31, 2016 and March 31, 2015, gross gains on the sale of investments available for sale amounted to ~~$0.3 million~~$2,000 and were reclassified from other comprehensive income into net gain from investments in the condensed consolidated statements of income. There were no losses on the sale of investments available for sale for the three months ended September 30, 2015 or September 30, 2014. Changes in net unrealized losses, net of taxes, for the nine months ended September 30, 2015 and September 30, 2014 of $(7.4) million in losses and $(6.8) million in losses, respectively, have been included in other comprehensive income, a component of equity, at September 30, 2015 and September 30, 2014. Return of capital on available for sale securities was $0.6 million and $0.8 million for the nine months ended September 30, 2015 and September 30, 2014, respectively. Proceeds from sales of investments available for sale were approximately $1.1 million and $8.0 million for the nine months ended September 30, 2015 and September 30, 2014, respectively. For the nine months ended September 30, 2015 and September 30, 2014, gross gains on the sale of investments available for sale amounted to $30,000 and $3.5 million,$3,000, respectively and were reclassified from other comprehensive income into net gain from investments in the condensed consolidated statements of income. There were no realized losses on the sale of investments available for sale for the ~~nine~~three months ended ~~September 30, 2015~~March 31, 2016 or ~~September 30, 2014.~~March 31, 2015. The basis on which the cost of a security sold is determined using specific identification. Accumulated other comprehensive income on the consolidated statements of equity is primarily comprised of unrealized gains/losses, net of taxes, for AFS securities.

GBL has an established accounting policy and methodology to determine other-than-temporary impairment on available for sale securities. Under this policy, available for sale securities are evaluated for other than temporary impairments and any impairment charges are recorded in net gain/(loss) from investments on the condensed consolidated statements of income. Management reviews all available for sale securities whose cost exceeds their market value to determine if the impairment is other than temporary. Management uses qualitative factors such as diversification of the investment, the amount of time that the investment has been impaired, the intent to sell and the severity of the decline in determining whether the impairment is other than temporary.

1412

~~Investments~~There were no investments classified as available for sale that ~~are~~were in an unrealized loss position ~~for which other-than-temporary impairment has not been recognized consisted of the following:~~

September 30, 2015 December 31, 2014 September 30, 2014
Unrealized Unrealized Unrealized
Cost Losses Fair Value Cost Losses Fair Value Cost Losses Fair Value
(in thousands)
Cosed-end funds $ 40,537 $ (2,847 ) $ 37,690 $ 812 $ (37 ) $ 775 $ 79 $ (2 ) $ 77
Mutual Funds 303 (79 ) 224 303 (28 ) 275 - - -
Total available for sale securities $ 40,840 $ (2,926 ) $ 37,914 $ 1,115 $ (65 ) $ 1,050 $ 79 $ (2 ) $ 77

At September 30, 2015, there were four holdings in loss positions which were not deemed to be other-than-temporarily impaired due to the length of time that they had been in a loss position and because they passed scrutiny in our evaluation of issuer-specific and industry-specific considerations. In these specific instances, the investments at September 30, 2015 were mutual funds and closed-end funds with diversified holdings across multiple companies and across multiple industries. One holding was impaired for two months, one holding was impaired for three months, one holding was impaired for seven months and one holding was impaired for eight months at September 30, 2015. The value of these holdings at September 30, 2015 was $37.9 million.

AtMarch 31, 2016, December 31, 2014, there were four holdings in loss positions which were not deemed to be other-than-temporarily impaired due to the length of time that they had been in a loss position and because they passed scrutiny in our evaluation of issuer-specific and industry-specific considerations. In these specific instances, the investments at December2015 or March 31, 2014 were mutual funds and closed-end funds with diversified holdings across multiple companies and across multiple industries. One holding was impaired for one month, one for three months and two for four months at December 31, 2014. The value of these holdings at December 31, 2014 was $1.1 million.

At September 30, 2014, there was one holding in a loss position which was not deemed to be other-than-temporarily impaired due to the length of time that it had been in a loss position and because it passed scrutiny in our evaluation of issuer-specific and industry-specific considerations. In this specific instance, the investment at September 30, 2014 was a closed-end fund with diversified holdings across multiple companies and across multiple industries. The one holding was impaired for one month at September 30, 2014. The value of this holding at September 30, 2014 was $0.1 million.2015.

For the ~~three months~~quarters ended ~~September 30,~~March 31, 2016 and 2015 there were ~~$150,000 of~~no losses on available for sale securities that were deemed to be other than temporary and a loss has been recorded in net gain from investments. There were no losses recognized on AFS securities for the three months ended September 30, 2014. For the nine months ended September 30, 2015 and September 30, 2014, there were $150,000 and $69,000, respectively, of losses on available for sale securities deemed to be other than temporary and a loss has been recorded in net gain from investments.temporary.

C. Fair Value

The following tables present information about the Company's assets and liabilities by major categories measured at fair value on a recurring basis as of ~~September 30, 2015,~~March 31, 2016, December 31, ~~2014~~2015 and ~~September 30, 2014~~March 31, 2015 and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value:

Assets and Liabilities Measured at Fair Value on a Recurring Basis as of ~~September 30, 2015~~March 31, 2016 (in thousands)

Quoted Prices in Active Significant Other Significant Balance as of
Markets for Identical Observable Unobservable September 30,
Assets Assets (Level 1) Inputs (Level 2) Inputs (Level 3) 2015
Cash equivalents $ 425,392 $ - $ - $ 425,392
Investments in partnerships - 14,319 - 14,319
Investments in securities:
AFS - Common stocks 34,095 - - 34,095
AFS - Mutual funds 1,174 - - 1,174
Trading - Common stocks 86,970 - 775 87,745
Trading - Mutual funds 3,180 - - 3,180
Trading - Other 263 143 317 723
Total investments in securities 125,682 143 1,092 126,917
Investments in sponsored registered investment companies:
AFS - Closed-end Funds 70,349 - - 70,349
AFS - Mutual Funds 2,877 - - 2,877
Trading - Mutual funds 41,820 - - 41,820
Total investments in sponsored
registered investment companies 115,046 - - 115,046
Total investments 240,728 14,462 1,092 256,282
Total assets at fair value $ 666,120 $ 14,462 $ 1,092 $ 681,674
Liabilities
Trading - Common stocks $ 5,482 $ - $ - $ 5,482
Trading - Other - 95 - 95
Securities sold, not yet purchased $ 5,482 $ 95 $ - $ 5,577

	Quoted Prices in Active		Significant Other		Significant		Balance as of
	Markets for Identical		Observable		Unobservable		March 31,
Assets	Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)		2016
Cash equivalents	$	27,909	$	-	$	-	$	27,909
Investments in securities:
AFS - Common stocks		36,402		-		-		36,402
Trading - Common stocks		17		-		-		17
Total investments in securities		36,419		-		-		36,419
Total assets at fair value	$	64,328	$	-	$	-	$	64,328
Liabilities
Securities sold, not yet purchased:
Trading - Common stocks	$	-	$	-	$	-	$	-
Total securities sold, not yet purchased	$	-	$	-	$	-	$	-

Assets and Liabilities Measured at Fair Value on a Recurring Basis as of December 31, ~~2014~~2015 (in thousands)

Quoted Prices in Active Significant Other Significant Balance as of
Markets for Identical Observable Unobservable December 31,
Assets Assets (Level 1) Inputs (Level 2) Inputs (Level 3) 2014
Cash equivalents $ 297,971 $ - $ - $ 297,971
Investments in partnerships - 23,803 - 23,803
Investments in securities:
AFS - Common stocks 38,942 - - 38,942
AFS - Mutual funds 1,368 - - 1,368
Trading - Gov't obligations 18,996 - - 18,996
Trading - Common stocks 193,735 1 1,293 195,029
Trading - Mutual funds 3,498 - - 3,498
Trading - Other 513 897 294 1,704
Total investments in securities 257,052 898 1,587 259,537
Investments in sponsored registered investment companies:
AFS - Closed-end Funds 36,323 - - 36,323
AFS - Mutual Funds 3,213 - - 3,213
Trading - Mutual funds 1 - - 1
Total investments in sponsored
registered investment companies 39,537 - - 39,537
Total investments 296,589 24,701 1,587 322,877
Total assets at fair value $ 594,560 $ 24,701 $ 1,587 $ 620,848
Liabilities
Trading - Common stocks $ 9,960 $ - $ - $ 9,960
Trading - Other - 635 - 635
Securities sold, not yet purchased $ 9,960 $ 635 $ - $ 10,595

	Quoted Prices in Active		Significant Other		Significant		Balance as of
	Markets for Identical		Observable		Unobservable		December 31,
Assets	Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)		2015
Cash equivalents	$	13,538	$	-	$	-	$	13,538
Investments in securities:
AFS - Common stocks		32,607		-		-		32,607
Trading - Common stocks		368		-		-		368
Total investments in securities		32,975		-		-		32,975
Total assets at fair value	$	46,513	$	-	$	-	$	46,513
Liabilities
Securities sold, not yet purchased:
Trading - Common stocks	$	129	$	-	$	-	$	129
Total securities sold, not yet purchased	$	129	$	-	$	-	$	129

Assets and Liabilities Measured at Fair Value on a Recurring Basis as of ~~September 30, 2014 (in thousands)~~

Quoted Prices in Active Significant Other Significant Balance as of
Markets for Identical Observable Unobservable September 30,
Assets Assets (Level 1) Inputs (Level 2) Inputs (Level 3) 2014
Cash equivalents $ 358,210 $ - $ - $ 358,210
Investments in partnerships - 24,094 - 24,094
Investments in securities:
AFS - Common stocks 36,380 - - 36,380
AFS - Mutual funds 1,389 - - 1,389
Trading - Gov't obligations 20,999 - - 20,999
Trading - Common stocks 190,215 - 724 190,939
Trading - Mutual funds 3,373 - - 3,373
Trading - Other 453 803 294 1,550
Total investments in securities 252,809 803 1,018 254,630
Investments in sponsored registered investment companies:
AFS - Closed-end Funds 36,142 - - 36,142
AFS - Mutual Funds 3,377 - - 3,377
Trading - Mutual funds 1 - - 1
Total investments in sponsored
registered investment companies 39,520 - - 39,520
Total investments 292,329 24,897 1,018 318,244
Total assets at fair value $ 650,539 $ 24,897 $ 1,018 $ 676,454
Liabilities
Trading - Common stocks $ 13,514 $ - $ - $ 13,514
Trading - Other - 666 - 666
Securities sold, not yet purchased $ 13,514 $ 666 $ - $ 14,180

The following tables present additional information about assets by major categories measured at fair value on a recurring basis and for which the Company has utilized Level 3 inputs to determine fair value.

~~Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Three Months Ended September 30,~~March 31, 2015 (in thousands)

Total
Unrealized
Gains or Total
Total Realized and (Losses) Realized
June Unrealized Gains or Included in and Transfers
30, 2015 (Losses) in Income Other Unrealized In and/or
Beginning AFS Comprehensive Gains or (Out) of Ending
Asset Balance Trading Investments Income (Losses) Purchases Sales Level 3 Balance
Financial
instruments owned:
Trading - Common
stocks $ 920 $ (145 ) $ - $ - $ (145 ) $ - $ - $ - $ 775
Trading - Other 298 19 - - 19 - - - 317
Total $ 1,218 $ (126 ) $ - $ - $ (126 ) - $ - $ - $ 1,092

	Quoted Prices in Active		Significant Other		Significant		Balance as of
	Markets for Identical		Observable		Unobservable		March 31,
Assets	Assets (Level 1)		Inputs (Level 2)		Inputs (Level 3)		2015
Cash equivalents	$	11,107	$	-	$	-	$	11,107
Investments in securities:
AFS - Common stocks		37,954		-		-		37,954
Trading - Common stocks		-		-		-		-
Total investments in securities		37,954		-		-		37,954
Total assets at fair value	$	49,061	$	-	$	-	$	49,061
Liabilities
Securities sold, not yet purchased:
Trading - Common stocks	$	-	$	-	$	-	$	-
Total securities sold, not yet purchased	$	-	$	-	$	-	$	-

~~There~~

During the quarters ended March 31, 2016 and 2015, there were no transfers between any ~~Levels during the three months ended September 30, 2015.~~Level 1 and Level 2 holdings, or between Level 1 and Level 3 holdings.

~~Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Three Months Ended September 30, 2014 (in thousands)~~

Total
Unrealized
Gains or Total
Total Realized and (Losses) Realized
June Unrealized Gains or Included in and Transfers
30, 2014 (Losses) in Income Other Unrealized In and/or
Beginning AFS Comprehensive Gains or (Out) of Ending
Asset Balance Trading Investments Income (Losses) Purchases Sales Level 3 Balance
Financial
instruments owned:
Trading - Common
stocks $ 716 $ 8 $ - $ - $ 8 $ - $ - $ - $ 724
Trading - Other 294 - - - - - - - 294
Total $ 1,010 $ 8 $ - $ - $ 8 $ - $ - $ - $ 1,018

~~There~~Other than certain securities which were ~~no transfers between any Levels during the three months ended September 30, 2014.~~

~~Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Nine Months Ended September 30, 2015 (in thousands)~~

Total
Unrealized
Gains or Total
Total Realized and (Losses) Realized
December Unrealized Gains or Included in and Transfers
31, 2014 (Losses) in Income Other Unrealized In and/or
Beginning AFS Comprehensive Gains or (Out) of Ending
Asset Balance Trading Investments Income (Losses) Purchases Sales Level 3 Balance
Financial
instruments owned:
Trading - Common
stocks $ 1,293 $ (166 ) $ - $ - $ (166 ) $ 6 $ (358 ) $ - $ 775
Trading - Other 294 102 - - 102 5 (84 ) - 317
Total $ 1,587 $ (64 ) $ - $ - $ (64 ) 11 $ (442 ) $ - $ 1,092

~~There were securities with a value of $0.4 million that were transferred out of Level 3 as a result~~part of the deconsolidation of an offshore fund during the first quarter of 2015 which are reflected in sales above. There were no transfers between Levels 1 or 2 during the nine months ended September 30, 2015.

~~Changes in Level 3 Assets and Liabilities Measured at Fair Value on a Recurring Basis for the Nine Months Ended September 30, 2014 (in thousands)~~

Total
Unrealized
Gains or Total
Total Realized and (Losses) Realized
December Unrealized Gains or Included in and Transfers
31, 2013 (Losses) in Income Other Unrealized In and/or
Beginning AFS Comprehensive Gains or (Out) of Ending
Asset Balance Trading Investments Income (Losses) Purchases Sales Level 3 Balance
Financial
instruments owned:
Trading - Common
stocks $ 700 $ 24 $ - $ - $ 24 $ - $ - $ - $ 724
Trading - Other 284 - - - - 10 - - 294
Total $ 984 $ 24 $ - $ - $ 24 $ 10 $ - $ - $ 1,018

~~There were no transfers between any Levels during the nine months ended September 30, 2014.~~

~~D. Investments in Partnerships, Offshore Funds and Variable Interest Entities ("VIEs")~~

~~The Company is general partner or co-general partner of various affiliated entities in which~~Spin-off, the Company ~~has investments totaling $87.2 million, $94.2 million and $93.2 million~~did not hold any Level 2 or 3 securities at ~~September 30, 2015,~~either March 31, 2016, December 31, 2014 and September 30, 2014, respectively, and whose underlying assets consist primarily of marketable securities (the "affiliated entities"). We also have investments in unaffiliated entities of $13.8 million, $13.4 million and $14.2 million at September 30, 2015 December 31, 2014 and September 30, 2014, respectively (the "unaffiliated entities"). On a quarterly basis, we evaluate each entity for the appropriate accounting treatment and disclosure. Certain of the affiliated entities, and none of the unaffiliated entities, are consolidated.

For those entities where consolidation is not deemed to be appropriate, we report them in our condensed consolidated statement of financial condition under the caption "Investments in partnerships". This caption includes those investments, in both affiliated and unaffiliated entities, which the Company accounts for under the equity method of accounting, as well as certain investments that the feeder funds hold that are carried at fair value, as described in Note C. The Company reflects the equity in earnings of these equity method investees and the change in fair value of the consolidated feeder funds ("CFFs") under the caption Net gain/(loss) from investments on the condensed consolidated statements of income.

The following table highlights the number of entities, including voting interest entities ("VOEs"), that we consolidate as well as under which accounting guidance they are consolidated, including CFFs, which retain their specialized investment company accounting in consolidation, partnerships and offshore funds.

Entities consolidated
CFFs Partnerships Offshore Funds Total
VIEs VOEs VIEs VOEs VIEs VOEs VIEs VOEs
Entities consolidated at December 31, 2013 1 2 - 1 - 1 1 4
Additional consolidated entities - - - - - - - -
Deconsolidated entities - - - - - - - -
Entities consolidated at September 30, 2014 1 2 - 1 - 1 1 4
Additional consolidated entities - - - - - - - -
Deconsolidated entities - - - - - - - -
Entities consolidated at December 31, 2014 1 2 - 1 - 1 1 4
Additional consolidated entities - 1 - 1 1 - 1 2
Deconsolidated entities - (1) - - - (1) - (2)
Entities consolidated at September 30, 2015 1 2 - 2 1 - 2 4

At and for the nine months ended September 30, 2015, the one CFF VIE is consolidated, as the Company has been determined to be the primary beneficiary because it has an equity interest and absorbs the majority of the expected losses and/or expected gains. At and for the nine months ended September 30, 2015, the one CFF VOE and one Partnership VOE are consolidated because the unaffiliated partners or shareholders lack substantive kick-out rights, and the Company, as either the general partner or investment manager, is deemed to have control. During the three months ended June 30, 2015, it was determined that an additional Partnership VOE should be consolidated when the Partnership was created on April 1, 2015 without unaffiliated capital and an Offshore Fund VIE should be consolidated as the last unaffiliated investor withdrew during the second quarter. Additionally, during the three months ended March 31, 2015, an Offshore Fund VOE was deconsolidated as the Company's ownership percentage fell below 50%, a CFF VOE was deconsolidated when it was closed and a different CFF VOE was consolidated as the last unaffiliated investor withdrew on March 31, 2015.

At and for the nine months ended September 30, 2014 and at December 31, 2014, one CFF VIE is consolidated, as the Company has been determined to be the primary beneficiary because it has an equity interest and absorbs the majority of the expected losses and/or expected gains. At and for the nine months ended September 30, 2014 and at December 31, 2014, two CFF VOEs, one Partnership VOE and one Offshore Fund VOE are consolidated because the unaffiliated partners or shareholders lack substantive rights, and the Company, as either the general partner or investment manager, is deemed to have control.

~~The following table breaks down the investments in partnerships line by accounting method, either fair value or equity method, and investment type (in thousands):~~

September 30, 2015
Investment Type
Affiliated Unaffiliated
Consolidated
Accounting method Feeder Funds Partnerships Offshore Funds Partnerships Offshore Funds Total

Fair Value $ 14,317 $ - $ - $ - $ - $ 14,317
Equity Method - 38,318 34,552 6,286 7,552 86,708

Total $ 14,317 $ 38,318 $ 34,552 $ 6,286 $ 7,552 $ 101,025

December 31, 2014
Investment Type
Affiliated Unaffiliated
Consolidated
Accounting method Feeder Funds Partnerships Offshore Funds Partnerships Offshore Funds Total

Fair Value $ 23,803 $ - $ - $ - $ - $ 23,803
Equity Method - 34,385 36,033 6,552 6,864 83,834

Total $ 23,803 $ 34,385 $ 36,033 $ 6,552 $ 6,864 $ 107,637

September 30, 2014
Investment Type
Affiliated Unaffiliated
Consolidated
Accounting method Feeder Funds Partnerships Offshore Funds Partnerships Offshore Funds Total

Fair Value $ 24,094 $ - $ - $ - $ - $ 24,094
Equity Method - 34,967 34,185 6,611 7,577 83,340

Total $ 24,094 $ 34,967 $ 34,185 $ 6,611 $ 7,577 $ 107,434

~~The following table includes the net impact by line item on the condensed consolidated statements of financial condition for each category of entity consolidated (in thousands):~~

September 30, 2015
Prior to Offshore
Consolidation CFFs Partnerships Funds As Reported
Assets
Cash and cash equivalents $ 425,549 $ 2 $ 52 $ 13 $ 425,616
Investments in securities 118,401 - 7,807 709 126,917
Investments in sponsored investment companies 115,046 - - - 115,046
Investments in partnerships 105,097 4,817 (8,504) (385) 101,025
Receivable from brokers 50,960 - 1,933 25 52,918
Investment advisory fees receivable 28,615 5 9 - 28,629
Other assets 22,363 16 137 2 22,518
Total assets $ 866,031 $ 4,840 $ 1,434 $ 364 $ 872,669
Liabilities and equity
Securities sold, not yet purchased $ 5,231 $ - $ 140 $ 206 $ 5,577
Accrued expenses and other liabilities 188,770 38 155 81 189,044
Total debt 106,750 - - - 106,750
Redeemable noncontrolling interests - 4,802 1,139 77 6,018
Total equity 565,280 - - - 565,280
Total liabilities and equity $ 866,031 $ 4,840 $ 1,434 $ 364 $ 872,669

December 31, 2014
Prior to Offshore
Consolidation CFFs Partnerships Funds As Reported
Assets
Cash and cash equivalents $ 298,149 $ (11) $ 86 $ - $ 298,224
Investments in securities 200,443 - 7,801 51,293 259,537
Investments in sponsored investment companies 39,537 - - - 39,537
Investments in partnerships 111,380 4,438 (8,181) - 107,637
Receivable from brokers 24,301 - 623 51,155 76,079
Investment advisory fees receivable 42,102 (6) (2) (222) 41,872
Other assets 43,393 - - 151 43,544
Total assets $ 759,305 $ 4,421 $ 327 $ 102,377 $ 866,430
Liabilities and equity
Securities sold, not yet purchased $ 9,991 $ - $ - $ 604 $ 10,595
Accrued expenses and other liabilities 109,356 22 24 38,141 147,543
Total debt 112,163 - - - 112,163
Redeemable noncontrolling interests - 4,399 303 63,632 68,334
Total equity 527,795 - - - 527,795
Total liabilities and equity $ 759,305 $ 4,421 $ 327 $ 102,377 $ 866,430

September 30, 2014
Prior to Offshore
Consolidation CFFs Partnerships Funds As Reported
Assets
Cash and cash equivalents $ 358,316 $ 7 $ 98 $ - $ 358,421
Investments in securities 203,280 - 8,836 42,514 254,630
Investments in sponsored investment companies 39,520 - - - 39,520
Investments in partnerships 110,679 4,684 (7,929) - 107,434
Receivable from brokers 31,388 - 306 48,191 79,885
Investment advisory fees receivable 31,221 17 (1) (82) 31,155
Other assets 28,528 24 (1,000) 163 27,715
Total assets $ 802,932 $ 4,732 $ 310 $ 90,786 $ 898,760
Liabilities and equity
Securities sold, not yet purchased $ 13,549 $ - $ - $ 631 $ 14,180
Accrued expenses and other liabilities 166,209 71 31 39,009 205,320
Total debt 111,941 - - - 111,941
Redeemable noncontrolling interests - 4,661 279 51,146 56,086
Total equity 511,233 - - - 511,233
Total liabilities and equity $ 802,932 $ 4,732 $ 310 $ 90,786
$ 898,760

~~The following table includes the net impact by line item on the condensed consolidated statements of income for each category of entity consolidated (in thousands):~~

Three Months Ended September 30, 2015
Prior to Offshore
Consolidation CFFs Partnerships Funds As Reported
Total revenues $ 96,558 $ (10) $ (2) $ - $ 96,546
Total expenses 60,304 23 20 3 60,350
Operating income 36,254 (33) (22) (3) 36,196
Total other income/(expense), net (12,093) (268) (120) (19) (12,500)
Income before income taxes 24,161 (301) (142) (22) 23,696
Income tax provision 9,245 - - - 9,245
Net income 14,916 (301) (142) (22) 14,451
Net loss attributable to noncontrolling interests (53) (301) (142) (22) (518)
Net income attributable to GAMCO $ 14,969 $ - $ - $ - $ 14,969

Three Months Ended September 30, 2014
Prior to Offshore
Consolidation CFFs Partnerships Funds As Reported
Total revenues $ 111,073 $ (7) $ - $ (208) $ 110,858
Total expenses 66,980 20 12 260 67,272
Operating income 44,093 (27) (12) (468) 43,586
Total other income, net (7,462) (186) (18) (2,323) (9,989)
Income before income taxes 36,631 (213) (30) (2,791) 33,597
Income tax provision 13,045 - - - 13,045
Net income 23,586 (213) (30) (2,791) 20,552
Net income attributable to noncontrolling interests (79) (213) (30) (2,791) (3,113)
Net income attributable to GAMCO $ 23,665 $ - $ - $ - $ 23,665

Nine Months Ended September 30, 2015
Prior to Offshore
Consolidation CFFs Partnerships Funds As Reported
Total revenues $ 303,139 $ (26) $ (4) $ (14) $ 303,095
Total expenses 197,828 95 50 32 198,005
Operating income 105,311 (121) (54) (46) 105,090
Total other income/(expense), net (3,016) (177) (102) 9 (3,286)
Income before income taxes 102,295 (298) (156) (37) 101,804
Income tax provision 38,547 - - - 38,547
Net income 63,748 (298) (156) (37) 63,257
Net loss attributable to noncontrolling interests (98) (298) (156) (37) (589)
Net income attributable to GAMCO $ 63,846 $ - $ - $ - $ 63,846

Nine Months Ended September 30, 2014
Prior to Offshore
Consolidation CFFs Partnerships Funds As Reported
Total revenues $ 324,287 $ (21) $ (2) $ (633) $ 323,631
Total expenses 205,207 34 38 730 206,009
Operating income 119,080 (55) (40) (1,363) 117,622
Total other income, net 6,172 20 19 (1,186) 5,025
Income before income taxes 125,252 (35) (21) (2,549) 122,647
Income tax provision 44,796 - - - 44,796
Net income 80,456 (35) (21) (2,549) 77,851
Net income/(loss) attributable to noncontrolling interests (113) (35) (21) (2,549) (2,718)
Net income attributable to GAMCO $ 80,569 $ - $ - $ - $ 80,569

~~Variable Interest Entities~~

We sponsor a number of investment vehicles where we are the general partner or investment manager. Certain of these vehicles are VIEs, but we are not the primary beneficiary, in all but two cases, because we do not absorb a majority of the entities' expected losses and/or expected returns, and they are, therefore, not consolidated. We consolidate the two VIEs where we are the primary beneficiary. The Company has not provided any financial or other support to those VIEs where we are not the primary beneficiary. The total net assets of these non-consolidated VIEs at September 30, 2015, December 31, 2014 and September 30, 2014 were $65.8 million, $71.6 million and $59.8 million, respectively. On September 30, 2015, the maximum exposure to loss as a result of our involvement with the non-consolidated VIEs is limited to the investment in one VIE of $9.6 million and the deferred carried interest that we have in another of $38,000 which was included in investments in partnerships on the condensed consolidated statements of financial condition. On December 31, 2014 and September 30, 2014, our maximum exposure to loss as a result of our involvement with the non-consolidated VIEs is limited to the investment in two VIEs of $10.6 million and $8.6 million, respectively, and the deferred carried interest that we have in another of $43,000 and $44,000, respectively, which was included in investments in partnerships on the condensed consolidated statements of financial condition. Additionally, as the general partner or investment manager to these VIEs the Company earns fees in relation to these roles, which given a decline in AUMs of the VIEs would result in lower fee revenues earned by the Company which would be reflected on the condensed consolidated statement of income, condensed consolidated statement of financial condition and condensed consolidated statement of cash flows.

The assets of these VIEs may only be used to satisfy obligations of the VIEs. The following table presents the balances related to the VIEs that are consolidated and are included on the condensed consolidated statements of financial condition as well as GAMCO's net interest in the VIEs. There are two VIEs consolidated at September 30, 2015 and one VIE consolidated at December 31, 2014 and September 30, 2014:

September 30, 2015 December 31, 2014 September 30, 2014
(In thousands)
Cash and cash equivalents $ 13 $ - $ 1
Investments in securities 709 - -
Investments in partnerships 5,116 13,434 13,618
Receivable from brokers 25 - -
Other assets 3 - -
Payable to brokers (62) - -
Securities sold, not yet purchased (206) - -
Accrued expenses and other liabilities (27) (12) (15)
Redeemable noncontrolling interests (615) (794) (962)
GAMCO's net interests in consolidated VIE $ 4,956 $ 12,628 $ 12,642

E.D. Income Taxes

The effective tax rate ("~~ETR)~~ETR") for the three months ended ~~September 30, 2015~~March 31, 2016 and ~~September 30, 2014 was 39.0% and 38.8%, respectively. The effective tax rate for the nine months ended September 30,~~March 31, 2015 was 37.9% compared to 36.5% for the prior year nine month period. During the nine month period ended September 30, 2014 we benefitted from the donation of appreciated securities used to fund our shareholder designated charitable contribution program.38.2% and 37.8%, respectively.

F.E. Earnings Per Share

The computations of basic and diluted net income per share are as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,				Three Months Ended March 31,
(in thousands, except per share amounts)	2015		2014		2015		2014
(In thousands, except per share amounts)									2016		2015
Basic:
Income from continuing operations									$	26,025	$	23,148
Income from discontinued operations, net of taxes										-		1,628
Net income attributable to GAMCO Investors, Inc.'s shareholders	$	14,969	$	23,665	$	63,846	$	80,569	$	26,025	$	24,776

Weighted average shares outstanding		24,947		25,296		25,047		25,385		29,247		25,132
Basic net income attributable to GAMCO Investors, Inc.'s
shareholders per share	$	0.60	$	0.94	$	2.55	$	3.17

Basic net income per share attributable to GAMCO
Investors, Inc.'s shareholders:
Continuing operations									$	0.89	$	0.92
Discontinued operations										-		0.07
Total									$	0.89	$	0.99

Diluted:
Income from continuing operations									$	26,025	$	23,148
Income from discontinued operations, net of taxes										-		1,628
Net income attributable to GAMCO Investors, Inc.'s shareholders	$	14,969	$	23,665	$	63,846	$	80,569	$	26,025	$	24,776

Weighted average share outstanding		24,947		25,296		25,047		25,385		29,247		25,132
Dilutive stock options and restricted stock awards		294		221		290		210		437		282
Total		25,241		25,517		25,337		25,595		29,684		25,414
Diluted net income attributable to GAMCO Investors, Inc.'s
shareholders per share	$	0.59	$	0.93	$	2.52	$	3.15

Diluted net income per share attributable to GAMCO
Investors, Inc.'s shareholders:
Continuing operations									$	0.88	$	0.91
Discontinued operations										-		0.06
Total									$	0.88	$	0.97

G.F. Debt

Debt consists of the following:

	September 30, 2015				December 31, 2014				September 30, 2014				March 31, 2016						December 31, 2015						March 31, 2015
	Carrying		Fair Value		Carrying		Fair Value		Carrying		Fair Value		Carrying			Fair Value			Carrying			Fair Value			Carrying			Fair Value
	Value		Level 2		Value		Level 2		Value		Level 2		Value			Level 2			Value			Level 2			Value			Level 2
(In thousands)
AC 4% PIK Note														$	250,000		$	249,183		$	250,000		$	250,000		$	-		$	-
Loan from GGCP															20,000			20,161			35,000			35,000			-			-
5.875% Senior notes	$	100,000	$	106,625	$	100,000	$	110,123	$	100,000	$	108,200			24,103			23,741			24,097			24,437			99,398			109,541
0% Subordinated debentures		6,750		6,800		12,163		13,000		11,941		12,775			-			-			-			-			9,936			10,440
Total	$	106,750	$	113,425	$	112,163	$	123,123	$	111,941	$	120,975		$	294,103		$	293,085		$	309,097		$	309,437		$	109,334		$	119,981

AC 4% PIK Note

In connection with the spin-off of AC on November 30, 2015, the Company issued a $250 million promissory note (the “AC 4% PIK Note”) payable to AC. The AC 4% PIK Note bears interest at 4.0% per annum. The original principal amount has a maturity date of November 30, 2020. Interest on the AC 4% PIK Note will accrue from the date of the last interest payment, or if no interest has been paid, from the effective date of the AC 4% PIK Note. At the election of the Company, payment of interest on the AC 4% PIK Note may be paid in kind (in whole or in part) on the then-outstanding principal amount (a “PIK Amount”) in lieu of cash. The Company will repay the original principal amount of the AC 4% PIK Note to AC in five equal annual installments of $50 million on each interest payment date up to and including the maturity date. All PIK Amounts added to the outstanding principal amount of the AC 4% PIK Note will mature on the fifth anniversary from the date the PIK Amount was added to the outstanding principal of the AC 4% PIK Note. In no event may any interest be paid in kind subsequent to November 30, 2019. The Company may prepay the AC 4% PIK Note (in whole or in part) prior to maturity without penalty.

5.875% Senior notes

On May 31, 2011, the Company issued 10-year, $100 million senior ~~notes.~~notes ("Senior Notes"). The ~~notes~~Senior Notes mature on June 1, 2021 and bear interest at 5.875% per annum, payable semi-annually on June 1 and December 1 of each year and commenced on December 1, 2011. Upon the occurrence of a change of control triggering event, as defined in the indenture, the Company would be required to offer to repurchase the ~~notes~~Senior Notes at 101% of their principal amount.

On November 18, 2015, the Company commenced a tender offer (the “Offer”) to purchase for cash up to $100 million aggregate principal amount of the Senior Notes at a price of 101% of the principal amount. $75.8 million of face value Senior Notes were tendered upon the expiration of the Offer. At March 31, 2016, December 31, 2015 and March 31, 2015, the debt was recorded at its face value, net of issuance costs, of $24.1 million, $24.1 million and $99.4 million, respectively.

Loan from GGCP

In connection with the Offer, the Company borrowed $35.0 million from GGCP. The loan has a term of one year and bears interest at 90-day LIBOR plus 3.25%, reset and payable quarterly. Under the terms of the loan agreement, the Company is required to fully pay the loan prior to any accelerated payment of the AC 4% PIK Note. On March 18, 2016, the Company paid back $15.0 million of the loan. At March 31, 2016 and December 31, 2015, the debt was recorded at its face value of $20.0 million and $35.0 million, respectively.

Zero coupon Subordinated debentures due December 31, 2015

On December 31, 2010, the Company issued $86.4 million in par value of five year zero coupon subordinated debentures due December 31, 2015 ("Debentures") to its shareholders of record on December 15, 2010 through the declaration of a special dividend of $3.20 per share. The Debentures have a par value of $100 and are callable at the option of the Company, in whole or in part, at any time or from time to time, at a redemption price equal to 100% of the principal amount of the Debentures to be redeemed. During the three month period ended ~~September 30,~~March 31, 2015 ~~and September 30, 2014~~ the Company repurchased 1625,957 Debentures ~~and 1,032 Debentures, respectively,~~ having a face value of ~~$1,600 and $0.1 million, respectively.~~$2.6 million. The redemptions were accounted for as extinguishments of debt and resulted in losses of ~~less than $1,000 and $10,000, respectively,~~$156,000 which ~~were~~was included in net gain from investments on the condensed consolidated statements of income. During the nine month periods ended September 30, 2015 and September 30, 2014, the Company repurchased 62,242 Debentures and 7,165 Debentures, respectively, having a face value of $6.2 million and $0.7 million, respectively. The redemptions were accounted for as extinguishments of debt and resulted in losses of $310,000 and $84,000, respectively. The debt iswas being accreted to its face value using the effective rate on the date of issuance of 7.45%. At ~~September 30,~~March 31, 2015, ~~December 31, 2014 and September 30, 2014,~~ the debt was recorded at its accreted value of ~~$6.8 million, $12.2 million~~$9.9 million. The debt matured on December 31, 2015 and ~~$11.9 million, respectively.~~was fully paid at that time.

The fair value of the Company's debt, which is a Level 2 valuation, is estimated based on either quoted market prices for the same or similar issues or on the current rates offered to the Company for debt of the same remaining maturities or using market standard models. Inputs in these standard models include credit rating, maturity and interest rate.

On May 4, 2015, the Securities and Exchange Commission ~~("SEC"~~(“SEC”) declared effective the ~~"shelf"~~“shelf” registration statement filed by the Company. The "shelf" provides the Company with the flexibility of issuing any combination of senior and subordinated debt securities, convertible securities and common and preferred securities up to a total amount of $500 million and replaced the existing shelf registration which expired in May 2015. As of ~~September 30, 2015,~~March 31, 2016, $500 million is available on the shelf.

H.G. Stockholders' Equity

Shares outstanding were ~~25.5~~29.8 million, ~~25.9~~29.8 million and ~~25.9~~25.8 million on ~~September 30, 2015,~~March 31, 2016, December 31, ~~2014~~2015 and ~~September 30, 2014,~~March 31, 2015, respectively.

2416

Dividends

Payment
Record
Date Date Amount

Three months ended March 31, 2015 March 31, 2015 March 17, 2015 $ 0.07
Three months ended June 30, 2015 June 30, 2015 June 16, 2015 0.07
Three months ended September 30, 2015 September 29, 2015 September 15, 2015 0.07
Nine months ended September 30, 2015 $ 0.21

Three months ended March 31, 2014 March 25, 2014 March 11, 2014 $ 0.06
Three months ended June 30, 2014 June 24, 2014 June 10, 2014 0.06
Three months ended September 30, 2014 September 30, 2014 September 16, 2014 0.06
Nine months ended September 30, 2014 $ 0.18

	Payment	Record
	Date	Date	Amount

Three months ended March 31, 2016	March 29, 2016	March 15, 2016	$	0.02
Three months ended March 31, 2015	March 31, 2015	March 17, 2015	$	0.07

Voting Rights

The holders of Class A Common stock ("Class A Stock") and Class B Common stock ("Class B Stock") have identical rights except that (i) holders of Class A Stock are entitled to one vote per share, while holders of Class B Stock are entitled to ten votes per share on all matters to be voted on by shareholders in general, and (ii) holders of Class A Stock are not eligible to vote on matters relating exclusively to Class B Stock and vice versa.

Stock Award and Incentive Plan

The Company maintains two Plans approved by the shareholders, which are designed to provide incentives which will attract and retain individuals key to the success of GBL through direct or indirect ownership of our common stock. Benefits under the Plans may be granted in any one or a combination of stock options, stock appreciation rights, restricted stock, restricted stock units, stock awards, dividend equivalents and other stock or cash based awards. A maximum of 3.5 million shares of Class A Stock have been reserved for issuance under the Plans by a committee of the Board of Directors responsible for administering the Plans ("Compensation Committee"). Under the Plans, the committee may grant RSAs and either incentive or nonqualified stock options with a term not to exceed ten years from the grant date and at an exercise price that the committee may determine.

OnAs of March 31, 2016, December ~~23, 2014, September 15, 2014~~31, 2015 and ~~January 9, 2014, the Company approved the granting of 73,000~~March 31, 2015, there were 553,100 RSA shares, ~~83,500~~553,100 RSA shares and 2,100 RSA shares, respectively, at a grant date fair value of $87.99 per share, $73.41 per share and $81.99 per share, respectively. As of September 30, 2015, December 31, 2014 and September 30, 2014, there were 688,550 RSA shares, 710,750 RSA shares and 639,750707,050 RSA shares outstanding, respectively, that were previously issued at an average weighted grant price of ~~$67.34, $67.45~~$64.02, $64.02 and ~~$65.12,~~$67.43, respectively. These RSA grants occurred prior to the spin-off of Associated Capital. On November 30, 2015, pursuant to the spin-off, all RSA grant holders received shares of Associated Capital’s Class A common stock as a result of their ownership of their GAMCO unvested RSAs (one share of Associated Capital for each share of GBL). All grants of the RSA shares were recommended by the Company's Chairman, who did not receive a RSA, and approved by the Compensation Committee. This expense, net of estimated forfeitures, is recognized over the vesting period for these awards which is either (1) 30% over three years from the date of grant and 70% over five years from the date of grant or (2) 30% over three years from the date of grant and 10% each year over years four through ten from the date of grant. During the vesting period, dividends to RSA holders are held for them until the RSA vesting dates and are forfeited if the grantee is no longer employed by the Company on the vesting dates. Dividends declared on these RSAs, less estimated forfeitures, are charged to retained earnings (deficit) on the declaration date.

For the three months ended ~~September 30,~~March 31, 2016 and March 31, 2015, ~~and September 30, 2014,~~ we recognized stock-based compensation expense of ~~$2.3~~$1.0 million and ~~$1.8 million, respectively. For the nine months ended September 30, 2015 and September 30, 2014, we recognized stock-based compensation expense of $6.8 million and $5.2~~$1.6 million, respectively. Actual and projected stock-based compensation expense for RSA shares ~~and options~~ for the years ended December 31, 2015 through December 31, 2024 (based on awards currently issued or granted) is as follows (in thousands):

		2014		2015		2016		2017		2018		2019			2015		2016		2017		2018		2019
	Q1	$	1,700	$	2,277	$	1,681	$	1,143	$	770	$	612	Q1	$	1,639	$	1,037	$	685	$	464	$	365
	Q2		1,697		2,267		1,681		1,143		748		612	Q2		1,640		1,036		685		453		365
	Q3		1,785		2,275		1,327		1,013		669		547	Q3		1,644		806		602		402		323
	Q4		2,017		7,981		1,150		883		613		501	Q4		4,945		691		520		366		295
Full Year	Full Year	$	7,199	$	14,800	$	5,839	$	4,182	$	2,800	$	2,272	Full Year	$	9,868	$	3,570	$	2,492	$	1,685	$	1,348

			2020		2021		2022		2023		2024					2020		2021		2022		2023		2024
	Q1	$	350	$	227	$	146	$	76	$	12			Q1	$	219		145	$	93	$	48	$	7
	Q2		319		227		146		76		12			Q2		204		145		93		48		7
	Q3		264		179		104		38		9			Q3		169		114		66		24		5
	Q4		227		145		76		11		-			Q4		145		93		48		7		-
Full Year	Full Year	$	1,160	$	778	$	472	$	201	$	33			Full Year	$	737		497	$	300	$	127	$	19

The total compensation cost related to non-vested ~~options~~RSAs not yet recognized is approximately ~~$25.7~~$9.7 million as of ~~September 30, 2015.~~March 31, 2016. There were no options exercised for the three months ended ~~September 30, 2015~~March 31, 2016 or September 30, 2014. For the nine months ended September 30, 2015 and September 30, 2014, proceeds from the exercise of 26,000 stock options and 40,000 stock options, respectively, were $1.2 million and $1.6 million, respectively, resulting in a tax benefit to GAMCO of $0.1 million and $0.3 million, respectively.March 31, 2015.

Stock Repurchase Program

In March 1999, GAMCO's Board of Directors established the Stock Repurchase Program to grant management the authority to repurchase shares of our Class A Common Stock. On August 4, 2015, our Board of Directors authorized an incremental 500,000 shares to be added to the current buyback authorization. For the three months ended ~~September 30,~~March 31, 2016 and March 31, 2015, ~~and September 30, 2014,~~ the Company repurchased ~~172,007~~30,503 shares and ~~94,942~~41,393 shares, respectively, at an average price per share of ~~$61.11~~$29.42 and $77.67, respectively. For the nine months ended September 30, 2015 and September 30, 2014, the Company repurchased 321,488 shares and 319,662 shares, respectively, at an average price per share of $66.96 and $78.43,$77.19, respectively. From the inception of the program through ~~September 30, 2015, 9,447,513~~March 31, 2016, 9,583,156 shares have been repurchased at an average price of ~~$44.70~~$44.76 per share. At ~~September 30, 2015,~~March 31, 2016, the total shares available under the program to be repurchased in the future were ~~687,295.~~

551,652.

~~I. Goodwill and~~

H. Identifiable Intangible Assets

At September 30, 2015, $3.5 million of goodwill is reflected within other assets on the condensed consolidated statements of financial condition with $3.3 million related to a 94%-owned subsidiary, Gabelli Securities, Inc. and $0.2 million related to G.distributors, LLC. The Company assesses the recoverability of goodwill at least annually, or more often should events warrant, using a qualitative assessment of whether it is more likely than not that an impairment has occurred to determine if a quantitative analysis is required. There were no indicators of impairment for the three months ended September 30, 2015 or September 30, 2014, and as such there was no impairment analysis performed or charge recorded.

As a result of becoming the advisor to the Gabelli Enterprise Mergers and Acquisitions Fund and the associated consideration paid, the Company maintains an identifiable intangible asset of $1.9 million within other assets on the condensed consolidated statements of financial condition at ~~September 30, 2015,~~March 31, 2016, December 31, ~~2014~~2015 and ~~September 30, 2014.~~March 31, 2015. The investment advisory agreement is subject to annual renewal by the fund's Board of Directors, which the Company expects to be renewed, and the Company does not expect to incur additional expense as a result, which is consistent with other investment advisory agreements entered into by the Company. The advisory contract is next up for renewal in February ~~2016.~~2017. On November 1, 2015, as a result of becoming the advisor to the Bancroft Fund Ltd. and the Ellsworth Growth and Income Fund Ltd. and the associated consideration paid, the Company maintains an identifiable intangible asset of $1.6 million within other assets on the condensed consolidated statement of financial condition at March 31, 2016 and December 31, 2015. The advisory contracts for the Bancroft Fund Ltd. and the Ellsworth Growth and Income Fund Ltd. are both next up for renewal in November 2017. The Company assesses the recoverability of this intangible asset at least annually, or more often should events warrant. There were no indicators of impairment for the three months ended ~~September 30,~~March 31, 2016 or March 31, 2015, ~~or September 30, 2014,~~ and as such there was no impairment analysis performed or charge recorded.

J.I. Commitments and Contingencies

From time to time, the Company may be named in legal actions and proceedings. These actions may seek substantial or indeterminate compensatory as well as punitive damages or injunctive relief. The Company is also subject to governmental or regulatory examinations or investigations. The examinations or investigations could result in adverse judgments, settlements, fines, injunctions, restitutions or other relief. For any such matters, the condensed consolidated financial statements include the necessary provisions for losses that the Company believes are probable and estimable. Furthermore, the Company evaluates whether there exist losses which may be reasonably possible and will, if material, make the necessary disclosures. However, management believes such amounts, both those that are probable and those that are reasonably possible, are not material to the Company's financial condition, operations or cash flows at ~~September 30, 2015.~~March 31, 2016.

J. Discontinued Operations

As a result of the Spin-off, the results of AC’s operations through the Spin-off Date, as well as transaction costs related to the Spin-off, have been classified in the condensed consolidated statements of income as discontinued operations. There was no gain or loss on the Spin-off for the Company, and it was a tax-free spin-off to GAMCO’s shareholders.

The ~~Company indemnifies~~first quarter 2015 results include $0.8 million in costs incurred with respect to the ~~clearing brokers~~Spin-off and are included in Other operating expenses below. Operating results for the period from January 1, 2015 through March 31, 2015 is summarized below:

	Period Ended
	March 31, 2015
Revenues
Investment advisory and incentive fees	$	2,119
Distribution fees and other income		134
Institutional research services		2,447
Total revenues		4,700
Expenses
Compensation		5,879
Stock based compensation		638
Management fee		302
Distribution costs		(29	)
Other operating expenses		2,555
Total expenses		9,345
Operating loss		(4,645	)
Other income (expense)
Net gain from investments		6,945
Interest and dividend income		746
Interest expense		(334	)
Total other income (expense), net		7,357
Income from discontinued operations before income taxes		2,712
Income tax provision		1,101
Income from discontinued operations, net of taxes		1,611
Net loss attributable to noncontrolling interests		(17	)
Net income attributable to GAMCO Investors, Inc.'s discontinued operations, net of taxes	$	1,628

The assets and liabilities of ~~G.research, Inc., our broker-dealer subsidiary, for losses they may sustain from~~AC have been classified in the ~~customer accounts that trade on margin introduced by it. At September 30,~~consolidated statement of financial condition as of March 31, 2015 ~~the total amount~~as assets and liabilities of customer balances subject to indemnification (i.e. unsecured margin debits) was immaterial. The Company also has entered into arrangements with various other third parties many of which provide for indemnificationdiscontinued operations and consist of the third parties against losses, costs, claims and liabilities arising from the performance of obligations under the agreements. The Company has had no claims or payments pursuant to these or prior agreements and believes the likelihood of a claim being made is remote. The Company's estimate of the value of such agreements is de minimis, and therefore an accrual has not been made on the condensed consolidated financial statements.following:

	March 31, 2015
Cash and cash equivalents	$	320,373
Investments in securities		120,834
Investments in sponsored registered investment companies		120,831
Investments in partnerships		106,943
Receivable from brokers		19,515
Investment advisory fees receivable		1,462
Receivable from affiliates		(28,373	)
Income tax receivable		10
Other assets		11,668
Total assets of discontinued operations		673,263

Payable to brokers		10,128
Income taxes payable and deferred tax liabilities		9,697
Compensation payable		4,571
Securities sold, not yet purchased		8,569
Payable to affiliates		(28	)
Mandatorily redeemable noncontrolling interests		1,298
Accrued expenses and other liabilities		1,547
Total liabilities of discontinued operations		35,782

Redeemable noncontrolling interests from discontinued operations		5,519

Noncontrolling interests from discontinued operations		2,726

Net assets of discontinued operations	$	629,236

K. Subsequent Events

~~From October 1, 2015 to November 4, 2015,~~On April 21, 2016, the Company ~~repurchased 91,740 shares at $57.53 per share.~~paid down the GGCP Loan by an additional $5.0 million.

On October 12, 2015, the Board of Directors accelerated the lapse of restrictions on the November 2013 grant of restricted stock awards ("RSAs") effective on October 19, 2015. There were 130,650 RSAs outstanding relating to this grant. As a result of the acceleration, GAMCO will incur a fourth quarter non-cash charge of $5.7 million or $0.13 per diluted share (after management fee and tax benefit). 557,900 RSAs will still remain outstanding after the acceleration of the November 2013 grant.

On October 13, 2015 GAMCO announced that it had again adopted a Shareholder Designated Charitable Contribution program for all registered Class A and Class B shareholders. Based on the approximately 21 million shares currently registered in shareholders' names, the total contribution GAMCO is expected to make will be $5.3 million. If all shares outstanding are registered in their shareholders' name at the record date, the total contribution would increase to $6.4 million.

On November 2, 2015, GAMCO announced that its Board of Directors had approved the spin-off of Associated Capital Group, Inc. (“AC”), which will include GAMCO’s alternative investment management business, its institutional research services business and financial assets. The distribution is expected to occur at 11:59 p.m. on November 30, 2015 with GAMCO shareholders receiving one share of Associated Capital Group class A common stock for each share of GAMCO class A common stock held on November 12, 2015, the record date, and one share of Associated Capital Group class B common stock for each share of GAMCO class B common stock held on the record date.

~~On November 4, 2015,~~May 3, 2016, the Board of Directors declared its regular quarterly dividend of ~~$0.07~~$0.02 per share to all of its shareholders, payable on ~~December 29, 2015~~June 28, 2016 to shareholders of record on ~~December 15, 2015.~~June 14, 2016.

~~GAMCO has received a commitment from a related party whereby it will provide~~From April 1, 2016 to ~~GAMCO a single purpose $100 million line of credit to be drawn upon only to prepay any or all of~~May 9, 2016, the ~~outstanding 5.875% Senior Notes (due June 1, 2021). This line of credit will be available for drawdown during a 90 day period to commence on a date to be determined.~~Company repurchased 100 shares at $37.43 per share.

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ITEM 2: ~~MANAGEMENT'S~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (INCLUDING QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK)

Overview

GAMCO, through the Gabelli brand, well known for its Private Market Value (PMV) with a Catalyst^TM investment approach,is a widely-recognized provider of investment advisory services to open- and closed-end funds and institutional and private wealth management investors ~~and investment partnerships,~~ principally in the United States. Through ~~G.research, LLC ("G.research"), we provide institutional research and brokerage services to institutional clients and investment partnerships. Through~~ G.distributors, LLC ~~("G.distributors"~~(“G.distributors”), we provide mutual fund distribution. We generally manage assets on a fully discretionary basis and invest in a variety of U.S. and international securities through various investment styles. Our revenues are based primarily on the ~~Company's~~Company’s levels of assets under management and fees associated with our various investment products.

Our revenues are highly correlated to the level of assets under management and fees associated with our various investment products, rather than our own corporate assets. Assets under management, which are directly influenced by the level and changes of the overall equity markets, can also fluctuate through acquisitions, the creation of new products, the addition of new accounts or the loss of existing accounts. Since various equity products have different fees, changes in our business mix may also affect revenues. At times, the performance of our equity products may differ markedly from popular market indices, and this can also impact our revenues. General stock market trends will have the greatest impact on our level of assets under management and hence, on revenues.

We conduct our investment advisory business principally through the following subsidiaries: GAMCO Asset Management Inc. (Institutional and Private Wealth Management), and Gabelli Funds, LLC (Funds) ~~and Gabelli Securities, Inc. (Investment Partnerships)~~. ~~We also act as an underwriter and provide institutional research through G.research, one of our broker-dealer subsidiaries.~~ The distribution of our open-end funds is conducted through G.distributors, our other broker-dealer subsidiary.

Assets under management ~~("AUM"~~(“AUM”) were ~~$39.6~~$38.7 billion as of ~~September 30,~~March 31, 2016, the same as the AUM from December 31, 2015 of $38.7 billion and a decrease of ~~12.9%~~14.9% from the March 31, 2015 AUM of ~~$45.4 billion at June 30, 2015 and 15.7% from the September 30, 2014 AUM of $46.9~~$45.5 billion. The ~~third~~first quarter ~~2015 decrease in AUM of $5.8 billion~~2016 activity consisted of net cash outflows of ~~$1.9~~$0.8 billion, ~~$3.8~~$1.0 billion of market ~~depreciation~~appreciation and recurring distributions, net of reinvestments, from open-end and closed-end funds of $0.1 million. Average total AUM was ~~$42.7~~$37.5 billion in the ~~2015~~2016 quarter versus ~~$48.4~~$45.8 billion in the prior year period, a decrease of ~~11.8%~~18.1%. Average AUM in our open-end equity funds, a key driver to our investment advisory fees, was ~~$15.2~~$13.2 billion in the ~~third~~first quarter of ~~2015,~~2016, falling ~~16.0%~~22.4% from the ~~2014~~2015 quarter average AUM of ~~$18.1~~$17.0 billion.

In addition to management fees, we earn incentive fees for certain institutional client assets, certain assets attributable to preferred issues of our closed-end funds toand our GDL Fund (NYSE: GDL) ~~and investment partnership assets.~~. As of ~~September 30, 2015,~~March 31, 2016, assets under management with incentive based fees were ~~$3.9~~$2.5 billion, a decrease of ~~$1.0~~$0.2 billion, or ~~20.4%~~7.4%, from the ~~$4.9~~$2.7 billion at ~~June 30,~~December 31, 2015 and ~~13.3%~~40.5% lower than the ~~$4.5~~$4.2 billion on ~~September 30, 2014.~~March 31, 2015.

On May 12, 2015, a Form 10 was filed for the potential restructuring that will enable the Company to further increase its market focus. Subsequently, we filed subsequent amendments over the course of several months with the most recent amendment having been filed on October 30, 2015. On November 2, 2015, GAMCO announced that its Board of Directors had approved the spin-off of Associated Capital Group, Inc. (“AC”), which will include GAMCO’s alternative investment management business, its institutional research services business and financial assets. The distribution is expected to occur at 11:59 p.m. on November 30, 2015 with GAMCO shareholders receiving one share of Associated Capital Group class A common stock for each share of GAMCO class A common stock held on November 12, 2015, the record date, and one share of Associated Capital Group class B common stock for each share of GAMCO class B common stock held on the record date.

2821

The Company reported Assets Under Management as follows (in millions):

Table I: Fund Flows - 3rd Quarter 2015
Fund
Market distributions,
June 30, appreciation/ Net cash net of September 30,
2015 (depreciation) flows reinvestments 2015
Equities:
Open-end Funds $ 15,984 $ (1,289 ) $ (606 ) $ (14 ) $ 14,075
Closed-end Funds 6,981 (663 ) (5 ) (108 ) 6,205
Institutional & PWM - direct 16,011 (1,497 ) (1,324 ) - 13,190
Institutional & PWM - sub-advisory 3,703 (345 ) (56 ) - 3,302
Investment Partnerships 937 (31 ) 41 - 947
SICAV (a) 152 (5 ) 27 - 174
Total Equities 43,768 (3,830 ) (1,923 ) (122 ) 37,893
Fixed Income:
Money-Market Fund 1,600 - 37 - 1,637
Institutional & PWM 46 - (1 ) - 45
Total Fixed Income 1,646 - 36 - 1,682
Total Assets Under Management $ 45,414 $ (3,830 ) $ (1,887 ) $ (122 ) $ 39,575

~~(a) Includes $45 million and $42 million of seed capital at June 30, 2015 and September 30, 2015, respectively.~~

Table II: Fund Flows - Year to date September 2015
Fund
Market distributions,
December 31, appreciation/ Net cash net of September 30,
2014 (depreciation) flows reinvestments 2015
Equities:
Open-end Funds $ 17,684 $ (1,210 ) $ (2,343 ) $ (56 ) $ 14,075
Closed-end Funds 6,949 (541 ) 138 (341 ) 6,205
Institutional & PWM - direct 16,597 (1,372 ) (2,035 ) - 13,190
Institutional & PWM - sub-advisory 3,704 (202 ) (200 ) - 3,302
Investment Partnerships 905 (4 ) 46 - 947
SICAV (a) 135 (8 ) 47 - 174
Total Equities 45,974 (3,337 ) (4,347 ) (397 ) 37,893
Fixed Income:
Money-Market Fund 1,455 - 182 - 1,637
Institutional & PWM 58 - (13 ) - 45
Total Fixed Income 1,513 - 169 - 1,682
Total Assets Under Management $ 47,487 $ (3,337 ) $ (4,178 ) $ (397 ) $ 39,575

~~(a) Includes $71 million and $42 million of seed capital at December 31, 2014 and September 30, 2015, respectively.~~

Table III: AUM Summary % Change From
September 30, June 30, September 30, June 30, September 30,
2015 2015 2014 2015 2014
Equities:
Open-end Funds $ 14,075 $ 15,984 $ 17,458 (11.9 %) (19.4 %)
Closed-end Funds 6,205 6,981 6,963 (11.1 ) (10.9 )
Institutional & PWM - direct 13,190 16,011 16,223 (17.6 ) (18.7 )
Institutional & PWM - sub-advisory 3,302 3,703 3,525 (10.8 ) (6.3 )
Investment Partnerships 947 937 899 1.1 5.3
SICAV (a) 174 152 121 14.5 43.8
Total Equities 37,893 43,768 45,189 (13.4 ) (16.1 )
Fixed Income:
Money-Market Fund 1,637 1,600 1,698 2.3 (3.6 )
Institutional & PWM 45 46 60 (2.2 ) (25.0 )
Total Fixed Income 1,682 1,646 1,758 2.2 (4.3 )
Total Assets Under Management $ 39,575 $ 45,414 $ 46,947 (12.9 ) (15.7 )

~~(a) Includes $42 million, $45 million and $70 million of seed capital at September 30, 2015, June 30, 2015 and September 30, 2014, respectively.~~The Company reported Assets Under Management as follows (in millions):

Table I: Fund Flows - 1st Quarter 2016

								Fund
			Market					distributions,
	December 31,		appreciation/		Net cash			net of			March 31,
	2015		(depreciation)		flows			reinvestments			2016
Equities:
Open-end Funds	$	13,811	$	465	$	(458	)	$	(11	)	$	13,807
Closed-end Funds		6,492		213		70			(112	)		6,663
Institutional & PWM - direct		13,366		241		(327	)		-			13,280
Institutional & PWM - sub-advisory		3,401		67		(41	)		-			3,427
SICAV		37		1		-			-			38
Total Equities		37,107		987		(756	)		(123	)		37,215
Fixed Income:
Money-Market Fund		1,514		-		(40	)		-			1,474
Institutional & PWM		38		-		(6	)		-			32
Total Fixed Income		1,552		-		(46	)		-			1,506
Total Assets Under Management	$	38,659	$	987	$	(802	)	$	(123	)	$	38,721

Table II: Assets Under Management by Quarter

							% Change From
	March 31,		December 31,		March 31,		December 31,			March 31,
	2016		2015		2015		2015			2015
Equities:
Open-end Funds	$	13,807	$	13,811	$	16,643		0.0	%		(17.0	%)
Closed-end Funds		6,663		6,492		7,071		2.6			(5.8	)
Institutional & PWM - direct		13,280		13,366		16,407		(0.6	)		(19.1	)
Institutional & PWM - sub-advisory		3,427		3,401		3,814		0.8			(10.1	)
SICAV		38		37		-		2.7			n/	m
Total Equities		37,215		37,107		43,935		0.3			(15.3	)
Fixed Income:
Money-Market Fund		1,474		1,514		1,520		(2.6	)		(3.0	)
Institutional & PWM		32		38		52		(15.8	)		(38.5	)
Total Fixed Income		1,506		1,552		1,572		(3.0	)		(4.2	)
Total Assets Under Management	$	38,721	$	38,659	$	45,507		0.2	%		(14.9	%)

The following discussion should be read in conjunction with the unaudited Condensed Consolidated Financial Statements and the notes thereto included in Item 1 to this report.

RESULTS OF OPERATIONS

Three Months Ended ~~September 30, 2015~~March 31, 2016 Compared To Three Months Ended ~~September 30, 2014~~March 31, 2015

(Unaudited; in thousands, except per share data)
	2015			2014			2016			2015
Revenues
Investment advisory and incentive fees	$	82,182		$	92,591		$	70,848		$	86,068
Distribution fees and other income		12,301			15,727			10,537			13,738
Institutional research services		2,063			2,540
Total revenues		96,546			110,858			81,385			99,806
Expenses
Compensation		39,731			43,316			20,274			37,977
Management fee		2,682			3,756			1,080			4,135
Distribution costs		12,344			15,101			10,717			14,441
Other operating expenses		5,593			5,099			4,372			4,663
Total expenses		60,350			67,272			36,443			61,216
Operating income		36,196			43,586			44,942			38,590
Other income (expense)
Net gain from trading securities		(11,467	)		(9,086	)		223			13
Interest and dividend income		884			1,084			368			528
Interest expense		(1,917	)		(1,987	)		(3,406	)		(1,905	)
Total other income/(expense), net		(12,500	)		(9,989	)
Total other expense								(2,815	)		(1,364	)
Income before income taxes		23,696			33,597			42,127			37,226
Income tax provision		9,245			13,045			16,102			14,078
Net income		14,451			20,552
Net income/(loss) attributable to noncontrolling interests		(518	)		(3,113	)
Income from continuing operations								26,025			23,148
Income from discontinued operations								-			1,628
Net income attributable to GAMCO Investors, Inc.'s shareholders	$	14,969		$	23,665		$	26,025		$	24,776

Net income attributable to GAMCO Investors, Inc.'s shareholders per share:							$	0.89		$	0.92
Basic	$	0.60		$	0.94
Diluted	$	0.59		$	0.93
Basic - Continuing operations								-			0.07
Basic - Discontinued operations							$	0.89		$	0.99
Basic - Total

Diluted - Continuing operations							$	0.88		$	0.91
Diluted - Discontinued operations								-			0.06
Diluted - Total							$	0.88		$	0.97

Overview

~~Net income attributable to shareholders of GAMCO~~Income from continuing operations for the quarter was ~~$15.0~~$26.0 million, or ~~$0.59~~$0.88 per fully diluted share, versus ~~$23.7~~$23.1 million, or ~~$0.93~~$0.91 per fully diluted share, in the prior ~~year's~~year’s quarter. The quarter to quarter comparison was impacted by lower variable compensation partially offset by lower revenues and lower income from firm ~~investments and increased stock compensation costs.~~investments.

Revenues

Investment advisory and incentive fees for the ~~third~~first quarter ~~2015~~2016 were ~~$82.2~~$70.8 million, ~~11.2%~~17.8% lower than the ~~2014~~2015 comparative figure of ~~$92.6~~$86.1 million. Open-end fund revenues decreased by ~~16.7%~~22.7% to ~~$36.8~~$31.3 million from ~~$44.2~~$40.5 million in the ~~third~~first quarter of ~~2014~~2015 driven by a ~~16.0%~~22.4% decrease in average open-end equity AUM. Our closed-end fund revenues decreased ~~8.9%~~12.1% to ~~$14.3~~$13.1 million in the ~~third~~first quarter ~~2015~~2016 from ~~$15.7~~$14.9 million in ~~2014~~2015 due to a ~~7.6%~~11.6% decrease in non-performance fee based average AUM. Institutional and private wealth management account revenues, excluding incentive fees, which are generally based on beginning of quarter AUM, decreased ~~$2.0~~$4.2 million to ~~$28.8~~$25.9 million from ~~$30.8~~$30.1 million in ~~third~~first quarter ~~2014.~~2015. There were no incentive fees earned during the ~~third~~first quarter ~~2015.~~2016. Incentive fees earned during the ~~third~~first quarter ~~2014~~2015 were ~~$0.1~~$0.5 million. Investment partnership revenues were $2.3 million, an increase of 27.8% from $1.8 million in third quarter 2014 due to an increase in average AUM resulting from a combination of market performance and net inflows.

Open-end fund distribution fees and other income were ~~$12.3~~$10.5 million for the ~~third~~first quarter ~~2015,~~2016, a decrease of ~~$3.4~~$3.2 million or ~~21.7%~~23.4% from ~~$15.7~~$13.7 million in the prior year period, primarily due to lower average AUM in open-end equity funds that generate distribution fees and decreased level of sales of load shares of open-end funds.

~~Our institutional research revenues were $2.1 million in the third quarter 2015 compared to $2.5 million reported in the prior year period.~~

Expenses

Compensation costs, which are largely variable, were ~~$39.7~~$20.3 million or ~~8.3%~~46.6% lower than prior year compensation costs of ~~$43.3~~$38.0 million. The deferred compensation agreement entered into by the Company with Mr. Gabelli resulted in variable compensation being reduced by $10.4 million during the first quarter of 2016. This expense will be recognized ratably over the vesting period through January 1, 2020. The remainder of the quarter over quarter decrease was comprised of a ~~$3.1~~$5.8 million decrease in variable compensation related to the decreased levels of AUM, ~~partially offset by~~ a ~~$0.5~~$0.6 million ~~increase~~decrease in stock compensation expense ~~recognized for RSAs issued in 2014~~ and a ~~$1.0~~$0.9 million decrease in fixed compensation, primarily relating to reduced bonus accruals in the current quarter.

Management fee expense, which is wholly variable and based on pretax income, decreased to ~~$2.7~~$1.1 million in the ~~third~~first quarter of ~~2015~~2016 from ~~$3.8~~$4.1 million in the ~~2014~~2015 period. The management fee expense for the first quarter of 2016 was lower by $2.2 million due to the accounting of the deferred compensation agreement with Mr. Gabelli.

Distribution costs were ~~$12.3~~$10.7 million, a decrease of ~~$2.8~~$3.7 million or ~~18.5%~~25.7% from ~~$15.1~~$14.4 million in the prior ~~year's~~year’s period. The decline in distribution costs was driven by lower AUM which resulted in reduced payments to third parties for distribution of ~~$2.2~~$2.3 million, ~~and~~ lower amortization of advanced commissions of ~~$0.5 million.~~$0.3 million, and the $1.0 million of expenses incurred in launching a closed-end fund during the first quarter of 2015.

Other operating expenses were ~~$5.6~~$4.4 million in the ~~third~~first quarter of ~~2015, an increase~~2016, a decrease of ~~$0.5~~$0.3 million, or ~~9.8%~~6.4%, from ~~$5.1~~$4.7 million in the ~~third~~first quarter of 2014. The prior year quarter benefitted from insurance reimbursements of $0.8 million for legal and regulatory costs previously incurred and expensed. Excluding these costs in the current quarter and reimbursements in the prior year quarter other operating expenses decreased $0.3, or 5.1% to $5.6 million in the third quarter of 2015 from $5.9 million in the prior year quarter.2015.

Operating income for the ~~third~~first quarter of ~~2015~~2016 was ~~$36.2~~$44.9 million, ~~a decrease~~an increase of ~~$7.4~~$6.3 million, or ~~17.0%~~16.3%, from the ~~$43.6~~$38.6 million in the ~~third~~first quarter of ~~2014.~~2015. Operating income, as a percentage of revenues, was ~~37.5%~~55.2% in the ~~2015~~2016 quarter as compared to ~~39.3%~~38.7% in the ~~2014~~2015 quarter.

Other expense

Total other expense, net was a net expense of ~~$12.5~~$2.8 million for the ~~third~~first quarter ~~2015~~2016 versus a net expense of ~~$10.0~~$1.4 million in the prior ~~year's~~year’s quarter. ~~Realized and unrealized losses in our~~Net gain from trading ~~portfolio were $11.5~~securities increased $0.2 million to $0.2 million in the ~~2015~~first quarter ~~versus $9.1 million in the 2014 quarter.~~of 2016. Interest and dividend income decreased to ~~$0.9~~$0.4 million in the ~~third~~first quarter ~~2015~~2016 from ~~$1.1~~$0.5 million in the ~~third~~first quarter ~~2014.~~2015. Interest expense ~~decreased $0.1~~increased $1.5 million to $3.4 million in the first quarter 2016 from $1.9 million in the ~~third quarter 2015 from $2.0 million in the third~~first quarter of ~~2014.~~2015.

The effective tax rates ~~("ETR"~~(“ETR”) for the three months ended ~~September 30,~~March 31, 2016 and March 31, 2015 ~~and September 30, 2014~~ were ~~39.0% and 38.8%, respectively. Excluding net income (loss) attributable to noncontrolling interests, the ETR was~~ 38.2% and ~~35.5% for the third quarters of 2015 and 2014,~~37.8%, respectively. ~~The ETR for the three months ended September 30, 2014 was reduced by 2.6% for a state refund.~~

DEFERRED COMPENSATION

~~Nine Months Ended September 30,~~On December 21, 2015, ~~Compared To Nine Months Ended September 30, 2014~~

(Unaudited; in thousands, except per share data)
2015 2014
Revenues
  Investment advisory and incentive fees $ 257,563 $ 270,544
  Distribution fees and other income 39,402 43,367
  Institutional research services 6,130 6,720
Total revenues 303,095 323,631
Expenses
  Compensation 127,627 131,258
  Management fee 11,360 13,628
  Distribution costs 39,747 44,087
  Other operating expenses 19,271 17,036
Total expenses 198,005 206,009
Operating income 105,090 117,622
Other income
  Net gain from trading securities (614 ) 7,468
  Interest and dividend income 3,227 3,557
  Interest expense (5,899 ) (6,000 )
Total other income/(expense), net (3,286 ) 5,025
Income before income taxes 101,804 122,647
Income tax provision 38,547 44,796
Net income 63,257 77,851
Net income/(loss) attributable to noncontrolling interests (589 ) (2,718 )
Net income attributable to GAMCO Investors, Inc.'s shareholders $ 63,846 $ 80,569

Net income attributable to GAMCO Investors, Inc.'s shareholders per share:
Basic $ 2.55 $ 3.17
Diluted $ 2.52 $ 3.15

~~Overview~~

~~Net income attributable~~GAMCO entered into a deferred compensation agreement with Mr. Gabelli whereby his variable compensation for 2016 will be in the form of Restricted Stock Units (“RSUs”) determined by the volume-weighted average price of the Company’s Class A Stock during 2016. The Board’s decision to ~~shareholders~~grant these RSUs and thereby defer the cash payment of ~~GAMCO~~his 2016 variable compensation until January 1, 2020 was to provide the Company with greater financial flexibility. While the issuance of the award itself does not change Mr. Gabelli’s compensation, the GAAP reporting for his compensation has changed. The first quarter 2016 results were materially bolstered by the GAAP-mandated treatment of these RSUs. Margins for the first ~~nine months~~quarter 2016 therefore are not comparable with prior periods. Under GAAP, only 25% of ~~2015 was $63.8 million or $2.52 per fully diluted share versus $80.6 million or $3.15 per fully diluted share~~this deferred compensation expense is being recognized in the ~~prior year's~~current year with the remainder amortized as expense in 2017, 2018, and 2019. Expressed another way, the 2016 first ~~nine months. The period to period comparison was~~quarter as well as the remainder of 2016 benefit from a reduction of 75% of the compensation, and 2017, 2018, and 2019 will, in turn, be impacted by ~~lower revenues, lower income~~an additional 25% of the compensation from ~~firm investments and increased stock compensation costs.~~

~~Revenues~~2016 in each year. No decision has been made regarding whether an RSU grant will be repeated for 2017.

~~Investment advisory~~The balance sheet is also impacted; the compensation payable at March 31, 2016 and ~~incentive fees for~~in each future period-end of 2016 is only 25% of the ~~nine months ended September 30, 2015 were $257.6 million, 4.8% below~~full amount of the ~~comparable 2014 figure~~2016 compensation that will be due once the RSUs are fully vested. At March 31, 2016, the amount of ~~$270.5~~unrecognized compensation was $12.6 million. Open-end fund revenues decreased by 8.7% to $117.0 million from $128.1 million in first nine months 2014 driven by a 8.3% decrease in average open-end equity AUM. Our closed-end fund revenues decreased 1.5% to $44.6 million in the first nine months of 2015 from $45.3 million in 2014 due to a 1.3% decrease in non-performance fee based average AUM. Institutional and private wealth management account revenues, excluding incentive fees, which are generally based on beginning of quarter AUM, decreased $2.4 million, or 2.6%, to $88.8 million from $91.2 million in first nine months of 2014. During the first nine months of 2015 we earned $0.8 million in incentive fees versus the $0.9 million earned in the first nine months of 2014. Investment partnership revenues were $6.3 million, an increase of 26.0% from $5.0 million for the nine months ended September 30, 2014 due to an increase in average AUM resulting from net inflows.

Open-end fund distribution fees and other income were $39.4 million for the first nine months of 2015, a decrease of $7.0 million or 15.1% from $46.4 million in the prior year period, primarily due to lower average AUM in open-end equity funds that generate distribution fees and decreased level of sales of load shares of open-end funds.

~~Our institutional research revenues were $6.1 million in the first nine months of 2015 versus $6.7 million in the prior year period.~~

3324

~~Expenses~~

~~Compensation costs, which are largely variable, were $127.6 million, or 2.8% lower, than~~The following tables show a reconciliation of our results for the ~~prior year~~first quarter of 2016 and our balance sheet at March 31, 2016 between the GAAP basis and a non-GAAP adjusted basis of the deferred compensation ~~costs~~(the RSU grant) as if all of ~~$131.3 million. The $5.0 million decrease~~the expense was recognized in ~~variable compensation~~2016. We believe this adjusted measure is useful in evaluating the ongoing operating results of the Company absent the material adjustment related to the ~~decreased levels~~treatment of ~~AUM and a $0.3 million decrease in fixed~~the deferred compensation ~~was partially offset by a $1.6 million increase in stock compensation expense recognized for RSAs issued in 2014.~~agreement.

	Three Months Ended March 31, 2016
				Impact of
	Reported			Deferred
	GAAP			Compensation			Non-GAAP
Revenues
Investment advisory and incentive fees	$	70,848		$	-		$	70,848
Distribution fees and other income		10,537			-			10,537
Total revenues		81,385			-			81,385
Expenses
Compensation		20,274			10,412			30,686
Management fee		1,080			2,199			3,279
Distribution costs		10,717			-			10,717
Other operating expenses		4,372			-			4,372
Total expenses		36,443			12,611			49,054

Operating income		44,942			(12,611	)		32,331
Other income (expense)
Net gain from investments		223			-			223
Interest and dividend income		368			-			368
Interest expense		(3,406	)		-			(3,406	)
Total other expense, net		(2,815	)		-			(2,815	)
Income before income taxes		42,127			(12,611	)		29,516
Income tax provision		16,102			(4,820	)		11,282
Income from continuing operations		26,025			(7,791	)		18,234
Income from discontinued operations, net of taxes		-			-			-
Net income attributable to GAMCO Investors, Inc.'s shareholders	$	26,025		$	(7,791	)	$	18,234
per share:
Net income attributable to GAMCO Investors, Inc.'s shareholders

Basic	$	0.89		$	(0.27	)	$	0.62
Diluted	$	0.88		$	(0.26	)	$	0.61

	March 31, 2016
				Impact of
	Reported			Deferred
	GAAP			Compensation			Non-GAAP
ASSETS
Cash and cash equivalents	$	28,045		$	-		$	28,045
Investments in securities		36,419			-			36,419
Receivable from brokers		1,135			-			1,135
Investment advisory fees receivable		29,612			-			29,612
Receivable from affiliates		5,256			-			5,256
Income tax receivable		2,452			-			2,452
Other assets		13,006			-			13,006
Total assets	$	115,925		$	-		$	115,925

LIABILITIES AND EQUITY
Income taxes payable and deferred tax liabilities		13,032			(4,820	)		8,212
Capital lease obligation		5,145			-			5,145
Compensation payable		19,218			12,611			31,829
Payable to affiliates		3,754			-			3,754
Accrued expenses and other liabilities		28,876			-			28,876
Sub-total		70,025			7,791			77,816

AC 4% PIK Note (due November 30, 2020)		250,000			-			250,000
Loan from GGCP (due December 28, 2016)		20,000			-			20,000
5.875% Senior notes (due June 1, 2021)		24,103			-			24,103
Total liabilities		364,128			7,791			371,919

Equity
GAMCO Investors, Inc. stockholders' equity
Class A Common Stock		14			-			14
Class B Common Stock		19			-			19
Additional paid-in capital		1,382			-			1,382
Retained earnings (deficit)		(8,794	)		(7,791	)		(16,585	)
Accumulated other comprehensive income		11,670			-			11,670
Treasury stock, at cost		(252,494	)		-			(252,494	)
Total GAMCO Investors, Inc. stockholders' equity (deficit)		(248,203	)		(7,791	)		(255,994	)
Total liabilities and equity (deficit)	$	115,925		$	-		$	115,925

~~Management fee expense, which is wholly variable and based on pretax income, decreased to $11.4 million~~The following table further illustrates the effect that the GAAP accounting for the ~~nine months ended September 30, 2015 from $13.6 million~~compensation deferral will have on our results for 2016 through 2019 under certain assumptions. For simplicity in arriving at the ~~2014 period.~~

~~Distribution costs were $39.7 million, a decrease~~2016 through 2019 illustrative effects, we have assumed that the first quarter RSU expense is predictive of ~~$4.4 million or 10.0% from $44.1 million in~~ the ~~prior year's period. The decline in distribution costs was driven by lower AUM which resulted in reduced payments to third parties for distribution~~full year results but there is no assurance that this will be the case. Please see the note regarding forward-looking information on page 12 of $2.7 million and lower amortization of advanced commissions of $1.6 million partially offset by $1.0 million of expenses in the current period for launching our first London stock exchange listed closed-end fund.this release.

~~Other operating expenses were $19.3 million~~Effect of recording RSU on a GAAP basis versus recording all of the expense in the first nine months of 2015, an increase of $2.3 million, or 13.5%, from $17.0 million in the first nine months of 2014. The current year period includes $1.5 million in costs associated with the possible restructuring that the Company is exploring while the prior year period benefitted from insurance reimbursements of $1.3 million for legal and regulatory costs previously incurred and expensed. Excluding these costs in the current period and the reimbursements in the prior period other operating expenses decreased $0.5 million, or 2.7%, to $17.8 million in the first nine months of 2015 from $18.3 million in the first nine months of 2014.2016:

Operating income for the first nine months of 2015 was $105.1 million, a decrease of $12.5 million, or 10.6%, from the $117.6 million in the first nine months of 2014. Operating income, as a percentage of revenues, was 34.7% in the 2015 period as compared to 36.3% in the 2014 period.

~~Other~~

Total other income/(expense), net of interest expense, was $3.3 million for the first nine months of 2015 versus income of $5.0 million in the prior year's quarter. Realized and unrealized gains in our trading portfolio were $614,000 in the 2015 period versus $7.6 million in the 2014 period. The 2014 period included $4.1 million in gains related to sales and donations of one AFS security. There are no similar gains in the 2015 period. Interest and dividend income were $3.2 million in the 2015 period versus $3.6 million in the 2014 period. Interest expense decreased to $5.9 million in the 2015 period compared to $6.0 million in the 2014 period.

The effective tax rate for the nine months ended September 30, 2015 was 37.9% as compared to the prior year period's effective rate of 36.5%. Excluding net income (loss) attributable to noncontrolling interests, the ETR was 37.6% and 35.7% for the first nine months of 2015 and 2014, respectively. The primary contributor to the lower ETR in the 2014 period was the donation of appreciated securities used to fund our shareholder designated charitable contribution program.

	2016			2017		2018		2019

RSU expense		(50,444	)		16,815		16,815		16,815

LIQUIDITY AND CAPITAL RESOURCES

Our principal assets are highly liquid in nature and consist of cash and cash equivalents, short-term investments and securities held for investment ~~purposes, investments in funds, and investment partnerships.~~purposes. Cash and cash equivalents are comprised primarily of 100% U.S. Treasury money market funds managed by GAMCO. Although investments in partnerships and offshore funds are subject to restrictions as to the timing of distributions, the underlying investments of such partnerships or funds are, for the most part, liquid, and the valuations of these products reflect that underlying liquidity.

Summary cash flow data is as follows:

	Nine months ended					Three months ended
	September 30,					March 31,
	2015			2014		2016			2015
Cash flows provided by (used in):	(in thousands)
Cash flows provided by (used in) from continuing operations :						(in thousands)
Operating activities	$	200,176		$	122,150	$	30,488		$	46,266
Investing activities		(41,412	)		2,593		308			32
Financing activities		(31,403	)		23,222		(16,477	)		27,281
Increase in cash and cash equivalents from continuing operations							14,319			73,579
Cash flows of discontinued operations:
Operating activities							-			36,160
Investing activities							-			(41,080	)
Financing activities							-			(70,103	)
Decrease in cash and cash equivalents from discontinued operations							-			(75,023	)
Effect of exchange rates on cash and cash equivalents		8			5		7			11
Net increase		127,369			147,970
Net increase (decrease)							14,326			(1,433	)
Cash and cash equivalents at beginning of period		298,224			210,451		13,719			12,694
Increase in cash from consolidation		10			-
Increase in cash from deconsolidation		13			-
Cash and cash equivalents at end of period	$	425,616		$	358,421	$	28,045		$	11,261

Cash and liquidity requirements have historically been met through cash generated by operating income and our borrowing capacity. We filed a registration statement with the SEC in 2015 which, among other things, provides us opportunistic flexibility to sell any combination of senior and subordinate debt securities, convertible debt securities, equity securities (including common and preferred stock), and other securities up to a total amount of $500 million. The shelf is available through ~~May 4,~~April 2018, at which time it may be renewed.

At ~~September 30, 2015,~~March 31, 2016, we had total cash and cash equivalents of ~~$425.6~~$28.0 million, an increase of ~~$127.4~~$14.3 million from December 31, ~~2014. Cash and cash equivalents of $0.1 million and investments in securities of $8.5 million held by consolidated investment partnerships and offshore funds may not be readily available for~~2015 primarily due to the ~~Company to access.~~Company’s operating activities described below. Total debt outstanding at ~~September 30, 2015~~March 31, 2016 was ~~$106.8~~$294.1 million, consisting of ~~$6.8~~$250 million ~~in Debentures (face value~~ of ~~$6.9 million)~~a 4% PIK Note due November 30, 2020, a $20.0 million loan from GGCP due December 28, 2016 and ~~$100~~$24.1 million of 5.875% senior notes due 2021. It is anticipated that the majority of our free cash flow will go towards servicing our debt for the next few years.

For the ~~nine~~three months ended ~~September 30, 2015,~~March 31, 2016, cash provided by operating activities was ~~$200.2~~$30.5 million, ~~an increase~~a decrease of ~~$78.0~~$15.8 million from cash provided in the prior year period of ~~$122.2~~$46.3 million. Cash was provided through ~~a decrease of $19.8 million in other assets, a $18.5 million decrease~~an increase in net ~~contributions and distributions to/from partnerships, a $6.7~~income of $2.9 million, ~~increase to accrued expenses and other liabilities, a decrease of $51.5 million in trading securities, a $6.9 million~~an increase in ~~payables to brokers,~~income taxes payable and deferred tax liabilities of $3.5 million, a decrease in receivable from ~~brokers~~affiliates of ~~$5.7,~~$1.7 million, and ~~$1.0~~$0.2 million from other sources. Reducing cash was an increase in investment advisory fees ~~receivables collected~~receivable of ~~$7.3~~$4.0 million, a decrease in compensation payable of ~~$10.1~~$13.2 million, a $3.4 million decrease to accrued expenses and other liabilites, a $3.6 million decrease in ~~net income of $14.6 million and a decrease in income taxes payable and deferred tax liabilities of $0.1 million.~~payables to affiliates. Cash ~~used in~~provided by investing activities, related to ~~purchases and~~ proceeds from sales of available for sale securities, was ~~$41.4~~$0.3 million in the first ~~nine~~three months of ~~2015.~~2016. Cash used in financing activities in the first ~~nine~~three months of ~~2015~~2016 was ~~$31.4~~$16.5 million including ~~$5.3~~$0.6 million paid in dividends, ~~$21.5~~$0.9 million paid for the purchase of treasury stock and ~~$6.2~~$15.0 million for the ~~repurchase~~partial repayment of ~~zero coupon subordinated debentures partially offset by $1.2 million in proceeds~~the loan from ~~the exercise of stock options.~~GGCP.

For the ~~nine~~three months ended ~~September 30, 2014,~~March 31, 2015, cash provided by operating activities was ~~$122.2~~$46.3 million. Cash provided by investing activities, related to ~~purchases and~~ proceeds from sales of available for sale securities, was ~~$2.6 million~~$32,000 in the first ~~nine~~three months of ~~2014.~~2015. Cash provided by financing activities in the first ~~nine~~three months of ~~2014~~2015 was ~~$23.2~~$27.3 million.

Based upon our current level of operations and anticipated growth, we expect that our current cash balances plus cash flows from operating activities and our borrowing capacity will be sufficient to finance our working capital needs for the foreseeable future. We have no material commitments for capital expenditures.

We have ~~two broker-dealers, G.research and~~one broker-dealer, G.distributors, which ~~are~~is subject to certain net capital requirements. ~~Both broker-dealers compute their~~G.distributors computes it net capital under the alternative method permitted, which requires minimum net capital of the greater of $250,000 or 2% of the aggregate debit items in the reserve formula for those broker-dealers subject to Rule 15c3-3 promulgated under the Securities Exchange Act of 1934. The requirement was $250,000 for ~~each~~the broker-dealer at ~~September 30, 2015.~~March 31, 2016. At ~~September 30, 2015, G.research had net capital, as defined, of approximately $8.3 million, exceeding the regulatory requirement by approximately $8.1 million, and~~March 31, 2016, G.distributors had net capital, as defined, of approximately ~~$5.5~~$1.8 million, exceeding the regulatory requirement by approximately ~~$5.2~~$1.6 million. Net capital requirements for our affiliated ~~broker-dealers~~broker-dealer may increase in accordance with rules and regulations to the extent they engage in other business activities.

Market Risk

Our primary market risk exposure is to changes in equity prices and interest rates. Since ~~over 90%~~approximately 96% of our AUM are equities, our financial results are subject to ~~equity-market~~equity market risk as revenues from our investment management services are sensitive to stock market dynamics. In addition, returns from our proprietary investment portfolio are exposed to interest rate and equity market risk.

The ~~Company's~~Company’s Chief Investment Officer oversees the proprietary investment portfolios and allocations of proprietary capital among the various strategies. The Chief Investment Officer and the Board of Directors review the proprietary investment portfolios throughout the year. Additionally, the Company monitors its proprietary investment portfolios to ensure that they are in compliance with the ~~Company's~~Company’s guidelines.

Equity Price Risk

The Company earns substantially all of its revenue as advisory and distribution fees from ~~our~~ affiliated open-end and closed-end funds and Institutional and Private Wealth Management ~~assets, and Investment Partnership~~ assets. Such fees represent a percentage of AUM, and ~~substantially all~~the majority of these assets are in equity investments. Accordingly, since revenues are proportionate to the value of those investments, a substantial increase or decrease in equity markets overall will have a corresponding effect on the Company's revenues.

With respect to our proprietary investment activities, ~~included in~~ investments in securities of ~~$126.9~~$36.4 million, $33.0 million and $38.0 million at March 31, 2016, December 31, 2015 and March 31, 2015, respectively, included investments in ~~sponsored registered investment companies of $115.0~~common stocks. Of the $36.4 million, ~~at September 30, 2015 were investments in open-end funds and closed-end funds, largely invested in equity products, of $119.4 million, a selection of common and preferred stocks totaling $121.8~~$33.0 million and other investments of approximately $0.7 million. In addition, we may alter our investment holdings from time to time in response to changes in market risks and other factors considered appropriate by management. Of the approximately $121.8$38.0 million, invested in common ~~and preferred~~ stocks at ~~September 30,~~March 31, 2016, December 31, 2015 ~~$34.1~~and March 31, 2015, respectively, $36.4 million, ~~represented~~$32.6 million and $38.0 million, respectively, was related to our investment in Westwood Holdings Group Inc., and $71.7 million was invested by the Company in risk arbitrage opportunities in connection with mergers, consolidations, acquisitions, tender offers or other similar transactions. Risk arbitrage generally involves announced deals with agreed upon terms and conditions, including pricing, which typically involve less market risk than common stocks held in a trading portfolio. The principal risk associated with risk arbitrage transactions is the inability of the companies involved to complete the transaction. Securities sold, not yet purchased are financial instruments purchased under agreements to resell and financial instruments sold under agreement to repurchase. These financial instruments are stated at fair value and are subject to market risks resulting from changes in price and volatility. At ~~September 30,~~December 31, 2015, the fair value of securities sold, not yet purchased was ~~$5.6~~$0.1 million. ~~Investments in partnerships totaled $101.0 million at September 30,~~At March 31, 2016 and March 31, 2015, ~~$62.8 million of which consisted of investment partnerships and offshore funds which invest in risk arbitrage opportunities.~~there were no securities sold, not yet purchased.

The following table provides a sensitivity analysis for our investments in equity securities and partnerships and affiliates which invest primarily in equity securities, excluding arbitrage products for which the principal exposure is to deal closure and not overall market conditions, as of ~~September 30, 2015~~March 31, 2016 and December 31, ~~2014.~~2015. The sensitivity analysis assumes a 10% increase or decrease in the value of these investments (in thousands):

				Fair Value			Fair Value
				assuming			assuming
				10% decrease in			10% increase in
(unaudited)	Fair Value			equity prices			equity prices
At March 31, 2016
Equity price sensitive investments, at fair value		$	36,420		$	32,778		$	40,062
At December 31, 2015
Equity price sensitive investments, at fair value		$	32,848		$	29,563		$	36,133

Fair Value Fair Value
assuming assuming
10% decrease in 10% increase in
(unaudited) Fair Value equity prices equity prices
At September 30, 2015:
Equity price sensitive investments, at fair value $ 208,490 $ 187,641 $ 229,339
At December 31, 2014:
Equity price sensitive investments, at fair value $ 243,720 $ 219,348 $ 268,092

3628

Interest Rate Risk

Our exposure to interest rate risk results, principally, from our investment of excess cash in a sponsored money market fund that holds U.S. Government securities. These investments are primarily short term in nature, and the carrying value of these investments generally approximates fair value. Based on ~~September 30, 2015,~~March 31, 2016, cash and cash equivalent balance of ~~$425.6~~$28.0 million, a 1% increase in interest rates would increase our interest income by ~~$4.3~~$0.3 million annually. Given that our current return on these cash equivalent investments in this low interest rate environment is approximately ~~0.0%~~0.24% annually, an analysis of a 1% decrease is not meaningful.

~~Currency Risk~~

We operate offices outside the United States in London, Shanghai and Tokyo from which we perform sales, marketing and research activities. In connection with these offices, we transact business in multiple currencies, primarily British Pounds and Japanese Yen. We are a net payer of foreign currencies and therefore benefit from a strengthening U.S. dollar and are adversely affected when the U.S. dollar weakens relative to the foreign currencies. We project our future currency needs on a net basis and may from time to time purchase foreign currencies or enter into foreign exchange forward contracts as a way to minimize our foreign exchange risk. Historically these amounts have not been material. In addition, we may use foreign exchange forward contracts to offset the foreign exchange risk on investments held in foreign denominated funds, including the Gabelli Value Plus+ Trust Ltd. which is denominated in British Pounds. In May 2015, we entered into a foreign exchange forward contract to hedge the full value of our Gabelli Value Plus+ Trust Ltd. investment. Absent such hedging strategies, a hypothetical 10% change in the U.S dollar to British Pound exchange rate would have increased or decreased the value of the investment we had in this fund on September 30, 2015 by $3.8 million. Because this investment is classified as an AFS security, the net unrealized change on this investment due to currency fluctuation prior to the inception of the hedge would be included in other comprehensive income and after the inception would be included in net gain/(loss) from investments on the condensed consolidated statements of income. Changes in fair value of the related designated hedge are also included in net gain/(loss) from investments on the condensed consolidated statements of income.

Critical Accounting Policies and Estimates

The preparation of the condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ significantly from those estimates. See Note A and the ~~Company's~~Company’s Critical Accounting Policies in ~~Management's~~Management’s Discussion and Analysis of Financial Condition and Results of Operations in ~~GAMCO's 2014~~GAMCO’s 2015 Annual Report on Form 10-K filed with the SEC on March ~~6, 2015~~15, 2016 for details on Critical Accounting Policies.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

In the normal course of its business, GAMCO is exposed to risk of loss due to fluctuations in the securities market and general economy. Management is responsible for identifying, assessing and managing market and other risks.

Our exposure to pricing risk in equity securities is directly related to our role as financial intermediary and advisor for AUM in our affiliated open-end and closed-end funds, institutional and private wealth management accounts, and investment partnerships as well as our proprietary investment and trading activities. At ~~September 30, 2015,~~March 31, 2016, we had equity investments ~~including open-end funds largely invested in equity products,~~ of ~~$241.9~~$36.4 million. ~~Investments in open-end funds and closed-end funds, $119.4 million, usually generate lower market risk through the diversification of financial instruments within their portfolios. In addition, we~~We may alter our investment holdings from time to time in response to changes in market risks and other factors considered appropriate by management. We also hold investments in partnerships which invest primarily in equity securities and which are subject to changes in equity prices. Investments in partnerships totaled $101.0 million, of which $62.8 million were invested in partnerships which invest in risk arbitrage. Risk arbitrage is primarily dependent upon deal closure rather than the overall market environment. The equity investment portfolio is at fair value and will move in line with the equity markets. The trading portfolio changes are recorded as net gain from investments in the condensed consolidated statements of income while the available for sale portfolio changes are recorded in accumulated other comprehensive income in the condensed consolidated statements of financial condition.

Item 4. Controls and Procedures

We evaluated the effectiveness of our disclosure controls and procedures as of ~~September 30, 2015.~~March 31, 2016. Disclosure controls and procedures as defined under the Exchange Act Rule 13a-15(e), are designed to ensure that the information we are required to disclose in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time period specified in SEC rules and regulations. Disclosure controls and procedures include, without limitation, controls and procedures accumulated and communicated to our management, including our Chief Executive Officer ~~("CEO"~~(“CEO”) and Co-Chief Accounting Officers ~~("CAOs"~~(“CAOs”), to allow timely decisions regarding required disclosure. Our CEO and CAOs participated in this evaluation and concluded that, as of the date of ~~September 30, 2015,~~March 31, 2016, our disclosure controls and procedures were effective.

3729

There have been no changes in our internal control over financial reporting as defined by Rule 13a-15(f) that occurred during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Forward-Looking Information

Our disclosure and analysis in this report contain some forward-looking statements. Forward-looking statements give our current expectations or forecasts of future events. You can identify these statements because they do not relate strictly to historical or current facts. They use words such as ~~"anticipate," "estimate," "expect," "project," "intend," "plan," "believe,"~~“anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning. They also appear in any discussion of future operating or financial performance. In particular, these include statements relating to future actions, future performance of our products, expenses, the outcome of any legal proceedings, and financial results. Although we believe that we are basing our expectations and beliefs on reasonable assumptions within the bounds of what we currently know about our business and operations, there can be no assurance that our actual results will not differ materially from what we expect or believe. Some of the factors that could cause our actual results to differ from our expectations or beliefs include, without limitation: the adverse effect from a decline in the securities markets; a decline in the performance of our products; a general downturn in the economy; changes in government policy or regulation; changes in our ability to attract or retain key employees; and unforeseen costs and other effects related to legal proceedings or investigations of governmental and self-regulatory organizations. We also direct your attention to any more specific discussions of risk contained in our Form 10-Q and other public filings. We are providing these statements as permitted by the Private Litigation Reform Act of 1995. We do not undertake to update publicly any forward-looking statements if we subsequently learn that we are unlikely to achieve our expectations or if we receive any additional information relating to the subject matters of our forward-looking statements.

Part II: Other Information

Item 1.

Legal Proceedings

From time to time, the Company may be named in legal actions and proceedings. These actions may seek substantial or indeterminate compensatory as well as punitive damages or injunctive relief. The Company is also subject to governmental or regulatory examinations or investigations. The examinations or investigations could result in adverse judgments, settlements, fines, injunctions, restitutions or other relief. For any such matters, the condensed consolidated financial statements include the necessary provisions for losses that the Company believes are probable and estimable. Furthermore, the Company evaluates whether there exist losses which may be reasonably possible and will, if material, make the necessary disclosures. However, management believes such amounts, both those that are probable and those that are reasonably possible, are not material to the ~~Company's~~Company’s financial condition, operations or cash flows at ~~September 30, 2015.~~March 31, 2016.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides information with respect to the repurchase of Class A Common Stock of GAMCO during the three months ended ~~September 30, 2015:~~March 31, 2016:

						(c) Total Number of		(d) Maximum
	(a) Total		(b) Average			Shares Repurchased as		Number of Shares
	Number of		Price Paid Per			Part of Publicly		That May Yet Be
	Shares		Share, net of			Announced Plans		Purchased Under
Period	Repurchased		Commissions			or Programs		the Plans or Programs
1/01/16 - 1/31/16		15,000		$	28.85		15,000		567,155
2/01/16 - 2/29/16		15,000			29.75		15,000		552,155
3/01/16 - 3/31/16		503			36.37		503		551,652
Totals		30,503		$	29.42		30,503

(c) Total Number of (d) Maximum
(a) Total (b) Average Shares Repurchased as Number of Shares
Number of Price Paid Per Part of Publicly That May Yet Be
Shares Share, net of Announced Plans Purchased Under
Period Repurchased Commissions or Programs the Plans or Programs
7/01/15 - 7/31/15 39,400 $ 68.59 39,400 319,902
8/01/15 - 8/31/15 63,348 62.64 63,348 756,554
9/01/15 - 9/30/15 69,259 55.46 69,259 687,295
Totals 172,007 $ 61.11 172,007

~~In August 2015, the Board of Directors increased the buyback authorization by 500,000 shares of GBL Class A stock. Our stock repurchase program is not subject to an expiration date.~~

3830

~~Item 6.~~

~~(a) Exhibits~~

Item 6.(a) Exhibits

31.1

Certification of CEO pursuant to Rule 13a-14(a).

	31.2	Certification of co-CAO pursuant to Rule 13a-14(a).

	31.3	Certification of co-CAO pursuant to Rule 13a-14(a).

32.1

Certification of CEO pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.2

Certification of ~~CFO~~co-CAOs pursuant pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes- Oxley Act of 2002.

	101.INS		XBRL Instance Document

101.SCH		XBRL Taxonomy Extension Schema Document

101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		XBRL Taxonomy Extension Label Linkbase Document

101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

GAMCO INVESTORS, INC.

(Registrant)

By: /s/ Kieran Caterina		By: /s/ Diane M. LaPointe
Name: Kieran Caterina		Name: Diane M. LaPointe
Title: Co-Chief Accounting Officer		Title: Co-Chief Accounting Officer

Date: ~~Novermber 4, 2015~~May 9, 2016		Date: ~~November 4, 2015~~May 9, 2016

		Asset Derivatives Fair Value							Liability Derivatives Fair Value
Balance Sheet Location		September 30, 2015		December 31, 2014		September 30, 2014		Balance Sheet Location	September 30, 2015		December 31, 2014		September 30, 2014
Derivatives designated as hedging instruments under
FASB ASC 815-20
Foreign exchange contracts	Receivable from brokers	$	-	$	-	$	-	Payable to brokers	$	36,354	$	-	$	-
Sub total		$	-	$	-	$	-		$	36,354	$	-	$	-
Derivatives Not Designated As Hedging Instruments Under Fasb Asc 815-20
	Investments in							Securities sold,
Equity contracts	securities	$	143	$	896	$	800	not yet purchased	$	95	$	635	$	666
Foreign exchange contracts	Receivable from brokers		-		-		-	Payable to brokers		5,172		5,470		6,343
Sub total		$	143	$	896	$	800		$	5,267	$	6,105	$	7,009
Total derivatives		$	143	$	896	$	800		$	41,621	$	6,105	$	7,009

Type of Derivative	Income Statement Location	Three Months ended September 30,						Nine Months ended September 30,
		2015			2014			2015			2014
Foreign exchange contracts	Net gain/(loss) from investments		$	1,985		$	482		$	1,885		$	541
Equity contracts	Net gain/(loss) from investments			27			758			199			591
Total			$	2,012		$	1,240		$	2,084		$	1,132

							Gross Amounts Not Offset in the
							Statements of Financial Condition
	Gross		Gross Amounts		Net Amounts of
	Amounts of		Offset in the		Assets Presented
	Recognized		Statements of		in the Statements of		Financial			Cash Collateral
	Assets		Financial Condition		Financial Condition		Instruments			Received		Net Amount
Swaps:	(in thousands)
September 30, 2015	$	143	$	-	$	143	$	(89	)	$	-	$	54
December 31, 2014		896		-		896		(634	)		-		262
September 30, 2014	$	800	$	-	$	800	$	(657	)	$	-	$	143

							Gross Amounts Not Offset in the
							Statements of Financial Condition
	Gross		Gross Amounts		Net Amounts of
	Amounts of		Offset in the		Liabilities Presented
	Recognized		Statements of		in the Statements of		Financial			Cash Collateral
	Liabilities		Financial Condition		Financial Condition		Instruments			Pledged		Net Amount
Swaps:	(in thousands)
September 30, 2015	$	89	$	-	$	89	$	(89	)	$	-	$	-
December 31, 2014		634		-		634		(634	)		-		-
September 30, 2014	$	657	$	-	$	657	$	(657	)	$	-	$	-

								Total
								Unrealized
								Gains or		Total
			Total Realized and					(Losses)		Realized
	June		Unrealized Gains or					Included in		and							Transfers
	30, 2015		(Losses) in Income					Other		Unrealized							In and/or
	Beginning					AFS		Comprehensive		Gains or							(Out) of		Ending
Asset	Balance		Trading			Investments		Income		(Losses)			Purchases		Sales		Level 3		Balance
Financial
instruments owned:
Trading - Common
stocks	$	920	$	(145	)	$	-	$	-	$	(145	)	$	-	$	-	$	-	$	775
Trading - Other		298		19			-		-		19			-		-		-		317
Total	$	1,218	$	(126	)	$	-	$	-	$	(126	)		-	$	-	$	-	$	1,092

Entities consolidated
	CFFs		Partnerships		Offshore Funds		Total
	VIEs	VOEs	VIEs	VOEs	VIEs	VOEs	VIEs	VOEs
Entities consolidated at December 31, 2013	1	2	-	1	-	1	1	4
Additional consolidated entities	-	-	-	-	-	-	-	-
Deconsolidated entities	-	-	-	-	-	-	-	-
Entities consolidated at September 30, 2014	1	2	-	1	-	1	1	4
Additional consolidated entities	-	-	-	-	-	-	-	-
Deconsolidated entities	-	-	-	-	-	-	-	-
Entities consolidated at December 31, 2014	1	2	-	1	-	1	1	4
Additional consolidated entities	-	1	-	1	1	-	1	2
Deconsolidated entities	-	(1)	-	-	-	(1)	-	(2)
Entities consolidated at September 30, 2015	1	2	-	2	1	-	2	4

	September 30, 2015
	Investment Type
	Affiliated			Unaffiliated
	Consolidated
Accounting method	Feeder Funds	Partnerships	Offshore Funds	Partnerships	Offshore Funds	Total

Fair Value	$ 14,317	$ -	$ -	$ -	$ -	$ 14,317
Equity Method	-	38,318	34,552	6,286	7,552	86,708

Total	$ 14,317	$ 38,318	$ 34,552	$ 6,286	$ 7,552	$ 101,025

	September 30, 2015
	Prior to			Offshore
	Consolidation	CFFs	Partnerships	Funds	As Reported
Assets
Cash and cash equivalents	$ 425,549	$ 2	$ 52	$ 13	$ 425,616
Investments in securities	118,401	-	7,807	709	126,917
Investments in sponsored investment companies	115,046	-	-	-	115,046
Investments in partnerships	105,097	4,817	(8,504)	(385)	101,025
Receivable from brokers	50,960	-	1,933	25	52,918
Investment advisory fees receivable	28,615	5	9	-	28,629
Other assets	22,363	16	137	2	22,518
Total assets	$ 866,031	$ 4,840	$ 1,434	$ 364	$ 872,669
Liabilities and equity
Securities sold, not yet purchased	$ 5,231	$ -	$ 140	$ 206	$ 5,577
Accrued expenses and other liabilities	188,770	38	155	81	189,044
Total debt	106,750	-	-	-	106,750
Redeemable noncontrolling interests	-	4,802	1,139	77	6,018
Total equity	565,280	-	-	-	565,280
Total liabilities and equity	$ 866,031	$ 4,840	$ 1,434	$ 364	$ 872,669

	Three Months Ended September 30, 2015
	Prior to			Offshore
	Consolidation	CFFs	Partnerships	Funds	As Reported
Total revenues	$ 96,558	$ (10)	$ (2)	$ -	$ 96,546
Total expenses	60,304	23	20	3	60,350
Operating income	36,254	(33)	(22)	(3)	36,196
Total other income/(expense), net	(12,093)	(268)	(120)	(19)	(12,500)
Income before income taxes	24,161	(301)	(142)	(22)	23,696
Income tax provision	9,245	-	-	-	9,245
Net income	14,916	(301)	(142)	(22)	14,451
Net loss attributable to noncontrolling interests	(53)	(301)	(142)	(22)	(518)
Net income attributable to GAMCO	$ 14,969	$ -	$ -	$ -	$ 14,969

	Three Months Ended September 30, 2014
	Prior to			Offshore
	Consolidation	CFFs	Partnerships	Funds	As Reported
Total revenues	$ 111,073	$ (7)	$ -	$ (208)	$ 110,858
Total expenses	66,980	20	12	260	67,272
Operating income	44,093	(27)	(12)	(468)	43,586
Total other income, net	(7,462)	(186)	(18)	(2,323)	(9,989)
Income before income taxes	36,631	(213)	(30)	(2,791)	33,597
Income tax provision	13,045	-	-	-	13,045
Net income	23,586	(213)	(30)	(2,791)	20,552
Net income attributable to noncontrolling interests	(79)	(213)	(30)	(2,791)	(3,113)
Net income attributable to GAMCO	$ 23,665	$ -	$ -	$ -	$ 23,665

	Nine Months Ended September 30, 2015
	Prior to			Offshore
	Consolidation	CFFs	Partnerships	Funds	As Reported
Total revenues	$ 303,139	$ (26)	$ (4)	$ (14)	$ 303,095
Total expenses	197,828	95	50	32	198,005
Operating income	105,311	(121)	(54)	(46)	105,090
Total other income/(expense), net	(3,016)	(177)	(102)	9	(3,286)
Income before income taxes	102,295	(298)	(156)	(37)	101,804
Income tax provision	38,547	-	-	-	38,547
Net income	63,748	(298)	(156)	(37)	63,257
Net loss attributable to noncontrolling interests	(98)	(298)	(156)	(37)	(589)
Net income attributable to GAMCO	$ 63,846	$ -	$ -	$ -	$ 63,846

	Nine Months Ended September 30, 2014
	Prior to			Offshore
	Consolidation	CFFs	Partnerships	Funds	As Reported
Total revenues	$ 324,287	$ (21)	$ (2)	$ (633)	$ 323,631
Total expenses	205,207	34	38	730	206,009
Operating income	119,080	(55)	(40)	(1,363)	117,622
Total other income, net	6,172	20	19	(1,186)	5,025
Income before income taxes	125,252	(35)	(21)	(2,549)	122,647
Income tax provision	44,796	-	-	-	44,796
Net income	80,456	(35)	(21)	(2,549)	77,851
Net income/(loss) attributable to noncontrolling interests	(113)	(35)	(21)	(2,549)	(2,718)
Net income attributable to GAMCO	$ 80,569	$ -	$ -	$ -	$ 80,569

The Company reported Assets Under Management as follows (in millions):

Table I: Fund Flows - 3rd Quarter 2015
									Fund
			Market						distributions,
	June 30,		appreciation/			Net cash			net of			September 30,
	2015		(depreciation)			flows			reinvestments			2015
Equities:
Open-end Funds	$	15,984	$	(1,289	)	$	(606	)	$	(14	)	$	14,075
Closed-end Funds		6,981		(663	)		(5	)		(108	)		6,205
Institutional & PWM - direct		16,011		(1,497	)		(1,324	)		-			13,190
Institutional & PWM - sub-advisory		3,703		(345	)		(56	)		-			3,302
Investment Partnerships		937		(31	)		41			-			947
SICAV (a)		152		(5	)		27			-			174
Total Equities		43,768		(3,830	)		(1,923	)		(122	)		37,893
Fixed Income:
Money-Market Fund		1,600		-			37			-			1,637
Institutional & PWM		46		-			(1	)		-			45
Total Fixed Income		1,646		-			36			-			1,682
Total Assets Under Management	$	45,414	$	(3,830	)	$	(1,887	)	$	(122	)	$	39,575

Table III: AUM Summary							% Change From
	September 30,		June 30,		September 30,		June 30,			September 30,
	2015		2015		2014		2015			2014
Equities:
Open-end Funds	$	14,075	$	15,984	$	17,458		(11.9	%)		(19.4	%)
Closed-end Funds		6,205		6,981		6,963		(11.1	)		(10.9	)
Institutional & PWM - direct		13,190		16,011		16,223		(17.6	)		(18.7	)
Institutional & PWM - sub-advisory		3,302		3,703		3,525		(10.8	)		(6.3	)
Investment Partnerships		947		937		899		1.1			5.3
SICAV (a)		174		152		121		14.5			43.8
Total Equities		37,893		43,768		45,189		(13.4	)		(16.1	)
Fixed Income:
Money-Market Fund		1,637		1,600		1,698		2.3			(3.6	)
Institutional & PWM		45		46		60		(2.2	)		(25.0	)
Total Fixed Income		1,682		1,646		1,758		2.2			(4.3	)
Total Assets Under Management	$	39,575	$	45,414	$	46,947		(12.9	)		(15.7	)