Gabelli Utilities Fund (GAUAX) N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT
INVESTMENT COMPANIES

Investment Company Act file number 811-09397

The Gabelli Utilities Fund

(Exact name of registrant as specified in charter)

One Corporate Center
Rye, New York 10580-1422

(Address of principal executive offices) (Zip code)

Bruce N. Alpert
Gabelli Funds, LLC
One Corporate Center
Rye, New York 10580-1422

(Name and address of agent for service)

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

Date of fiscal year end: December 31

Date of reporting period: June 30, 2010

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

The Gabelli Utilities Fund
Semi-Annual Report – June 30, 2010

Morningstar^® rated The Gabelli Utilities Fund Class AAA Shares 4 stars overall and 5
stars for the three year period and 4 stars for the five and ten year periods ended June 30, 2010
among 91, 91, 84, and 55 Utilities funds, respectively.

Mario J. Gabelli, CFA

To Our Shareholders,

     For the quarter ended June 30, 2010, the net asset value (“NAV”) per share of The Gabelli Utilities Fund’s (the “Fund”) Class AAA Shares declined 4.81%, versus declines of 3.74% and 6.03% in the Standard & Poor’s (“S&P”) 500 Utilities Index and the Lipper Utility Fund Average, respectively. For the year ended June 30, 2010, the Fund was up 12.57% versus increases of 5.73% for the S&P 500 Utilities Index and 6.47% for the Lipper Utility Fund Average.

Enclosed are the financial statements and the investment portfolio as of June 30, 2010.

Comparative Results

Average Annual Returns through June 30, 2010 (a) (Unaudited)

																			Since
				Year to															Inception
	Quarter			Date			1 Year			3 Year			5 Year			10 Year			(8/31/99)
Gabelli Utilities Fund Class AAA		(4.81	)%		(3.11	)%		12.57	%		(2.82	)%		3.31	%		4.46	%		6.42	%
S&P 500 Utilities Index		(3.74	)		(7.14	)		5.73			(6.81	)		1.56			2.78			2.81
Lipper Utility Fund Average		(6.03	)		(7.79	)		6.47			(8.70	)		2.09			2.10			3.26
Class A		(4.78	)		(3.09	)		12.68			(2.77	)		3.35			4.50			6.46
		(10.25	)(b)		(8.66	)(b)		6.20	(b)		(4.67	)(b)		2.13	(b)		3.88	(b)		5.88	(b)
Class B		(4.91	)		(3.39	)		11.87			(3.51	)		2.55			3.87			5.86
		(9.66	)(c)		(8.22	)(c)		6.87	(c)		(4.48	)(c)		2.18	(c)		3.87			5.86
Class C		(5.05	)		(3.55	)		11.59			(3.55	)		2.53			3.88			5.88
		(6.00	)(d)		(4.51	)(d)		10.59	(d)		(3.55	)		2.53			3.88			5.88
Class I		(4.62	)		(2.94	)		12.88			(2.63	)		3.43			4.52			6.48

In the current prospectus, the expense ratios for Class AAA, A, B, C, and I Shares are 1.47%, 1.47%, 2.22%, 2.22%, and 1.22%, respectively. Class AAA and Class I Shares do not have a sales charge. The maximum sales charge for Class A, B, and C Shares is 5.75%, 5.00%, and 1.00%, respectively.

(a)	Returns represent past performance and do not guarantee future results. Total returns and average annual returns reflect changes in share price and reinvestment of distributions and are net of expenses. Investment returns and the principal value of an investment will fluctuate. When shares are redeemed, they may be worth more or less than their original cost. Performance returns for periods of less than one year are not annualized. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The prospectus contains more information about this and other matters and should be read carefully before investing.
	The values of utility stocks change as long-term interest rates change. Funds investing in a single sector, such as utilities, may be subject to more volatility than funds that invest more broadly. The utilities industry can be significantly affected by government regulation, financing difficulties, supply or demand of services or fuel, and natural resources conservation. The Class AAA Shares NAVs per share are used to calculate performance for the periods prior to the issuance of Class A Shares, Class B Shares, and Class C Shares on December 31, 2002 and Class I Shares on January 11, 2008. The actual performance of the Class B Shares and Class C Shares would have been lower due to the additional expenses associated with these classes of shares. The actual performance of the Class I Shares would have been higher due to lower expenses related to this class of shares. The S&P 500 Utilities Index is an unmanaged indicator of electric and gas utility stock performance, while the Lipper Utility Fund Average reflects the average performance of mutual funds classified in this particular category. Dividends are considered reinvested. You cannot invest directly in an index.
(b)	Includes the effect of the maximum 5.75% sales charge at the beginning of the period.
(c)	Performance results include the deferred sales charges for the Class B Shares upon redemption at the end of the quarter, year to date, one year, three year, and five year periods of 5%, 5%, 5%, 3%, and 2%, respectively, of the Fund’s NAV per share at the time of purchase or sale, whichever is lower. Class B Shares are not available for new purchases.
(d)	Performance results include the deferred sales charges for the Class C Shares upon redemption at the end of the quarter, year to date, and one year periods of 1% of the Fund’s NAV per share at the time of purchase or sale, whichever is lower.

The Gabelli Utilities Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from January 1, 2010 through June 30, 2010	Expense Table

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

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

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

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

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

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

	Beginning		Ending		Annualized			Expenses
	Account Value		Account Value		Expense			Paid During
	01/01/10		06/30/10		Ratio			Period*
The Gabelli Utilities Fund
Actual Fund Return
Class AAA	$	1,000.00	$	968.90		1.40	%	$	6.83
Class A	$	1,000.00	$	969.10		1.40	%	$	6.84
Class B	$	1,000.00	$	966.10		2.15	%	$	10.48
Class C	$	1,000.00	$	964.50		2.15	%	$	10.47
Class I	$	1,000.00	$	970.60		1.15	%	$	5.62
Hypothetical 5% Return
Class AAA	$	1,000.00	$	1,017.85		1.40	%	$	7.00
Class A	$	1,000.00	$	1,017.85		1.40	%	$	7.00
Class B	$	1,000.00	$	1,014.13		2.15	%	$	10.74
Class C	$	1,000.00	$	1,014.13		2.15	%	$	10.74
Class I	$	1,000.00	$	1,019.09		1.15	%	$	5.76

* Expenses are equal to the Fund’s annualized expense ratio for the last six months multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half-year (181 days), then divided by 365.

2

Summary of Portfolio Holdings (Unaudited)

The following table presents portfolio holdings as a percent of net assets as of June 30, 2010:

The Gabelli Utilities Fund

Energy and Utilities	60.4	%
Communications	18.6	%
U.S. Government Obligations	14.6	%
Other	5.8	%
Other Assets and Liabilities (Net)	0.6	%
	100.0	%

The Fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission (the “SEC”) for the first and third quarters of each fiscal year on Form N-Q, the last of which was filed for the quarter ended March 31, 2010. Shareholders may obtain this information at www.gabelli.com or by calling the Fund at 800-GABELLI (800-422-3554). The Fund’s Form N-Q is available on the SEC’s website at www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 1-800-SEC-0330.

Proxy Voting

The Fund files Form N-PX with its complete proxy voting record for the twelve months ended June 30th, no later than August 31st of each year. A description of the Fund’s proxy voting policies, procedures, and how the Fund voted proxies relating to portfolio securities is available without charge, upon request, by (i) calling 800-GABELLI (800-422-3554); (ii) writing to The Gabelli Funds at One Corporate Center, Rye, NY 10580-1422; or (iii) visiting the SEC’s website at www.sec.gov.

Morningstar Rating™ is based on risk-adjusted returns. The Overall Morningstar Rating is derived from a weighted average of the performance figures associated with a fund’s three, five, and ten year (if applicable) Morningstar Rating metrics. For funds with at least a three year history, a Morningstar Rating is based on a risk-adjusted return measure (including the effects of sales charges, loads, and redemption fees) placing more emphasis on downward variations and rewarding consistent performance. That accounts for variations in a fund’s monthly performance. The top 10% of funds in each category receive 5 stars, the next 22.5% 4 stars, the next 35% 3 stars, the next 22.5% 2 stars, and the bottom 10% 1 star. (Each share class is counted as a fraction of one fund within this scale and rated separately, which may cause slight variations in the distribution percentages.) Morningstar Rating is for the AAA Share class only; other classes may have different performance characteristics. Ratings reflect relative performance. Results for certain periods were negative. ^©2009 Morningstar, Inc. All Rights Reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.

We have separated the portfolio manager’s commentary from the financial statements and investment portfolio due to corporate governance regulations stipulated by the Sarbanes-Oxley Act of 2002. We have done this to ensure that the content of the portfolio manager’s commentary is unrestricted. The financial statements and investment portfolio are mailed separately from the commentary. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com/funds.

3

The Gabelli Utilities Fund
Schedule of Investments — June 30, 2010 (Unaudited)

					Market
Shares			Cost		Value
		COMMON STOCKS — 84.7%
		ENERGY AND UTILITIES — 60.3%
		Energy and Utilities: Alternative Energy — 0.2%
	23,000	Ormat Industries Ltd.	$	179,277	$	170,980
	52,000	Ormat Technologies Inc.		1,629,589		1,471,080
				1,808,866		1,642,060
		Energy and Utilities: Electric Integrated — 33.6%
	780,000	Allegheny Energy Inc.		15,469,366		16,130,400
	220,000	ALLETE Inc.		7,771,199		7,532,800
	68,000	Alliant Energy Corp.		1,889,326		2,158,320
	184,000	Ameren Corp.		6,734,597		4,373,680
	284,000	American Electric Power Co. Inc.		10,495,901		9,173,200
	215,000	Avista Corp.		4,918,662		4,198,950
	570,000	Black Hills Corp.		16,303,448		16,227,900
	35,000	Cleco Corp.		721,890		924,350
	60,000	CMS Energy Corp.		402,675		879,000
	720,000	Constellation Energy Group Inc.		22,899,893		23,220,000
	152,000	Dominion Resources Inc.		6,249,847		5,888,480
	350,000	DPL Inc.		9,338,176		8,365,000
	5,000	DTE Energy Co.		196,215		228,050
	340,000	Duke Energy Corp.		5,392,372		5,440,000
	255,000	Edison International		7,541,529		8,088,600
	550,000	El Paso Electric Co.†		9,904,136		10,642,500
	4,500	Entergy Corp.		213,681		322,290
	290,000	Exelon Corp.		15,167,542		11,011,300
	56,000	FirstEnergy Corp.		2,188,498		1,972,880
	745,000	Great Plains Energy Inc.		17,327,738		12,679,900
	400,000	Hawaiian Electric Industries Inc.		9,149,390		9,112,000
	273,000	Integrys Energy Group Inc.		13,562,649		11,941,020
	251,000	MGE Energy Inc.		8,165,733		9,046,040
	520,000	NextEra Energy Inc.		24,508,393		25,355,200
	190,000	NiSource Inc.		4,122,731		2,755,000
	481,000	NorthWestern Corp.		13,773,005		12,602,200
	300,000	OGE Energy Corp.		8,078,038		10,968,000
	283,000	Otter Tail Corp.		6,979,510		5,470,390
	110,000	Pepco Holdings Inc.		2,267,878		1,724,800
	40,000	PG&E Corp.		907,079		1,644,000
	192,000	Pinnacle West Capital Corp.		7,875,555		6,981,120
	1,050,000	PNM Resources Inc.		11,998,943		11,739,000
	46,000	PPL Corp.		1,030,117		1,147,700
	225,000	Progress Energy Inc.		9,874,200		8,824,500
	120,000	Public Service Enterprise Group Inc.		3,256,810		3,759,600
	285,000	SCANA Corp.		11,126,833		10,191,600
	278,000	Southern Co.		9,589,826		9,251,840
	135,000	TECO Energy Inc.		2,330,359		2,034,450
	238,000	The Empire District Electric Co.		4,833,860		4,467,260
	145,000	UniSource Energy Corp.		3,588,527		4,376,100
	65,000	Unitil Corp.		1,618,574		1,359,150
	320,000	Vectren Corp.		8,966,483		7,571,200
	740,000	Westar Energy Inc.		16,789,037		15,991,400
	230,000	Wisconsin Energy Corp.		9,370,267		11,670,200
	200,000	Xcel Energy Inc.		3,647,621		4,122,000
				358,538,109		343,563,370
		Energy and Utilities: Electric Transmission and Distribution — 5.8%
	150,000	Central Vermont Public Service Corp.		2,934,206		2,961,000
	312,700	CH Energy Group Inc.		14,265,148		12,270,348
	264,000	Consolidated Edison Inc.		11,818,155		11,378,400
	82,400	Maine & Maritimes Corp.		2,527,910		3,651,144
	576,000	Northeast Utilities		13,705,707		14,676,480
	380,000	NSTAR		11,201,618		13,300,000
	16,666	UIL Holdings Corp.		490,122		417,150
				56,942,866		58,654,522
		Energy and Utilities: Global Utilities — 4.0%
	4,000	Areva SA		1,690,915		1,672,862
	24,000	Chubu Electric Power Co. Inc.		574,288		597,727
	15,000	E.ON AG		648,818		406,843
	4,000	EDP — Energias de Portugal SA, ADR		112,064		118,200
	195,000	Electric Power Development Co. Ltd.		4,834,052		6,206,300
	304	Electricite de France		11,835		11,684
	112,600	Emera Inc.		2,681,755		2,604,116
	28,000	Enagas		769,889		424,232
	230,000	Endesa SA		8,167,134		4,920,576
	200,000	Enel SpA		1,132,560		853,551
	58,800	GDF Suez, Strips		0		72
	160,000	Hera SpA		307,389		264,332
	35,000	Hokkaido Electric Power Co. Inc.		682,763		756,093
	24,400	Hokuriku Electric Power Co.		451,858		537,040
	125,000	Huaneng Power International Inc., ADR		3,642,754		2,941,250
	65,000	Iberdrola SA, ADR		2,456,201		1,457,950
	808	Iberdrola SA, I -10 Shares†		4,323		4,566
	47,028	Iberdrola SA, London		598,809		267,749
	21,000	Iberdrola SA, Madrid		148,966		118,949
	2,000	International Power plc		5,935		8,974
	260,000	Korea Electric Power Corp., ADR†		3,580,581		3,348,800
	60,000	Kyushu Electric Power Co. Inc.		1,305,620		1,350,450
	13,000	National Grid plc, ADR		581,528		478,790
	2,400	Niko Resources Ltd.		151,100		223,216

See accompanying notes to financial statements.

4

The Gabelli Utilities Fund
Schedule of Investments (Continued) — June 30, 2010 (Unaudited)

					Market
Shares			Cost		Value
		COMMON STOCKS (Continued)
		ENERGY AND UTILITIES (Continued)
		Energy and Utilities: Global Utilities (Continued)
	70,000	Red Electrica Corporacion SA	$	3,423,572	$	2,520,055
	24,000	Shikoku Electric Power Co. Inc.		473,574		688,390
	2,000	Snam Rete Gas SpA		8,967		8,016
	24,000	The Chugoku Electric Power Co. Inc.		457,538		496,477
	150,000	The Kansai Electric Power Co. Inc.		3,123,247		3,666,233
	40,000	The Tokyo Electric Power Co. Inc.		1,004,416		1,090,765
	147,000	Tohoku Electric Power Co. Inc.		2,619,722		3,167,279
				45,652,173		41,211,537
		Energy and Utilities: Merchant Energy — 1.1%
	44,000	Mirant Corp.†		746,495		464,640
	40,000	Mirant Corp. — Old, Escrow† (a)		0		0
	15,000	Mirant Corp., Escrow† (a)		0		0
	238,000	NRG Energy Inc.†		5,540,571		5,047,980
	620,000	The AES Corp.†		5,103,101		5,728,800
				11,390,167		11,241,420
		Energy and Utilities: Natural Gas Integrated — 7.9%
	1,000,000	El Paso Corp.		10,331,571		11,110,000
	21,000	Energen Corp.		271,496		930,930
	680,000	National Fuel Gas Co.		27,328,478		31,198,400
	3,000	Northwest Natural Gas Co.		130,562		130,710
	250,000	ONEOK Inc.		6,917,545		10,812,500
	24,000	Petroleo Brasileiro SA, ADR		943,093		823,680
	725,000	Southern Union Co.		13,669,502		15,848,500
	480,000	Spectra Energy Corp.		10,157,879		9,633,600
				69,750,126		80,488,320
		Energy and Utilities: Natural Gas Utilities — 3.3%
	80,000	Atmos Energy Corp.		2,146,223		2,163,200
	50,000	Chesapeake Utilities Corp.		1,459,851		1,570,000
	161,090	Corning Natural Gas Corp. (b)		2,565,457		3,531,898
	26,000	Delta Natural Gas Co. Inc.		619,504		760,500
	27,000	Nicor Inc.		889,090		1,093,500
	65,000	Piedmont Natural Gas Co. Inc.		1,571,813		1,644,500
	3,500	RGC Resources Inc.		100,790		108,500
	70,000	South Jersey Industries Inc.		1,982,945		3,007,200
	534,400	Southwest Gas Corp.		14,071,845		15,764,800
	130,000	The Laclede Group Inc.		4,092,439		4,306,900
	2,000	WGL Holdings Inc.		67,192		68,060
				29,567,149		34,019,058
		Energy and Utilities: Natural Resources — 0.6%
	14,000	Alliance Holdings GP LP		276,626		492,240
	24,000	Anadarko Petroleum Corp.		1,472,145		866,160
	50,000	Atlas Energy Inc.†		1,477,140		1,353,500
	18,000	Compania de Minas Buenaventura SA, ADR		205,537		691,920
	22,000	Occidental Petroleum Corp.		1,775,613		1,697,300
	34,000	Peabody Energy Corp.		1,131,945		1,330,420
	15,000	Uranium One Inc.†		28,281		36,494
				6,367,287		6,468,034
		Energy and Utilities: Services — 1.5%
	260,000	ABB Ltd., ADR		3,599,075		4,492,800
	140,000	Halliburton Co.		2,996,760		3,437,000
	30,000	MDU Resources Group Inc.		665,350		540,900
	45,000	Patterson-UTI Energy Inc.		646,994		579,150
	6,000	Pike Electric Corp.†		57,645		56,520
	75,000	Rowan Companies Inc.†		2,005,238		1,645,500
	14,000	Tenaris SA, ADR		343,717		484,540
	300,000	Weatherford International Ltd.†		4,912,564		3,942,000
				15,227,343		15,178,410
		Energy and Utilities: Water — 1.3%
	3,000	American States Water Co.		75,431		99,420
	105,000	American Water Works Co. Inc.		2,260,508		2,163,000
	165,000	Aqua America Inc.		3,093,079		2,917,200
	2,000	California Water Service Group		70,055		71,400
	3,000	Consolidated Water Co. Ltd.		54,031		34,140
	13,000	Middlesex Water Co.		224,475		206,050
	127,000	Pennichuck Corp.		2,753,059		2,797,810
	133,000	SJW Corp.		3,346,384		3,117,520
	3,000	Southwest Water Co.		31,815		31,440
	85,000	The York Water Co.		1,172,808		1,207,000
	7,727	United Utilities Group plc, ADR		217,129		120,618
				13,298,774		12,765,598
		Diversified Industrial — 0.8%
	14,000	Bouygues SA		658,014		546,554
	550,000	General Electric Co.		10,021,346		7,931,000
	20,000	Mueller Water Products Inc., Cl. A		189,813		74,200
				10,869,173		8,551,754
		Environmental Services — 0.0%
	8,250	Veolia Environnement		231,799		195,264
		Exchange Traded Funds — 0.2%
	25,000	Utilities HOLDRS Trust		2,660,819		2,221,750
		TOTAL ENERGY AND UTILITIES		622,304,651		616,201,097

See accompanying notes to financial statements.

5

The Gabelli Utilities Fund
Schedule of Investments (Continued) — June 30, 2010 (Unaudited)

					Market
Shares			Cost		Value
		COMMON STOCKS (Continued)
		COMMUNICATIONS — 18.6%
		Cable and Satellite — 3.4%
	340,000	Cablevision Systems Corp., Cl. A	$	7,257,980	$	8,163,400
	24,000	Cogeco Cable Inc.		645,914		773,735
	57,000	Cogeco Inc.		1,215,882		1,606,313
	130,001	DIRECTV, Cl. A†		2,870,585		4,409,634
	220,000	DISH Network Corp., Cl. A		4,246,689		3,993,000
	232,005	EchoStar Corp., Cl. A†		4,729,120		4,426,655
	160,000	Liberty Global Inc., Cl. A†		4,188,217		4,158,400
	20,000	Mediacom Communications Corp., Cl. A†		116,963		134,400
	40,000	Rogers Communications Inc., Cl. B		572,504		1,310,400
	12,000	Shaw Communications Inc., Cl. B		148,195		216,360
	85,000	Time Warner Cable Inc.		3,163,644		4,426,800
	80,000	Tokyo Broadcasting System Holdings Inc.		1,618,579		1,098,456
				30,774,272		34,717,553
		Computer Software and Services — 1.2%
	270,000	CyberSource Corp.†		6,928,695		6,893,100
	86,000	Sybase Inc.†		5,535,245		5,560,760
				12,463,940		12,453,860
		Telecommunications — 9.8%
	2,200	AboveNet Inc.†		104,446		103,796
	380,000	AT&T Inc.		11,066,297		9,192,200
	5,000	Atlantic Tele-Network Inc.		222,827		206,500
	480,000	BCE Inc.		13,238,451		14,049,600
	76,000	Belgacom SA		2,493,315		2,403,811
	28,000	CenturyLink Inc.		994,149		932,680
	1,040,000	Cincinnati Bell Inc.†		4,197,672		3,130,400
	755,000	Deutsche Telekom AG, ADR		11,261,183		8,810,850
	1,000	Mobistar SA		75,282		53,359
	152,000	Nippon Telegraph & Telephone Corp.		7,519,802		6,257,762
	314,296	Orascom Telecom Holding SAE, GDR		1,856,016		1,382,902
	34,000	Philippine Long Distance Telephone Co., ADR		1,762,504		1,732,980
	335,000	Portugal Telecom SGPS SA		3,945,785		3,350,983
	340,000	Portugal Telecom SGPS SA, ADR		3,702,047		3,372,800
	2,000	PT Indosat Tbk		1,061		1,092
	600,000	Qwest Communications International Inc.		3,045,990		3,150,000
	1,430,000	Sprint Nextel Corp.†		8,195,279		6,063,200
	100,000	Swisscom AG, ADR		3,576,439		3,365,000
	4,000	Tele2 AB, Cl. B		66,888		60,123
	45,000	Telecom Italia SpA, ADR		733,550		495,450
	53,000	Telefonica SA, ADR		3,346,941		2,943,090
	240,000	Telekom Austria AG		3,717,426		2,680,982
	83,000	Telephone & Data Systems Inc.		2,911,559		2,522,370
	13,000	Telephone & Data Systems Inc., Special		343,073		345,020
	75,000	tw telecom inc.†		1,296,450		1,251,000
	490,000	Verizon Communications Inc.		15,921,328		13,729,800
	540,000	VimpelCom Ltd., ADR†		7,474,755		8,737,200
				113,070,515		100,324,950
		Wireless Communications — 4.2%
	18,000	America Movil SAB de CV, Cl. L, ADR		523,455		855,000
	44,000	China Mobile Ltd., ADR		1,555,326		2,174,040
	27,000	China Unicom Hong Kong Ltd., ADR		265,821		359,100
	21,504	Clearwire Corp., Cl. A†		177,382		156,549
	200	Hutchison Telecommunications Hong Kong Holdings Ltd.		19		42
	180	M1 Ltd.		210		275
	134,000	Millicom International Cellular SA		9,400,374		10,863,380
	6,500	Mobile TeleSystems OJSC, ADR		86,498		124,540
	4,400	NTT DoCoMo Inc.		6,880,251		6,693,434
	165,000	Price Communications Corp., Escrow† (a)		0		0
	50,000	SK Telecom Co. Ltd., ADR		983,958		736,500
	200	SmarTone Telecommunications Holdings Ltd.		207		208
	10,000	Tim Participacoes SA, ADR		277,353		271,400
	135,000	Turkcell Iletisim Hizmetleri A/S, ADR		2,043,160		1,752,300
	142,000	United States Cellular Corp.†		6,350,751		5,843,300
	15,000	Vimpel-Communications, ADR		248,091		286,350
	150,000	Vivo Participacoes SA, ADR		4,193,042		3,888,000
	400,000	Vodafone Group plc, ADR		9,257,266		8,268,000
				42,243,164		42,272,418
		TOTAL COMMUNICATIONS		198,551,891		189,768,781
		OTHER — 5.8%
		Aviation: Parts and Services — 1.4%
	1,700,000	Rolls-Royce Group plc†		13,106,251		14,287,312
	153,000,000	Rolls-Royce Group plc, Cl. C†		234,900		228,597
				13,341,151		14,515,909

See accompanying notes to financial statements.

6

The Gabelli Utilities Fund
Schedule of Investments (Continued) — June 30, 2010 (Unaudited)

					Market
Shares			Cost		Value
		COMMON STOCKS (Continued)
		OTHER (Continued)
		Building and Construction — 0.1%
	13,000	Acciona SA	$	1,833,165	$	998,178
		Business Services — 0.3%
	400,000	Clear Channel Outdoor Holdings Inc., Cl. A†		4,093,768		3,472,000
		Electronics — 0.2%
	345,000	LSI Corp.†		3,092,414		1,587,000
		Entertainment — 0.9%
	465,000	Vivendi		12,176,200		9,561,454
		Financial Services — 0.1%
	25,000	Kinnevik Investment AB, Cl. A		401,129		408,472
	12,000	Kinnevik Investment AB, Cl. B		170,855		193,758
				571,984		602,230
		Health Care — 2.0%
	186,000	Millipore Corp.†		19,717,746		19,836,900
	12,000	TSUMURA & Co.		261,956		368,897
				19,979,702		20,205,797
		Transportation — 0.8%
	300,000	GATX Corp.		9,202,366		8,004,000
		TOTAL OTHER		64,290,750		58,946,568
		TOTAL COMMON STOCKS		885,147,292		864,916,446
		CONVERTIBLE PREFERRED STOCKS — 0.1%
		ENERGY AND UTILITIES — 0.1%
		Energy and Utilities: Natural Gas Integrated — 0.1%
	800	El Paso Corp., 4.990% Cv. Pfd. (c)		758,731		792,960
		COMMUNICATIONS — 0.0%
		Telecommunications — 0.0%
	18,000	Cincinnati Bell Inc., 6.750% Cv. Pfd., Ser. B		649,582		684,000
		TOTAL CONVERTIBLE PREFERRED STOCKS		1,408,313		1,476,960
		WARRANTS — 0.0%
		ENERGY AND UTILITIES — 0.0%
		Energy and Utilities: Merchant Energy — 0.0%
	38,363	Mirant Corp., Ser. B, expire 01/03/11†		190,367		3,833
		COMMUNICATIONS — 0.0%
		Telecommunications — 0.0%
	86,000	Bharti Airtel Ltd., expire 09/19/13† (c)		581,549		486,562
		TOTAL WARRANTS		771,916		490,395

Principal
Amount
		U.S. GOVERNMENT OBLIGATIONS — 14.6%
		U.S. Treasury Bills — 12.4%
$	126,665,000	U.S. Treasury Bills, 0.051% to 0.244%††, 07/01/10 to 12/16/10		126,629,439		126,627,710
		U.S. Treasury Cash Management Bills — 1.8%
	17,825,000	U.S. Treasury Cash Management Bill, 0.167%††, 07/15/10		17,824,044		17,824,044
		U.S. Treasury Notes — 0.4%
	4,240,000	U.S. Treasury Note, 4.125%, 08/15/10		4,260,429		4,260,429
		TOTAL U.S. GOVERNMENT OBLIGATIONS		148,713,912		148,712,183
		TOTAL INVESTMENTS — 99.4%	$	1,036,041,433		1,015,595,984
		Other Assets and Liabilities (Net) — 0.6%				6,153,084
		NET ASSETS — 100.0%			$	1,021,749,068

(a)	Security fair valued under procedures established by the Board of Trustees.
	The procedures may include reviewing available financial information about the company and reviewing the valuation of comparable securities and other factors on a regular basis. At June 30, 2010, the market value of fair valued securities amounted to $0 or 0.00% of net assets.
(b)	Security considered an affiliated holding because the Fund owns at least 5% of its outstanding shares.
(c)	Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At June 30, 2010, the market value of Rule 144A securities amounted to $1,279,522 or 0.13% of net assets.
†	Non-income producing security.
††	Represents annualized yield at date of purchase.
ADR	American Depositary Receipt
GDR	Global Depositary Receipt

See accompanying notes to financial statements.

7

The Gabelli Utilities Fund

Statement of Assets and Liabilities
June 30, 2010 (Unaudited)

Assets:
Investments, at value (cost $1,033,475,976)	$	1,012,064,086
Investments in affiliates, at value (cost $2,565,457)		3,531,898
Foreign currency, at value (cost $17,461)		18,302
Receivable for Fund shares sold		8,129,116
Receivable for investments sold		269,898
Dividends and interest receivable		2,302,926
Prepaid expenses		116,621
Total Assets		1,026,432,847
Liabilities:
Payable to custodian		19,500
Payable for Fund shares redeemed		1,926,535
Payable for investments purchased		949,774
Payable for investment advisory fees		840,585
Payable for distribution fees		445,257
Payable for accounting fees		7,500
Payable for shareholder services fees		305,916
Unrealized depreciation on swap contracts		4,381
Other accrued expenses		184,331
Total Liabilities		4,683,779
Net Assets applicable to 180,228,656 shares outstanding	$	1,021,749,068
Net Assets Consist of:
Paid-in capital	$	1,052,969,510
Accumulated distributions in excess of net investment income		(85,510	)
Accumulated net realized loss on investments, swap contracts, and foreign currency transactions		(10,686,550	)
Net unrealized depreciation on investments		(20,445,449	)
Net unrealized depreciation on swap contracts		(4,381	)
Net unrealized appreciation on foreign currency translations		1,448
Net Assets	$	1,021,749,068
Shares of Beneficial Interest, each at $0.001 par value:
Class AAA:
Net Asset Value, offering, and redemption price per share ($260,763,051 ÷ 44,575,409 shares outstanding; unlimited number of shares authorized)	$	5.85
Class A:
Net Asset Value and redemption price per share ($349,607,650 ÷ 59,390,285 shares outstanding; unlimited number of shares authorized)	$	5.89
Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price)	$	6.25
Class B:
Net Asset Value and offering price per share ($225,416 ÷ 42,322 shares outstanding; unlimited number of shares authorized)	$	5.33	(a)
Class C:
Net Asset Value and offering price per share ($385,636,215 ÷ 71,885,529 shares outstanding; unlimited number of shares authorized)	$	5.36	(a)
Class I:
Net Asset Value, offering, and redemption price per share ($25,516,736 ÷ 4,335,111 shares outstanding; unlimited number of shares authorized)	$	5.89

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

Statement of Operations
For the Six Months Ended June 30, 2010 (Unaudited)

Investment Income:
Dividends – unaffiliated (net of foreign taxes of $427,733)	$	16,723,905
Dividends – affiliated		48,327
Interest		86,599
Total Investment Income		16,858,831
Expenses:
Investment advisory fees		4,637,597
Distribution fees – Class AAA		285,485
Distribution fees – Class A		398,881
Distribution fees – Class B		1,200
Distribution fees – Class C		1,788,019
Shareholder services fees		369,194
Shareholder communications expenses		101,944
Custodian fees		61,538
Registration expenses		55,396
Trustee’s fees		27,659
Legal and audit fees		24,314
Accounting fees		22,500
Interest expense		99
Miscellaneous expenses		33,361
Total Expenses		7,807,187
Less:
Advisory fee reduction on unsupervised assets (See Note 3)		(14,063	)
Custodian fee credits		(14	)
Total Reductions and Credits		(14,077	)
Net Expenses		7,793,110
Net Investment Income		9,065,721
Net Realized and Unrealized Gain/(Loss) on Investments, Swap Contracts, and Foreign Currency:
Net realized loss on investments		(1,485,850	)
Net realized loss on swap contracts		(5,426	)
Net realized loss on foreign currency transactions		(25,848	)
Net realized loss on investments, swap contacts, and foreign currency transactions		(1,517,124	)
Net change in unrealized appreciation/depreciation:
on investments		(44,179,262	)
on swap contracts		(6,243	)
on foreign currency translations		1,050
Net change in unrealized appreciation/depreciation on investments, swap contracts, and foreign currency translations		(44,184,455	)
Net Realized and Unrealized Gain/(Loss) on Investments, Swap Contracts, and Foreign Currency		(45,701,579	)
Net Decrease in Net Assets Resulting from Operations	$	(36,635,858	)

See accompanying notes to financial statements.

8

The Gabelli Utilities Fund

Statement of Changes in Net Assets

	Six Months Ended
	June 30, 2010			Year Ended
	(Unaudited)			December 31,
Operations:
Net investment income	$	9,065,721		$	14,135,781
Net realized loss on investments, swap contracts, and foreign currency transactions		(1,517,124	)		(4,575,512	)
Net change in unrealized appreciation/depreciation on investments, swap contracts, and foreign currency translations		(44,184,455	)		83,907,270
Net Increase/(Decrease) in Net Assets Resulting from Operations		(36,635,858	)		93,467,539
Distributions to Shareholders:
Net investment income
Class AAA		(2,214,171	)*		(3,075,114	)
Class A		(3,052,353	)*		(4,713,352	)
Class B		(2,476	)*		(5,488	)
Class C		(3,725,447	)*		(6,213,255	)
Class I		(215,743	)*		(210,483	)
		(9,210,190	)		(14,217,692	)
Return of capital
Class AAA		(13,601,339	)*		(16,277,524	)
Class A		(18,750,167	)*		(24,949,225	)
Class B		(15,212	)*		(29,047	)
Class C		(22,884,889	)*		(32,888,670	)
Class I		(1,325,277	)*		(1,114,153	)
		(56,576,884	)		(75,258,619	)
Total Distributions to Shareholders		(65,787,074	)		(89,476,311	)
Shares of Beneficial Interest Transactions:
Class AAA		96,442,452			63,298,144
Class A		104,646,502			73,115,804
Class B		4,958			6,374
Class C		106,827,366			65,241,400
Class I		11,499,755			8,921,410
Net Increase in Net Assets from Shares of Beneficial Interest Transactions		319,421,033			210,583,132
Redemption Fees		23,028			1,844
Net Increase in Net Assets		217,021,129			214,576,204
Net Assets:
Beginning of period		804,727,939			590,151,735
End of period (including undistributed net investment income of $0 and $58,959, respectively)	$	1,021,749,068		$	804,727,939

* Based on year to date book income. Amounts are subject to change and recharacterization at year end.

See accompanying notes to financial statements.

9

The Gabelli Utilities Fund
Financial Highlights

Selected data for a share of beneficial interest outstanding throughout each period:

																																	Ratios to Average Net Assets/
			Income from Investment Operations								Distributions																						Supplemental Data
					Net
	Net Asset				Realized and			Total						Net												Net Asset					Net Assets
Period	Value,		Net		Unrealized			from			Net			Realized												Value,					End of		Net						Portfolio
Ended	Beginning		Investment		Gain (Loss) on			Investment			Investment			Gain on			Return of			Total			Redemption			End of		Total			Period		Investment			Operating			Turnover
December 31	of Period		Income (a)		Investments			Operations			Income			Investments			Capital			Distributions			Fees (a)(b)			Period		Return†			(in 000’s)		Income			Expenses††			Rate†††
Class AAA
2010(c)	$	6.46	$	0.07	$	(0.26	)	$	(0.19	)	$	(0.06	)*		—		$	(0.36	)*	$	(0.42	)	$	0.00		$	5.85		(3.1	)%	$	260,763		2.26	%(d)		1.40	%(d)		11	%
2009		6.43		0.16		0.71			0.87			(0.13	)		—			(0.71	)		(0.84	)		0.00			6.46		15.5			189,534		2.57			1.47			12
2008		9.08		0.15		(1.96	)		(1.81	)		(0.12	)	$	(0.02	)		(0.70	)		(0.84	)		0.00			6.43		(20.9	)		123,864		1.92			1.43			19
2007		9.16		0.16		0.60			0.76			(0.13	)		(0.27	)		(0.44	)		(0.84	)		(0.00	)		9.08		8.6			161,930		1.78			1.41			19
2006		8.20		0.17		1.63			1.80			(0.16	)		(0.18	)		(0.50	)		(0.84	)		0.00			9.16		23.1			157,645		2.02			1.44			24
2005		8.36		0.15		0.53			0.68			(0.15	)		(0.09	)		(0.60	)		(0.84	)		0.00			8.20		8.4			124,437		1.79			1.50			18
Class A
2010(c)	$	6.50	$	0.07	$	(0.26	)	$	(0.19	)	$	(0.06	)*		—		$	(0.36	)*	$	(0.42	)	$	0.00		$	5.89		(3.1	)%	$	349,608		2.23	%(d)		1.40	%(d)		11	%
2009		6.46		0.16		0.72			0.88			(0.13	)		—			(0.71	)		(0.84	)		0.00			6.50		15.6			278,607		2.58			1.47			12
2008		9.12		0.15		(1.97	)		(1.82	)		(0.12	)	$	(0.02	)		(0.70	)		(0.84	)		0.00			6.46		(20.9	)		202,112		1.92			1.43			19
2007		9.19		0.16		0.61			0.77			(0.13	)		(0.27	)		(0.44	)		(0.84	)		(0.00	)		9.12		8.7			261,468		1.78			1.41			19
2006		8.23		0.18		1.62			1.80			(0.16	)		(0.18	)		(0.50	)		(0.84	)		0.00			9.19		23.0			201,124		2.02			1.44			24
2005		8.38		0.16		0.53			0.69			(0.15	)		(0.09	)		(0.60	)		(0.84	)		0.00			8.23		8.5			81,869		1.88			1.50			18
Class B
2010(c)	$	5.94	$	0.04	$	(0.23	)	$	(0.19	)	$	(0.06	)*		—		$	(0.36	)*	$	(0.42	)	$	0.00		$	5.33		(3.4	)%	$	225		1.42	%(d)		2.15	%(d)		11	%
2009		6.02		0.10		0.66			0.76			(0.13	)		—			(0.71	)		(0.84	)		0.00			5.94		14.7			246		1.86			2.22			12
2008		8.63		0.09		(1.86	)		(1.77	)		(0.12	)	$	(0.02	)		(0.70	)		(0.84	)		0.00			6.02		(21.6	)		243		1.16			2.18			19
2007		8.80		0.09		0.58			0.67			(0.13	)		(0.27	)		(0.44	)		(0.84	)		(0.00	)		8.63		7.9			343		1.02			2.16			19
2006		7.97		0.11		1.56			1.67			(0.12	)		(0.18	)		(0.54	)		(0.84	)		0.00			8.80		22.1			347		1.28			2.19			24
2005		8.20		0.08		0.53			0.61			(0.09	)		(0.09	)		(0.66	)		(0.84	)		0.00			7.97		7.6			331		1.01			2.25			18
Class C
2010(c)	$	5.98	$	0.04	$	(0.24	)	$	(0.20	)	$	(0.06	)*		—		$	(0.36	)*	$	(0.42	)	$	0.00		$	5.36		(3.6	)%	$	385,636		1.48	%(d)		2.15	%(d)		11	%
2009		6.06		0.10		0.66			0.76			(0.13	)		—			(0.71	)		(0.84	)		0.00			5.98		14.6			319,960		1.84			2.22			12
2008		8.67		0.09		(1.86	)		(1.77	)		(0.12	)	$	(0.02	)		(0.70	)		(0.84	)		0.00			6.06		(21.5	)		256,517		1.17			2.18			19
2007		8.84		0.09		0.58			0.67			(0.13	)		(0.27	)		(0.44	)		(0.84	)		(0.00	)		8.67		7.8			316,009		1.04			2.16			19
2006		8.00		0.11		1.57			1.68			(0.12	)		(0.18	)		(0.54	)		(0.84	)		0.00			8.84		22.1			209,691		1.27			2.19			24
2005		8.23		0.09		0.52			0.61			(0.09	)		(0.09	)		(0.66	)		(0.84	)		0.00			8.00		7.6			94,118		1.14			2.25			18
Class I
2010(c)	$	6.49	$	0.08	$	(0.26	)	$	(0.18	)	$	(0.06	)*		—		$	(0.36	)*	$	(0.42	)	$	0.00		$	5.89		(2.9	)%	$	25,517		2.50	%(d)		1.15	%(d)		11	%
2009		6.44		0.17		0.72			0.89			(0.13	)		—			(0.71	)		(0.84	)		0.00			6.49		15.8			16,381		2.82			1.22			12
2008(e)		8.94		0.16		(1.82	)		(1.66	)		(0.12	)	$	(0.02	)		(0.70	)		(0.84	)		0.00			6.44		(19.6	)		7,416		2.34	(d)		1.18	(d)		19

†	Total return represents aggregate total return of a hypothetical $1,000 investment at the beginning of the period and sold at the end of the period including reinvestment of distributions and does not reflect applicable sales charges. Total return for a period of less than a year is not annualized.
††	The ratios include a reduction for custodian fee credits on cash balances maintained with the custodian (“Custodian Fee Credits”). Historically, the ratios reflected operating expenses before the reduction for Custodian Fee Credits. If the ratios did not reflect a reduction for Custodian Fee Credits, the ratios for the year ended December 31, 2007 would have been 1.42% (Class AAA and Class A) and 2.17% (Class B and Class C). For the six months ended June 30, 2010 and the years ended December 31, 2009, 2008, 2006, and 2005, the effect of Custodian Fee Credits was minimal.
†††	Effective in 2008, a change in accounting policy was adopted with regard to the calculation of the portfolio turnover rate to include cash proceeds due to mergers. Had this policy been adopted retroactively, the portfolio turnover rate for the years ended December 31, 2007, 2006, and 2005 would have been 47%, 37%, and 33%, respectively.
*	Based on year to date book income. Amounts are subject to change and recharacterization at year end.
(a)	Per share amounts have been calculated using the average shares outstanding method.
(b)	Amount represents less than $0.005 per share.
(c)	For the six months ended June 30, 2010, unaudited.
(d)	Annualized.
(e)	From the commencement of offering Class I Shares on January 11, 2008 through December 31, 2008.

See accompanying notes to financial statements.

10

The Gabelli Utilities Fund
Notes to Financial Statements (Unaudited)

1. Organization. The Gabelli Utilities Fund (the “Fund”) was organized on May 18, 1999 as a Delaware statutory trust. The Fund is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund commenced operations on August 31, 1999. The Fund’s primary objective is to provide a high level of total return through a combination of capital appreciation and current income.

The Fund invests a high percentage of its assets in the utilities sector. As a result, the Fund may be more susceptible to economic, political, and regulatory developments, positive or negative, and may experience increased volatility to the Fund’s NAV and a magnified effect in its total return.

2. Significant Accounting Policies. The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) has become the exclusive reference of authoritative United States of America (“U.S.”) generally accepted accounting principles (“GAAP”) recognized by the FASB to be applied by nongovernmental entities. Rules and interpretive releases of the SEC under authority of federal laws are also sources of authoritative GAAP for SEC registrants. The ASC has superseded all existing non-SEC accounting and reporting standards. The Fund’s financial statements are prepared in accordance with GAAP, which may require the use of management estimates and assumptions. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements.

Security Valuation. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market’s official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and asked prices or, if there were no asked prices quoted on that day, then the security is valued at the closing bid price on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of Trustees (the “Board”) so determines, by such other method as the Board shall determine in good faith to reflect its fair market value. Portfolio securities traded on more than one national securities exchange or market are valued according to the broadest and most representative market, as determined by Gabelli Funds, LLC (the “Adviser”).

Portfolio securities primarily traded on a foreign market are generally valued at the preceding closing values of such securities on the relevant market, but may be fair valued pursuant to procedures established by the Board if market conditions change significantly after the close of the foreign market but prior to the close of business on the day the securities are being valued. Debt instruments with remaining maturities of sixty days or less that are not credit impaired are valued at amortized cost, unless the Board determines such amount does not reflect the securities’ fair value, in which case these securities will be fair valued as determined by the Board. Debt instruments having a maturity greater than sixty days for which market quotations are readily available are valued at the average of the latest bid and asked prices. If there were no asked prices quoted on such day, the security is valued using the closing bid price. U.S. government obligations with maturities greater than sixty days are normally valued using a model that incorporates market observable data such as reported sales of similar securities, broker quotes, yields, bids, offers, and reference data. Certain securities are valued principally using dealer quotations.

11

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

Securities and assets for which market quotations are not readily available are fair valued as determined by the Board. Fair valuation methodologies and procedures may include, but are not limited to: analysis and review of available financial and non-financial information about the company; comparisons with the valuation and changes in valuation of similar securities, including a comparison of foreign securities with the equivalent U.S. dollar value ADR securities at the close of the U.S. exchange; and evaluation of any other information that could be indicative of the value of the security.

The inputs and valuation techniques used to measure fair value of the Fund’s investments are summarized into three levels as described in the hierarchy below:

• Level 1 – quoted prices in active markets for identical securities;

• Level 2 – other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.); and

• Level 3 – significant unobservable inputs (including the Fund’s determinations as to the fair value of investments).

The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments in securities and other financial instruments by inputs used to value the Fund’s investments as of June 30, 2010 is as follows:

	Valuation Inputs
	Level 1		Level 2 Other Significant			Level 3 Significant		Total Market Value
	Quoted Prices		Observable Inputs			Unobservable Inputs		at 6/30/10
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
ENERGY AND UTILITIES
Energy and Utilities: Merchant Energy	$	11,241,420		—		$	0	$	11,241,420
Other Industries (a)		604,959,677		—			—		604,959,677
COMMUNICATIONS
Wireless Communications		42,272,418		—			0		42,272,418
Other Industries (a)		147,496,363		—			—		147,496,363
OTHER
Aviation: Parts and Services		14,287,312	$	228,597			—		14,515,909
Other Industries (a)		44,430,659		—			—		44,430,659
Total Common Stocks		864,687,849		228,597			0		864,916,446
Convertible Preferred Stocks (a)		1,476,960		—			—		1,476,960
Warrants:
ENERGY AND UTILITIES
Energy and Utilities: Merchant Energy		3,833		—			—		3,833
COMMUNICATIONS
Telecommunications		—		486,562			—		486,562
Total Warrants		3,833		486,562			—		490,395
U.S. Government Obligations		—		148,712,183			—		148,712,183
TOTAL INVESTMENTS IN SECURITIES — ASSETS	$	866,168,642	$	149,427,342		$	0	$	1,015,595,984
OTHER FINANCIAL INSTRUMENTS:
LIABILITIES (Unrealized Depreciation):*
EQUITY CONTRACT
Contract for Difference Swap Agreement	$	—	$	(4,381	)	$	—	$	(4,381	)

(a)	Please refer to the Schedule of Investments for the industry classifications of these portfolio holdings.
*	Other financial instruments are derivatives not reflected in the Schedule of Investments, such as futures, forwards, and swaps, which are valued at the unrealized appreciation/depreciation of the instrument.

The Fund did not have significant transfers between Level 1 and Level 2 during the reporting period.

12

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

In January 2010, the FASB issued amended guidance to improve disclosure about fair value measurements which requires additional disclosures about transfers between Levels 1 and 2 and separate disclosures about purchases, sales, issuances, and settlements in the reconciliation of fair value measurements using significant unobservable inputs (Level 3). It also clarifies existing disclosure requirements relating to the levels of disaggregation of fair value measurement and inputs and valuation techniques used to measure fair value. Disclosures about purchases, sales, issuances, and settlements in the rollforward of activity in Level 3 fair value measurements are effective for fiscal years beginning after December 15, 2010 and for interim periods within those fiscal years. Management is currently evaluating the implications of this guidance on the Fund’s financial statements. The remainder of the amended guidance is effective for financial statements for fiscal years beginning after December 15, 2009 and interim periods within those fiscal years. Management has evaluated the impact of this guidance on the Fund’s financial statements and determined that there is no impact as of June 30, 2010.

Derivative Financial Instruments.

The Fund may engage in various portfolio investment strategies by investing in a number of derivative financial instruments for the purpose of increasing the income of the Fund or hedging against a specific transaction with respect to either the currency in which the transaction is denominated or another currency. Investing in certain derivative financial instruments, including participation in the options, futures, or swap markets, entails certain execution, liquidity, hedging, tax, and securities, interest, credit, or currency market risks. Losses may arise if the Adviser’s prediction of movements in the direction of the securities, foreign currency, and interest rate markets is inaccurate. Losses may also arise if the counterparty does not perform its duties under a contract, or that, in the event of default, the Fund may be delayed in or prevented from obtaining payments or other contractual remedies owed to it under derivative contracts. The creditworthiness of the counterparties is closely monitored in order to minimize these risks. Participation in derivative transactions involves investment risks, transaction costs, and potential losses to which the Fund would not be subject absent the use of these strategies. The consequences of these risks, transaction costs, and losses may have a negative impact on the Fund’s ability to pay distributions.

The Fund’s derivative contracts held at June 30, 2010, if any, are not accounted for as hedging instruments under GAAP.

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

Unrealized gains related to swaps are reported as an asset and unrealized losses are reported as a liability in the Statement of Assets and Liabilities. The change in value of swaps, including the accrual of periodic amounts of interest to be paid or received on swaps, is reported as unrealized gain or loss in the Statement of Operations. A realized gain or loss is recorded upon payment or receipt of a periodic payment or termination of swap agreements.

13

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

The Fund has entered into an equity contract for difference swap agreement with The Goldman Sachs Group, Inc. Details of the swap at June 30, 2010 are as follows:

Notional	Equity Security	Interest Rate/	Termination		Net Unrealized
Amount	Received	Equity Security Paid	Date		Depreciation
	Market Value	One month LIBOR plus 90 bps plus
	Appreciation on:	Market Value Depreciation on:
$103,068 (22,000 Shares)	International Power plc	International Power plc		6/27/11	$	(4,381	)

The Fund’s volume of activity in equity contract for difference swap agreements during the six months ended June 30, 2010 had an average monthly notional amount of approximately $108,486.

As of June 30, 2010, the value of equity contract for difference swap agreements that were held with equity risk exposure can be found in the Statement of Assets and Liabilities under Liabilities, Unrealized depreciation on swap contracts.

For the six months ended June 30, 2010, the effect of equity contract for difference swap agreements with equity risk exposure can be found in the Statement of Operations under Net Realized and Unrealized Gain/(Loss) on Investments, Swap Contracts, and Foreign Currency, Net realized loss on swap contracts and Net change in unrealized appreciation/depreciation on swap contracts.

     Forward Foreign Exchange Contracts. The Fund may engage in forward foreign exchange contracts for the purpose of hedging a specific transaction with respect to either the currency in which the transaction is denominated or another currency as deemed appropriate by the Adviser. Forward foreign exchange contracts are valued at the forward rate and are marked-to-market daily. The change in market value is included in unrealized appreciation/depreciation on foreign currency translations. When the contract is closed, the Fund records a realized gain or loss equal to the difference between the value of the contract at the time it was opened and the value at the time it was closed.

The use of forward foreign exchange contracts does not eliminate fluctuations in the underlying prices of the Fund’s portfolio securities, but it does establish a rate of exchange that can be achieved in the future. Although forward foreign exchange contracts limit the risk of loss due to a decline in the value of the hedged currency, they also limit any potential gain that might result should the value of the currency increase. In addition, the Fund could be exposed to risks if the counterparties to the contracts are unable to meet the terms of their contracts. During the six months ended June 30, 2010, the Fund had no investments in forward foreign exchange contracts.

Repurchase Agreements. The Fund may enter into repurchase agreements with primary government securities dealers recognized by the Federal Reserve Board, with member banks of the Federal Reserve System, or with other brokers or dealers that meet credit guidelines established by the Adviser and reviewed by the Board. Under the terms of a typical repurchase agreement, the Fund takes possession of an underlying debt obligation subject to an obligation of the seller to repurchase, and the Fund to resell, the obligation at an agreed-upon price and time, thereby determining the yield during the Fund’s holding period. It is the policy of the Fund to receive and maintain securities as collateral whose market value is not less than their repurchase price. The Fund will make payment for such securities only upon physical delivery or upon evidence of book entry transfer of the collateral to the account of the custodian. To the extent that any repurchase transaction exceeds one business day, the value of the collateral is marked-to-market on a daily basis to maintain the

14

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

adequacy of the collateral. If the seller defaults and the value of the collateral declines or if bankruptcy proceedings are commenced with respect to the seller of the security, realization of the collateral by the Fund may be delayed or limited. At June 30, 2010, there were no open repurchase agreements.

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

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

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

Restricted and Illiquid Securities. The Fund may invest up to 15% of its net assets in securities for which the markets are illiquid. Illiquid securities include securities the disposition of which is subject to substantial legal or contractual restrictions. The sale of illiquid securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than does the sale of securities eligible for trading on national securities exchanges or in the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restrictions on resale. Securities freely saleable among qualified institutional investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. The Fund held no illiquid securities at June 30, 2010. For the restricted securities the Fund held as of June 30, 2010, refer to the Schedule of Investments.

Securities Transactions and Investment Income. Securities transactions are accounted for on the trade date with realized gain or loss on investments determined by using the identified cost method. Interest income (including amortization of premium and accretion of discount) is recorded on the accrual basis. Premiums and discounts on debt securities are amortized using the effective yield to maturity method. Dividend income is recorded on the ex-dividend date except for certain dividends which are recorded as soon as the Fund is informed of the dividend.

15

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

Determination of Net Asset Value and Calculation of Expenses. Certain administrative expenses are common to, and allocated among, various affiliated funds. Such allocations are made on the basis of each fund’s average net assets or other criteria directly affecting the expenses as determined by the Adviser pursuant to procedures established by the Board.

In calculating the net asset value (the “NAV”) per share of each class, investment income, realized and unrealized gains and losses, redemption fees, and expenses other than class specific expenses are allocated daily to each class of shares based upon the proportion of net assets of each class at the beginning of each day. Distribution expenses are borne solely by the class incurring the expense.

Custodian Fee Credits and Interest Expense. When cash balances are maintained in the custody account, the Fund receives credits which are used to offset custodian fees. The gross expenses paid under the custody arrangement are included in custodian fees in the Statement of Operations with the corresponding expense offset, if any, shown as “custodian fee credits.” When cash balances are overdrawn, the Fund is charged an overdraft fee equal to 2.00% above the federal funds rate on outstanding balances. This amount, if any, would be included in “interest expense” in the Statement of Operations.

Distributions to Shareholders. Distributions to shareholders are recorded on the ex-dividend date. Distributions to shareholders are based on income and capital gains as determined in accordance with federal income tax regulations, which may differ from income and capital gains as determined under GAAP. These differences are primarily due to differing treatments of income and gains on various investment securities and foreign currency transactions held by the Fund, timing differences, and differing characterizations of distributions made by the Fund. Distributions made in excess of current earnings and profits on a tax basis are treated as a non-taxable return of capital. Distributions from net investment income for federal income tax purposes include net realized gains on foreign currency transactions. These book/tax differences are either temporary or permanent in nature. To the extent these differences are permanent, adjustments are made to the appropriate capital accounts in the period when the differences arise. These reclassifications have no impact on the NAV of the Fund.

The tax character of distributions paid during the year ended December 31, 2009 was as follows:

Distributions paid from:
Ordinary income (inclusive of short-term capital gains)	$	14,217,692
Return of capital		75,258,619
Total distributions paid	$	89,476,311

Since January 2000, the Fund has had a fixed distribution policy. Under the policy, the Fund declares and pays monthly distributions from net investment income, capital gains, and paid-in capital. The actual source of the distribution is determined after the end of the year. Pursuant to this policy, distributions during the year are made in excess of required distributions. To the extent such distributions are made from current earnings and profits, they are considered ordinary income or long-term capital gains. The Fund’s current distribution policy may restrict the Fund’s ability to pass through to shareholders all of its net realized long-term capital gains as a Capital Gain Dividend, subject to the maximum federal income tax rate of 15%, and may cause such gains to be treated as ordinary income subject to a maximum federal income tax rate of 35%. The Board continues to evaluate the distribution policy in light of ongoing economic and market conditions and may change the amount of the monthly distributions in the future. The current annualized rate is $0.84 per share.

16

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

Provision for Income Taxes. The Fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code of 1986, as amended (the “Code”). It is the policy of the Fund to comply with the requirements of the Code applicable to regulated investment companies and to distribute substantially all of its net investment company taxable income and net capital gains. Therefore, no provision for federal income taxes is required.

At December 31, 2009, the Fund had net capital loss carryforwards for federal income tax purposes of $5,738,593, which are available to reduce future required distributions of net capital gains to shareholders through 2017.

The following summarizes the tax cost of investments and the related net unrealized appreciation/depreciation at June 30, 2010:

			Gross		Gross
			Unrealized		Unrealized			Net Unrealized
	Cost		Appreciation		Depreciation			Depreciation
Investments	$	1,039,827,276	$	50,561,979	$	(74,793,271	)	$	(24,231,292	)

The Fund is required to evaluate tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Income tax and related interest and penalties would be recognized by the Fund as tax expense in the Statement of Operations if the tax positions were deemed not to meet the more-likely-than-not threshold. For the six months ended June 30, 2010, the Fund did not incur any income tax, interest, or penalties. As of June 30, 2010, the Adviser has reviewed all open tax years and concluded that there was no impact to the Fund’s net assets or results of operations. Tax years ended December 31, 2007 through December 31, 2009 remain subject to examination by the Internal Revenue Service and state taxing authorities. On an ongoing basis, the Adviser will monitor the Fund’s tax positions to determine if adjustments to this conclusion are necessary.

3. Investment Advisory Agreement and Other Transactions. The Fund has entered into an investment advisory agreement (the “Advisory Agreement”) with the Adviser which provides that the Fund will pay the Adviser a fee, computed daily and paid monthly, at the annual rate of 1.00% of the value of its average daily net assets. In accordance with the Advisory Agreement, the Adviser provides a continuous investment program for the Fund’s portfolio, oversees the administration of all aspects of the Fund’s business and affairs, and pays the compensation of all Officers and Trustees of the Fund who are affiliated persons of the Adviser.

The Fund pays each Trustee who is not considered an affiliated person an annual retainer of $6,000 plus $1,000 for each Board meeting attended and they are reimbursed for any out of pocket expenses incurred in attending meetings. All Board committee members receive $500 per meeting attended and the Chairman of the Audit Committee and the Lead Trustee each receive an annual fee of $1,000. A Trustee may receive a single meeting fee, allocated among the participating funds, for participation in certain meetings held on behalf of multiple funds. Trustees who are directors or employees of the Adviser or an affiliated company receive no compensation or expense reimbursement from the Fund.

There was a reduction in the advisory fee paid to the Adviser relating to certain portfolio holdings, i.e., unsupervised assets, of the Fund with respect to which the Adviser has transferred dispositive and voting control to the Fund’s Proxy Voting Committee. During the six months ended June 30, 2010, the Fund’s Proxy

17

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

Voting Committee exercised control and discretion over all rights to vote or consent with respect to such securities and the Adviser reduced its fee with respect to such securities by $14,063.

4. Distribution Plan. The Fund’s Board has adopted a distribution plan (the “Plan”) for each class of shares, except for Class I Shares, pursuant to Rule 12b-1 under the 1940 Act. Gabelli & Company, Inc. (“Gabelli & Co.”), an affiliate of the Adviser, serves as Distributor of the Fund. Under the Class AAA, Class A, Class B, and Class C Share Plans, payments are authorized to Gabelli & Co. at annual rates of 0.25%, 0.25%, 1.00%, and 1.00%, respectively, of the average daily net assets of those classes, the annual limitations under each Plan. Such payments are accrued daily and paid monthly.

5. Portfolio Securities. Purchases and sales of securities for the six months ended June 30, 2010, other than short-term securities and U.S. Government obligations, aggregated $293,675,579 and $88,058,101, respectively.

6. Transactions with Affiliates. During the six months ended June 30, 2010, the Fund paid brokerage commissions on security trades of $307,776 to Gabelli & Co. Additionally, Gabelli & Co. informed the Fund that it retained $663,517 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

The cost of calculating the Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement between the Fund and the Adviser. During the six months ended June 30, 2010, the Fund paid or accrued $22,500 to the Adviser in connection with the cost of computing the Fund’s NAV.

7. Line of Credit. The Fund participates in an unsecured line of credit of up to $75,000,000 under which it may borrow up to 10% of its net assets from the custodian for temporary borrowing purposes. Borrowings under this arrangement bear interest at the higher of the sum of the overnight LIBOR plus 100 basis points or the sum of the federal funds rate plus 100 basis points at the time of borrowing. This amount, if any, would be included in “interest expense” in the Statement of Operations. During the six months ended June 30, 2010, there were no borrowings under the line of credit.

8. Shares of Beneficial Interest. The Fund offers five classes of shares – Class AAA Shares, Class A Shares, Class B Shares, Class C Shares, and Class I Shares. Class AAA Shares are offered without a sales charge only to investors who acquire them directly from Gabelli & Co., through selected broker/dealers, or the transfer agent. Class I Shares are offered through Gabelli & Co. and selected broker/dealers to foundations, endowments, institutions, and employee benefit plans without a sales charge. Class A Shares are subject to a maximum front-end sales charge of 5.75%. Class B Shares are subject to a contingent deferred sales charge (“CDSC”) upon redemption within six years of purchase and automatically convert to Class A Shares approximately eight years after the original purchase. The applicable Class B CDSC is equal to a percentage declining from 5% of the lesser of the NAV per share at the date of the original purchase or at the date of redemption, based on the length of time held. Class C Shares are subject to a 1.00% CDSC for one year after purchase. Class B Shares are available only through exchange of Class B Shares of other funds distributed by Gabelli & Co. Class I Shares were first issued on January 11, 2008.

The Fund imposes a redemption fee of 2.00% on all classes of shares that are redeemed or exchanged on or before the seventh day after the date of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the Fund. The redemption fees retained

18

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

by the Fund during the six months ended June 30, 2010 and the year ended December 31, 2009 amounted to $23,028 and $1,844, respectively. The redemption fee does not apply to redemptions of shares where (i) the shares were purchased through automatic reinvestment of distributions, (ii) the redemption was initiated by the Fund, (iii) the shares were purchased through programs that collect the redemption fee at the program level and remit them to the Fund, or (iv) the shares were purchased through programs that the Adviser determines to have appropriate anti-short-term trading policies in place or as to which the Adviser has received assurances that look-through redemption fee procedures or effective anti-short-term trading policies and procedures are in place.

Transactions in shares of beneficial interest were as follows:

	Six Months Ended
	June 30, 2010						Year Ended
	(Unaudited)						December 31, 2009
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		18,520,313		$	116,801,849			14,651,030		$	90,485,673
Shares issued upon reinvestment of distributions		2,006,831			12,388,214			2,462,380			14,845,212
Shares redeemed		(5,282,629	)		(32,747,611	)		(7,042,972	)		(42,032,741	)
Net increase		15,244,515		$	96,442,452			10,070,438		$	63,298,144
Class A
Shares sold		19,086,396		$	120,949,674			16,375,320		$	101,619,460
Shares issued upon reinvestment of distributions		1,651,469			10,253,489			2,313,584			13,999,716
Shares redeemed		(4,216,415	)		(26,556,661	)		(7,097,239	)		(42,503,372	)
Net increase		16,521,450		$	104,646,502			11,591,665		$	73,115,804
Class B
Shares sold		3,520		$	19,677			—			—
Shares issued upon reinvestment of distributions		438			2,481			1,153		$	7,256
Shares redeemed		(3,014	)		(17,200	)		(165	)		(882	)
Net increase		944		$	4,958			988		$	6,374
Class C
Shares sold		20,407,772		$	118,648,704			14,382,795		$	83,001,233
Shares issued upon reinvestment of distributions		2,711,161			15,408,034			4,143,147			23,240,343
Shares redeemed		(4,719,464	)		(27,229,372	)		(7,385,803	)		(41,000,176	)
Net increase		18,399,469		$	106,827,366			11,140,139		$	65,241,400
Class I
Shares sold		2,216,371		$	14,073,633			1,834,711		$	11,644,578
Shares issued upon reinvestment of distributions		241,253			1,497,806			202,647			1,223,147
Shares redeemed		(646,312	)		(4,071,684	)		(664,850	)		(3,946,315	)
Net increase		1,811,312		$	11,499,755			1,372,508		$	8,921,410

19

The Gabelli Utilities Fund
Notes to Financial Statements (Continued) (Unaudited)

9. Transactions in Securities of Affiliated Issuers. The 1940 Act defines affiliated issuers as those in which the Fund’s holdings of an issuer represent 5% or more of the outstanding voting securities of the issuer. A summary of the Fund’s transactions in the securities of these issuers during the six months ended June 30, 2010 is set forth below:

Net Change

Percent

Beginning

Shares/

Shares/

Ending

in

Value at

Owned

Shares/

Par

Par

Shares/

Unrealized

Realized

June 30,

of Shares

Par

Purchased

Sold

Par

Appreciation

Loss

2010

Outstanding

Corning Natural Gas Corp.

161,090

—

—

161,090

$

438,970

—

$

3,531,898

15.47

%

10. Indemnifications. The Fund enters into contracts that contain a variety of indemnifications. The Fund’s maximum exposure under these arrangements is unknown. However, the Fund has not had prior claims or losses pursuant to these contracts. Management has reviewed the Fund’s existing contracts and expects the risk of loss to be remote.

11. Other Matters. On April 24, 2008, the Investment Adviser entered into a settlement with the SEC to resolve an inquiry regarding prior frequent trading activity in shares of the GAMCO Global Growth Fund (the “Global Growth Fund”) by one investor who was banned from the Global Growth Fund in August 2002. In an administrative order that was entered in connection with the settlement, the SEC found that the Investment Adviser had willfully violated Section 206(2) of the Investment Advisers Act of 1940, Section 17(d) of the 1940 Act and Rule 17d-1 thereunder, and had willfully aided and abetted and caused violations of Section 12(d)(1)(B)(i) of the 1940 Act. Under the terms of the settlement, the Investment Adviser, while neither admitting nor denying the SEC’s findings and allegations, paid $16 million (which included a $5 million civil monetary penalty), approximately $12.8 million of which is in the process of being paid to shareholders of the Global Growth Fund in accordance with a plan developed by an independent distribution consultant and approved by the independent directors of the Global Growth Fund and acceptable to the staff of the SEC, and agreed to cease and desist from future violations of the above referenced federal securities laws. The SEC’s order also noted the cooperation that the Investment Adviser gave the staff of the SEC. The settlement will not have a material adverse impact on the Investment Adviser or its ability to fulfill its obligations under the Investment Advisory Agreement. On the same day, the SEC filed a civil action against the Executive Vice President and Chief Operating Officer of the Investment Adviser, alleging violations of certain federal securities laws arising from the same matter. The officer is also an officer of the Fund, the Global Growth Fund, and other funds in the Gabelli/GAMCO fund complex. The officer denied the allegations and is continuing in his positions with the Investment Adviser and the funds. The court dismissed certain claims, finding that the SEC was not entitled to pursue various remedies against the officer while leaving one remedy in the event the SEC were able to prove violations of law. The court, in response to a motion by the SEC, subsequently dismissed the remaining remedy without prejudice against the officer, which would allow the SEC to appeal the court’s rulings. The Investment Adviser currently expects that any resolution of the action against the officer will not have a material adverse impact on the Investment Adviser or its ability to fulfill its obligations under the Investment Advisory Agreement.

12. Subsequent Events. Management has evaluated the impact on the Fund of all subsequent events occurring through the date the financial statements were issued and has determined that there were no subsequent events requiring recognition or disclosure in the financial statements.

20

The Gabelli Utilities Fund

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

At its meeting on May 18, 2010, the Board of Trustees (“Board”) of the Fund approved the continuation of the investment advisory agreement with the Adviser for the Fund on the basis of the recommendation by the trustees who are not “interested persons” of the Fund (the “Independent Board Members”). The following paragraphs summarize the material information and factors considered by the Independent Board Members as well as their conclusions relative to such factors.

Nature, Extent, and Quality of Services. The Independent Board Members considered information regarding the portfolio manager, the depth of the analyst pool available to the Adviser and the portfolio manager, the scope of supervisory, administrative, shareholder, and other services supervised or provided by the Adviser and the absence of significant service problems reported to the Board. The Independent Board Members noted the experience, length of service, and reputation of the portfolio manager.

Investment Performance. The Independent Board Members reviewed the short, medium, and long-term performance of the Fund since inception against a peer group of utilities funds and against the customized peer group selected by Lipper. The Independent Board Members noted that the Fund’s performance was within the top third of its peer groups for the one year period and in the top quartile for the three and five year periods.

Profitability. The Independent Board Members reviewed summary data regarding the profitability of the Fund to the Adviser both with an administrative overhead charge and without a charge. The Independent Board Members also noted that a substantial portion of the Fund’s portfolio transactions was executed by an affiliated broker, that the affiliated broker received distribution fees and minor amounts of sales commissions, and that the Adviser received a moderate amount of soft dollar benefits through the Fund’s portfolio brokerage.

Economies of Scale. The Independent Board Members discussed the major elements of the Adviser’s cost structure and the relationship of those elements to potential economies of scale.

Sharing of Economies of Scale. The Independent Board Members noted that the investment advisory fee schedule for the Fund does not take into account any potential economies of scale that may develop or any historical losses or diminished profitability of the Fund to the Adviser.

Service and Cost Comparisons. The Independent Board Members compared the expense ratios of the investment advisory fee, other expenses, and total expenses of the Fund with similar expense ratios of the peer group of utilities funds and the customized Lipper group and noted that the advisory fee includes substantially all administrative services of the Fund as well as the investment advisory services of the Adviser. The Independent Board Members noted that the Fund’s expense ratios were above average and the Fund’s size was average within these groups. The Independent Board Members were presented with, but did not consider to be material to their decision, various information comparing the advisory fee to the fee for other types of accounts managed by the Adviser.

Conclusions. The Independent Board Members concluded that the Fund enjoyed highly experienced portfolio management services, good ancillary services, and an excellent performance record. The Independent Board Members also concluded that the Fund’s expense ratios and profitability to the Adviser of managing the Fund were reasonable and that economies of scale were not a significant factor in their thinking at this time. The Independent Board Members did not view the potential profitability of ancillary services as material to their decision. On the basis of the foregoing and without assigning particular weight to any single conclusion, the Independent Board Members determined to recommend continuation of the investment advisory agreement to the full Board.

21

Gabelli/GAMCO Funds and Your Personal Privacy

Who are we?

The Gabelli/GAMCO Funds are investment companies registered with the Securities and Exchange Commission under the Investment Company Act of 1940. We are managed by Gabelli Funds, LLC or Teton Advisors, Inc., which are affiliated with GAMCO Investors, Inc. GAMCO Investors, Inc. is a publicly held company that has subsidiaries that provide investment advisory or brokerage services for a variety of clients. Teton Advisors, Inc. is a publicly held company that provides investment advisory services to the GAMCO Westwood Funds.

What kind of non-public information do we collect about you if you become a shareholder?

If you apply to open an account directly with us, you will be giving us some non-public information about yourself. The non-public information we collect about you is:

• Information you give us on your application form. This could include your name, address, telephone number, social security number, bank account number, and other information.

• Information about your transactions with us, any transactions with our affiliates, and transactions with the entities we hire to provide services to you. This would include information about the shares that you buy or redeem. If we hire someone else to provide services—like a transfer agent—we will also have information about the transactions that you conduct through them.

What information do we disclose and to whom do we disclose it?

We do not disclose any non-public personal information about our customers or former customers to anyone other than our affiliates, our service providers who need to know such information, and as otherwise permitted by law. If you want to find out what the law permits, you can read the privacy rules adopted by the Securities and Exchange Commission. They are in volume 17 of the Code of Federal Regulations, Part 248. The Commission often posts information about its regulations on its website, www.sec.gov.

What do we do to protect your personal information?

We restrict access to non-public personal information about you to the people who need to know that information in order to provide services to you or the Fund and to ensure that we are complying with the laws governing the securities business. We maintain physical, electronic, and procedural safeguards to keep your personal information confidential.

GABELLI FAMILY OF FUNDS

VALUE
Gabelli Asset Fund

Seeks to invest primarily in a diversified portfolio of common stocks selling at significant discounts to their private market value. The Fund’s primary objective is growth of capital. (Multiclass)

Portfolio Manager: Mario J. Gabelli, CFA

Gabelli Blue Chip Value Fund

Seeks long term growth of capital through investment primarily in the common stocks of established companies which are temporarily out of favor. The fund’s objective is to identify a catalyst or sequence of events that will return the company to a higher value. (Multiclass)

Portfolio Manager: Barbara Marcin, CFA

GAMCO Westwood Equity Fund

Seeks to invest primarily in the common stock of well seasoned companies that have recently reported positive earnings surprises and are trading below Westwood’s proprietary growth rate estimates. The Fund’s primary objective is capital appreciation. (Multiclass)

Portfolio Manager: Susan M. Byrne

FOCUSED VALUE
Gabelli Value Fund

Seeks to invest in securities of companies believed to be undervalued. The Fund’s primary objective is long-term capital appreciation. (Multiclass)

Portfolio Manager: Mario J. Gabelli, CFA

SMALL CAP VALUE
Gabelli Small Cap Fund

Seeks to invest primarily in common stock of smaller companies (market capitalizations at the time of investment of $2 billion or less) believed to have rapid revenue and earnings growth potential. The Fund’s primary objective is capital appreciation. (Multiclass)

Portfolio Manager: Mario J. Gabelli, CFA

GAMCO Westwood SmallCap Equity Fund

Seeks to invest primarily in smaller capitalization equity securities – market caps of $2.5 billion or less. The Fund’s primary objective is long-term capital appreciation. (Multiclass)

Portfolio Manager: Nicholas F. Galluccio

Gabelli Woodland Small Cap Value Fund

Seeks to invest primarily in the common stocks of smaller companies (market capitalizations generally less than $3.0 billion) believed to be undervalued with shareholder oriented management teams that are employing strategies to grow the company’s value. The Fund’s primary objective is capital appreciation. (Multiclass)

Portfolio Manager: Elizabeth M. Lilly, CFA

GROWTH
GAMCO Growth Fund

Seeks to invest primarily in large cap stocks believed to have favorable, yet undervalued, prospects for earnings growth. The Fund’s primary objective is capital appreciation. (Multiclass)

Portfolio Manager: Howard F. Ward, CFA

GAMCO International Growth Fund

Seeks to invest in the equity securities of foreign issuers with long-term capital appreciation potential. The Fund offers investors global diversification. (Multiclass)

Portfolio Manager: Caesar Bryan

AGGRESSIVE GROWTH
GAMCO Global Growth Fund

Seeks capital appreciation through a disciplined investment program focusing on the globalization and interactivity of the world’s marketplace. The Fund invests in companies at the forefront of accelerated growth. The Fund’s primary objective is capital appreciation. (Multiclass)

Team Managed

MICRO-CAP
GAMCO Westwood Mighty Mites^SM Fund

Seeks to invest in micro-cap companies that have market capitalizations of $300 million or less. The Fund’s primary objective is long-term capital appreciation. (Multiclass)

Team Managed

EQUITY INCOME
Gabelli Equity Income Fund

Seeks to invest primarily in equity securities with above average market yields. The Fund pays monthly dividends and seeks a high level of total return with an emphasis on income. (Multiclass)

Portfolio Manager: Mario J. Gabelli, CFA

GAMCO Westwood Balanced Fund

Seeks to invest in a balanced and diversified portfolio of stocks and bonds. The Fund’s primary objective is both capital appreciation and current income. (Multiclass)

Co-Portfolio Managers: Susan M. Byrne
Mark Freeman, CFA

GAMCO Westwood Income Fund

Seeks to provide a high level of current income as well as long-term capital appreciation by investing in income producing equity and fixed income securities. ( Multiclass)

Portfolio Manager: Barbara Marcin, CFA

SPECIALTY EQUITY
GAMCO Global Convertible Securities Fund

Seeks to invest principally in bonds and preferred stocks which are convertible into common stock of foreign and domestic companies. The Fund’s primary objective is total return through a combination of current income and capital appreciation. (Multiclass)

Team Managed

GAMCO Global Opportunity Fund

Seeks to invest in common stock of companies which have rapid growth in revenues and earnings and potential for above average capital appreciation or are undervalued. The Fund’s primary objective is capital appreciation. (Multiclass)

Team Managed

Gabelli SRI Green Fund

Seeks to invest in common and preferred stocks meeting guidelines for social responsibility (avoiding defense contractors and manufacturers of alcohol, abortifacients, gaming, and tobacco products) and sustainability (companies engaged in climate change, energy security and independence, natural resource shortages,organic living,and urbanization). The Fund’s primary objective is capital appreciation. (Multiclass)

Co-Portfolio Managers: Christopher C. Desmarais
John M. Segrich, CFA       

SECTOR
GAMCO Global Telecommunications Fund

Seeks to invest in telecommunications companies throughout the world – targeting undervalued companies with strong earnings and cash flow dynamics. The Fund’s primary objective is capital appreciation. (Multiclass)

Team Managed

GAMCO Gold Fund

Seeks to invest in a global portfolio of equity securities of gold mining and related companies. The Fund’s objective is long-term capital appreciation. Investment in gold stocks is considered speculative and is affected by a variety of worldwide economic, financial, and political factors. (Multiclass)

Portfolio Manager: Caesar Bryan

Gabelli Utilities Fund

Seeks to provide a high level of total return through a combination of capital appreciation and current income. (Multiclass)

Team Managed

MERGER AND ARBITRAGE
Gabelli ABC Fund

Seeks to invest in securities with attractive opportunities for appreciation or investment income. The Fund’s primary objective is total return in various market conditions without excessive risk of capital loss. (No-load)

Portfolio Manager: Mario J. Gabelli, CFA

Gabelli Enterprise Mergers and Acquisitions Fund

Seeks to invest in securities believed to be likely acquisition targets within 12–18 months or in arbitrage transactions of publicly announced mergers or other corporate reorganizations. The Fund’s primary objective is capital appreciation. (Multiclass)

Portfolio Manager: Mario J. Gabelli, CFA

CONTRARIAN
GAMCO Mathers Fund

Seeks long-term capital appreciation in various market conditions without excessive risk of capital loss. (No-load)

Portfolio Manager: Henry Van der Eb, CFA

Comstock Capital Value Fund

Seeks capital appreciation and current income. The Fund may use either long or short positions to achieve its objective. (Multiclass)

Portfolio Manager: Martin Weiner, CFA

FIXED INCOME
GAMCO Westwood Intermediate Bond Fund

Seeks to invest in a diversified portfolio of bonds with various maturities. The Fund’s primary objective is total return. (Multiclass)

Portfolio Manager: Mark Freeman, CFA

CASH MANAGEMENT-MONEY MARKET
Gabelli U.S. Treasury Money Market Fund

Seeks to invest exclusively in short-term U.S. Treasury securities. The Fund’s primary objective is to provide high current income consistent with the preservation of principal and liquidity. (No-load)

Co-Portfolio Managers: Judith A. Raneri
Ronald S. Eaker

An investment in the above Money Market Fund is neither insured nor guaranteed by the Federal Deposit Insurance Corporation or any government agency. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it is possible to lose money by investing in the Fund.

The Funds may invest in foreign securities which involve risks not ordinarily associated with investments in domestic issues, including currency fluctuation, economic, and political risks.

To receive a prospectus, call 800-GABELLI (422-3554). Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The prospectus contains more information about this and other matters and should be read carefully before investing.

The Gabelli Utilities Fund
One Corporate Center
Rye, New York 10580-1422
800-GABELLI
800-422-3554
fax: 914-921-5118
website: www.gabelli.com
e-mail: info@gabelli.com
Net Asset Value per share available daily by calling
800-GABELLI after 7:00 P.M.

Board of Trustees

Mario J. Gabelli, CFA	Mary E. Hauck
Chairman and Chief	Former Senior Portfolio Manager
Executive Officer	Gabelli-O’Connor Fixed Income
GAMCO Investors, Inc.	Mutual Fund Management Co.
Anthony J. Colavita	Kuni Nakamura
President	President
Anthony J. Colavita, P.C.	Advanced Polymer, Inc.
Vincent D. Enright	Werner J. Roeder, MD
Former Senior Vice President	Medical Director
and Chief Financial Officer	Lawrence Hospital
KeySpan Corp.
Officers*
Bruce N. Alpert	Peter D. Goldstein
President	Chief Compliance Officer and
	Acting Secretary
Joseph H. Egan
Acting Treasurer

Distributor
Gabelli & Company, Inc.

Custodian, Transfer Agent, and Dividend Agent
State Street Bank and Trust Company

Legal Counsel
Skadden, Arps, Slate, Meagher & Flom LLP

* Agnes Mullady, Secretary and Treasurer, is on a leave of absence.

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

GAB470Q210SR

The
Gabelli
Utilities
Fund

Morningstar^® rated The Gabelli Utilities Fund Class
AAA Shares 4 stars overall and 5 stars for the
three year period and 4 stars for the five and ten year
periods ended June 30, 2010 among 91, 91, 84,
and 55 Utilities funds, respectively.

SEMI ANNUAL REPORT
JUNE 30, 2010

Item 2. Code of Ethics.

Not applicable.

Item 3. Audit Committee Financial Expert.

Not applicable.

Item 4. Principal Accountant Fees and Services.

Not applicable.

Item 5. Audit Committee of Listed registrants.

Not applicable.

Item 6. Investments.

(a)	Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.
(b)	Not applicable.

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

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

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

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s Board of Trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.

Item 11. Controls and Procedures.

(a)

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

(b)

There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1)	Not applicable.
(a)(2)	Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.
(a)(3)	Not applicable.
(b)	Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes- Oxley Act of 2002 are attached hereto.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(registrant) The Gabelli Utilities Fund

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

Date 9/1/10

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*	/s/ Bruce N. Alpert
	Bruce N. Alpert, Principal Executive Officer
Date 9/1/10
By (Signature and Title)*	/s/ Joseph H. Egan
	Joseph H. Egan, Principal Financial Officer
Date 9/1/10

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