Gabelli Utilities Fund (GAUAX) N-CSR Certified 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:  December 31, 2016

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

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 450 Fifth Street, NW, Washington, DC 20549-0609. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

The Gabelli Utilities Fund

Annual Report — December 31, 2016

Mario J. Gabelli, CFA

To Our Shareholders,

For the year ended December 31, 2016, the net asset value (“NAV”) per Class AAA Share of The Gabelli Utilities Fund increased 17.0% compared with an increase of 16.3% for the Standard & Poor’s (“S&P”) 500 Utilities Index (SPU). See page 3 for additional performance information.

Enclosed are the financial statements, including the schedule of investments, as of December 31, 2016.

Performance Discussion (Unaudited)

The SPU provided a 16.3% total return in 2016, besting the 12.0% return for the S&P 500. The strong first half of the year run was driven by a flight to safety, takeover activity, and a surprising decline in interest rates. However, the SPU underperformed in the third quarter, declining nearly 6.0% and then fell an additional 7.0% in the days immediately following the U.S. presidential election. The initial post-election slide resulted from a sector rotation out of defensive stocks into growth/cyclical stocks, heightened inflation concerns, and uncertainty related to the future of environmental investment under a Trump administration. The SPU has since rebounded to levels seen before the election even as the 10 and 30 Year Treasury yields rose to close the year at 2.5% and 3.1%, respectively.

Consolidation activity accelerated in 2016 with eight regulated utility acquisitions announced, ten completed, and one terminated deal. Acquisition trends included the convergence of electric and gas utility businesses, interest by private equity or infrastructure funds to own regulated utilities for low risk returns or to buy merchant power plants at depressed prices, and strategic mergers, specifically larger utilities buying smaller utilities or gaining a footprint in a new region. Solid fundamentals included healthy balance sheets, credit ratings, improved regulatory principles, focused strategies, low natural gas prices, and opportunities to invest in rate base as well as the potential for takeovers.

Our investments in regulated companies have been primarily, though not exclusively, focused on fundamentally sound, reasonably priced, mid cap and small cap utilities that are likely acquisition targets for large utilities seeking increased bulk. We prefer utilities that operate in more constructive regulatory environments, possess lower carbon footprints, and/or access to strategic geographies. We favor utilities with pending transmission line developments, and we focus on natural gas pipelines and storage operators as a way to take advantage of the growing demand for natural gas in the U.S.

Some of our better performing stocks for the year included National Fuel Gas Co. (5.3% of net assets as of December 31, 2016), a diversified natural gas company which operates pipelines, gathering and processing systems, and an oil and gas exploration and production business. National Fuel Gas Co.’s regulated utility and pipeline businesses provide stable earnings and cash flows to support the dividend, while the natural gas production business offers significant upside potential; Southwest Gas Corp. (3.4%), a natural gas distribution utility saw

improving customer growth in the pipeline construction business and expansion of the industry’s focus on safety related pipeline and replacement programs; and NextEra Energy (NEE) (4.0%), owner and operator of the nation’s largest renewable power portfolio which boasts a significant pipeline of future growth opportunities. On July 29, NEE agreed to acquire an 80% equity interest in the Oncor Electric Delivery Company for $18.4 billion. Based in Dallas, TX, Oncor is the state’s largest electric distribution and transmission company. NEE believes it can close the merger by the end of the first quarter 2017 following necessary approvals from the bankruptcy courts.

Some of the Fund’s weaker performing investments were Sky plc (1.0%), a British entertainment and communications company and provider of satellite broadcasting, online media, and broadband and telephone services. In December 2016, as the stock hovered around a four year low due to concerns that viewing habits were shifting away from live sporting events towards internet only streaming services, 21^st Century Fox reached a preliminary deal to acquire full control of Sky plc for 11.2 billion pounds; Mexico based broadcasting company Grupo Televisa (0.6%) suffered over concerns about the peso and the outlook for Mexican growth under President Trump; and Millicom (0.7%), an international telecommunications and media company, faced constrained growth due to challenging market conditions and macro-economic headwinds in their largest Central and South American markets.

Thank you for your investment in the Gabelli Utilities Fund.

We appreciate your confidence and trust.

2

Comparative Results

Average Annual Returns through December 31, 2016 (a)  (Unaudited)											Since Inception
	1 Year			5 Year			10 Year		15 Year		(8/31/99)
Class AAA (GABUX)		17.00	%		7.93	%		5.90%		7.61%		7.71%
S&P 500 Utilities Index		16.29			10.35			6.98		7.72		6.56
S&P 500 Index		11.96			14.66			6.95		6.69		5.09
Lipper Utility Fund Average		14.93			9.44			6.11		7.78		6.36
Class A (GAUAX)		17.01			7.93			5.91		7.64		7.73
With sales charge (b)		10.28			6.66			5.29		7.22		7.36
Class C (GAUCX)		16.20			7.14			5.12		6.88		7.07
With contingent deferred sales charge (c)		15.20			7.14			5.12		6.88		7.07
Class I (GAUIX)		17.36			8.21			6.13		7.77		7.84
In the current prospectuses dated April 29, 2016, the expense ratios for Class AAA, A, C, and I Shares are 1.39%, 1.39%, 2.14%, and 1.14%, respectively. See page 4 for the expense ratios for the year ended December 31, 2016. Class AAA and Class I Shares do not have a sales charge. The maximum sales charge for Class A Shares and Class C Shares is 5.75% 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, reinvestment of distributions, and are net of expenses. Investment returns and the principal value of an investment will fluctuate. When shares are redeemed, they may be worth more or less than their original cost. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. Returns would have been lower had Gabelli Funds, LLC, the Adviser, not reimbursed certain expenses of the Fund for periods prior to December 31, 2002. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after purchase. Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The prospectuses contain information about these and other matters and should be read carefully before investing. To obtain a prospectus, please visit our website at www.gabelli.com. The value of utility stocks generally changes 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 Share NAVs are used to calculate performance for the periods prior to the issuance of Class A Shares and Class C Shares on December 31, 2002 and Class I Shares on January 11, 2008. The actual performance of the Class A Shares and Class C Shares would have been lower due to the additional fees and 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 market capitalization weighted index of large capitalization stocks that may include facilities generation and transmission or distribution of electricity, gas, or water. The S&P 500 Index is a market capitalization weighted index of 500 large capitalization stocks commonly used to represent the U.S. equity market. 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)   Performance results include the effect of the maximum 5.75% sales charge at the beginning of the period. (c)   Assuming payment of the 1% maximum contingent deferred sales charge imposed on redemptions made within one year of purchase.

COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE GABELLI UTILITIES FUND

(CLASS AAA SHARES), S&P 500 UTILITIES INDEX, AND LIPPER UTILITY FUND AVERAGE (Unaudited)

* Past performance is not predictive of future results. The performance tables and graph do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares.

3

The Gabelli Utilities Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from July 1, 2016 through December 31, 2016	Expense Table

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

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

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

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

Hypothetical 5% Return: This section provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual

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

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs such as sales charges (loads), redemption fees, or exchange fees, if any, which are described in the Prospectus. If these costs were applied to your account, your costs would be higher. Therefore, the 5% hypothetical return is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. The “Annualized Expense Ratio” represents the actual expenses for the last six months and may be different from the expense ratio in the Financial Highlights which is for the year ended December 31, 2016.

	Beginning Account Value 07/01/16	Ending Account Value 12/31/16	Annualized Expense Ratio		Expenses Paid During Period*
The Gabelli Utilities Fund
Actual Fund Return
Class AAA	$1,000.00	$  990.30		1.37%		$  6.85
Class A	$1,000.00	$  990.50		1.37%		$  6.85
Class C	$1,000.00	$  987.20		2.12%		$10.59
Class I	$1,000.00	$  991.70		1.12%		$  5.61
Hypothetical 5% Return
Class AAA	$1,000.00	$1,018.25		1.37%		$  6.95
Class A	$1,000.00	$1,018.25		1.37%		$  6.95
Class C	$1,000.00	$1,014.48		2.12%		$10.74
Class I	$1,000.00	$1,019.51		1.12%		$  5.69

* 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 (184 days), then divided by 366.

4

Summary of Portfolio Holdings (Unaudited)

The following table presents portfolio holdings as a percent of net assets as of December 31, 2016:

The Gabelli Utilities Fund

Energy and Utilities	71.1	%
Communications	19.5	%
Other	7.2	%
U.S. Government Obligations	2.2	%
Other Assets and Liabilities (Net)	0.0	%
	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. Shareholders may obtain this information at www.gabelli.com or by calling the Fund at 800-GABELLI (800-422-3554). The Fund’s Form N-Q is available on the SEC’s website at www.sec.gov and may also be reviewed and copied at the SEC’s Public Reference Room in Washington, DC. Information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330.

Proxy Voting

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

5

The Gabelli Utilities Fund

Schedule of Investments — December 31, 2016

Shares			Cost		Market Value
		COMMON STOCKS — 97.7%
		ENERGY AND UTILITIES — 71.1%
		Alternative Energy — 0.4%
	370,000	Algonquin Power & Utilities Corp.	$	2,068,158	$	3,138,793
	36,000	NextEra Energy Partners LP		878,553		919,440
	65,000	Ormat Technologies Inc., New York		1,685,559		3,485,300
	6,739	Ormat Technologies Inc., Tel Aviv		196,537		360,913
				4,828,807		7,904,446
		Electric Integrated — 43.3%
	306,000	ALLETE Inc.		11,005,322		19,642,140
	174,000	Alliant Energy Corp.		3,065,132		6,592,860
	550,000	Ameren Corp.		16,055,895		28,853,000
	705,000	American Electric Power Co. Inc.		28,691,072		44,386,800
	2,000	Atlantic Power Corp.†		27,502		5,035
	180,000	Avangrid Inc.		6,737,133		6,818,400
	290,000	Avista Corp.		7,089,367		11,597,100
	500,000	Black Hills Corp.		12,893,535		30,670,000
	16,000	Calpine Corp.†		302,612		182,880
	60,000	CMS Energy Corp.		402,675		2,497,200
	168,000	Dominion Resources Inc.		8,198,334		12,867,120
	4,000	DTE Energy Co.		151,595		394,040
	298,000	Duke Energy Corp.		16,331,147		23,130,760
	660,000	Edison International		25,008,103		47,513,400
	814,000	El Paso Electric Co.		18,108,780		37,851,000
	1,400	Entergy Corp.		96,612		102,858
	835,000	Eversource Energy		19,489,271		46,117,050
	365,000	Exelon Corp.		11,563,101		12,953,850
	375,000	FirstEnergy Corp.		10,896,067		11,613,750
	193,960	Fortis Inc.		6,057,073		5,989,397
	925,000	Great Plains Energy Inc.		20,480,585		25,298,750
	917,500	Hawaiian Electric Industries Inc.		21,886,449		30,341,725
	42,000	IDACORP Inc.		1,703,782		3,383,100
	318,000	MGE Energy Inc.		9,862,378		20,765,400
	698,000	NextEra Energy Inc.		47,115,717		83,383,080
	260,000	NiSource Inc.		2,319,251		5,756,400
	434,397	NorthWestern Corp.		11,738,314		24,704,157
	785,000	OGE Energy Corp.		13,193,046		26,258,250
	755,398	Otter Tail Corp.		18,378,614		30,820,238
	120,000	PG&E Corp.		4,272,684		7,292,400
	320,000	Pinnacle West Capital Corp.		13,092,833		24,969,600
	1,610,000	PNM Resources Inc.		20,018,302		55,223,000
	572,000	PPL Corp.		17,657,112		19,476,600
	190,000	Public Service Enterprise Group Inc.		5,490,935		8,337,200
	360,000	SCANA Corp.		13,755,132		26,380,800
	600,707	The Empire District Electric Co.		14,669,512		20,478,102

Shares			Cost		Market Value
	485,000	The Southern Co.	$	17,666,344	$	23,857,150
	48,000	Unitil Corp.		1,343,005		2,176,320
	460,000	Vectren Corp.		12,745,207		23,989,000
	610,000	WEC Energy Group Inc.		16,695,761		35,776,500
	927,100	Westar Energy Inc.		22,651,018		52,242,085
	310,000	Xcel Energy Inc.		6,350,159		12,617,000
				515,256,468		913,305,497
		Electric Transmission and Distribution — 0.6%
	67,000	Consolidated Edison Inc.		2,745,224		4,936,560
	360,000	Red Electrica Corp. SA		4,191,840		6,792,775
	3,400	Uniper SE†		38,231		46,939
				6,975,295		11,776,274
		Global Utilities — 2.1%
	352	AES Tiete Energia Receipts		1,366		1,514
	11,000	AES Tiete Energia SA		154,630		47,316
	32,000	Chubu Electric Power Co. Inc.		569,135		447,110
	34,000	E.ON SE		862,519		239,794
	16,000	EDF SA		275,437		163,035
	5,000	EDP - Energias de Portugal SA, ADR		134,159		153,250
	200,000	Electric Power Development Co. Ltd.		4,991,198		4,603,209
	10,000	Eletropaulo Metropolitana Eletricidade de Sao Paulo SA, Preference		32,332		34,688
	185,000	Emera Inc.		4,545,769		6,254,162
	35,000	Enagas SA		916,226		888,835
	100,000	Endesa SA		2,186,478		2,118,466
	250,000	Enel SpA		1,290,270		1,102,128
	2,000	EuroSite Power Inc.†		1,300		804
	500,000	Hera SpA		1,056,604		1,153,709
	66,000	Hokkaido Electric Power Co. Inc.		1,054,241		515,576
	40,000	Hokuriku Electric Power Co.		661,406		448,342
	180,000	Huaneng Power International Inc., ADR		4,762,737		4,687,200
	45,000	Iberdrola SA, ADR		1,344,640		1,180,350
	277,115	Iberdrola SA, Aquis		2,176,351		1,818,496
	405,000	Korea Electric Power Corp., ADR†		5,392,840		7,484,400
	110,000	Kyushu Electric Power Co. Inc.		1,563,462		1,193,412
	37,000	National Grid plc, ADR		2,226,103		2,158,210
	32,000	Shikoku Electric Power Co. Inc.†		578,871		324,175
	2,000	Snam SpA		8,967		8,240
	75,000	Statoil ASA		1,693,070		1,375,740
	28,000	The Chugoku Electric Power Co. Inc.		509,466		328,453
	305,000	The Kansai Electric Power Co. Inc.†		4,106,512		3,335,102

See accompanying notes to financial statements.

6

The Gabelli Utilities Fund

Schedule of Investments (Continued) — December 31, 2016

Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		ENERGY AND UTILITIES (Continued)
		Global Utilities (Continued)
	55,000	The Tokyo Electric Power Co. Inc.†	$	208,402	$	222,118
	170,000	Tohoku Electric Power Co. Inc.		2,793,879		2,148,364
				46,098,370		44,436,198
		Merchant Energy — 1.7%
	40,000	GenOn Energy Inc. - Old, Escrow†		0		0
	15,000	GenOn Energy Inc., Escrow†		0		0
	120,000	NRG Energy Inc.		2,704,601		1,471,200
	2,963,400	The AES Corp.		31,815,736		34,434,708
				34,520,337		35,905,908
		Natural Gas Integrated — 11.5%
	9,000	Apache Corp.		562,462		571,230
	25,000	Atlas Energy Group LLC†		58,278		18,000
	75,000	Devon Energy Corp.		3,780,813		3,425,250
	4,000	Dominion Midstream Partners LP		120,511		118,200
	20,000	Energen Corp.†		239,277		1,153,400
	610,000	Energy Transfer Equity LP		1,061,815		11,779,100
	145,000	Hess Corp.		8,581,606		9,032,050
	300,000	Kinder Morgan Inc.		6,840,332		6,213,000
	1,990,500	National Fuel Gas Co.		97,643,731		112,741,920
	436,000	Northwest Natural Gas Co.		19,423,271		26,072,800
	520,000	ONEOK Inc.		6,975,466		29,853,200
	580,000	Spectra Energy Corp.		12,562,139		23,832,200
	362,000	UGI Corp.		7,671,655		16,680,960
				165,521,356		241,491,310
		Natural Gas Utilities — 6.0%
	80,000	Atmos Energy Corp.		2,188,623		5,932,000
	94,000	CenterPoint Energy Inc.		1,812,563		2,316,160
	45,500	Chesapeake Utilities Corp.		825,611		3,046,225
	24,000	CONSOL Energy Inc.		309,629		437,520
	324,000	Corning Natural Gas Holding Corp.(a)		3,685,398		6,156,000
	168,000	Delta Natural Gas Co. Inc.		2,564,807		4,927,440
	90,000	Gas Natural Inc.		973,052		1,129,500
	100,000	Gulf Coast Ultra Deep Royalty Trust†		8,000		14,500
	400	Italgas SpA†		1,810		1,574
	50,000	National Grid plc		719,590		586,379
	14,000	New Jersey Resources Corp.		328,068		497,000
	143,000	ONE Gas Inc.		1,132,190		9,146,280
	44,000	RGC Resources Inc.		701,712		1,107,480
	140,000	South Jersey Industries Inc.		1,982,945		4,716,600
	938,000	Southwest Gas Holdings Inc.		34,751,863		71,869,560
	119,500	Spire Inc.		3,777,981		7,713,725

Shares			Cost		Market Value
	3,700	Targa Resources Corp.	$	183,678	$	207,459
	98,500	WGL Holdings Inc.		3,993,938		7,513,580
				59,941,458		127,318,982
		Natural Resources — 2.1%
	14,000	Alliance Holdings GP LP		187,271		393,400
	52,000	Anadarko Petroleum Corp.		3,502,988		3,625,960
	166,500	BP plc, ADR		6,704,844		6,223,770
	7,058	California Resources Corp.†		83,965		150,265
	550,000	Cameco Corp.		8,364,730		5,758,500
	8,000	Compania de Minas Buenaventura SAA, ADR		87,836		90,240
	717,000	Mueller Industries Inc.		15,637,479		28,651,320
	30,000	Tullow Oil plc†		211,873		115,612
				34,780,986		45,009,067
		Services — 0.5%
	8,000	Areva SA†		91,328		36,220
	20,000	Baker Hughes Inc.		906,975		1,299,400
	18,000	Halliburton Co.		574,929		973,620
	34,000	MDU Resources Group Inc.		738,008		978,180
	50,000	Patterson-UTI Energy Inc.		737,566		1,346,000
	50,000	Rowan Companies plc, Cl. A†.		1,702,506		944,500
	1,080,000	Weatherford International plc†.		12,663,317		5,389,200
				17,414,629		10,967,120
		Water — 2.2%
	8,000	American States Water Co.		110,252		364,480
	115,000	American Water Works Co. Inc.		2,627,509		8,321,400
	537,500	Aqua America Inc.		9,434,289		16,146,500
	5,000	California Water Service Group		90,622		169,500
	10,000	Connecticut Water Service Inc.		251,353		558,500
	16,000	Consolidated Water Co. Ltd.		193,044		173,600
	20,000	Middlesex Water Co.		356,954		858,800
	226,000	Severn Trent plc		5,872,830		6,188,805
	175,000	SJW Group		4,072,352		9,796,500
	87,000	The York Water Co.		1,205,281		3,323,400
	52,000	United Utilities Group plc, ADR		1,399,310		1,170,520
				25,613,796		47,072,005
		Diversified Industrial — 0.6%
	30,000	AZZ Inc.		1,212,304		1,917,000
	60,000	General Electric Co.		1,200,079		1,896,000
	105,000	ITT Inc.		2,173,813		4,049,850
	360,000	Mueller Water Products Inc., Cl. A		1,974,640		4,791,600
	20,600	Park-Ohio Holdings Corp.		399,180		877,560
				6,960,016		13,532,010

See accompanying notes to financial statements.

7

The Gabelli Utilities Fund

Schedule of Investments (Continued) — December 31, 2016

Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		ENERGY AND UTILITIES (Continued)
		Environmental Services — 0.1%
	20,000	Covanta Holding Corp.	$	338,438	$	312,000
	80,000	Veolia Environnement SA		1,097,512		1,362,134
				1,435,950		1,674,134
		TOTAL ENERGY AND UTILITIES		919,347,468		1,500,392,951
		COMMUNICATIONS — 19.4%
		Cable and Satellite — 5.4%
	42,000	Charter Communications Inc., Cl. A†		4,216,493		12,092,640
	25,000	Cogeco Communications Inc.		684,204		1,233,382
	70,000	Cogeco Inc.		1,589,491		2,957,137
	20,000	Comcast Corp., Cl. A		402,189		1,381,000
	410,000	DISH Network Corp., Cl. A†		11,752,232		23,751,300
	303,000	EchoStar Corp., Cl. A†		9,947,776		15,571,170
	344,367	Liberty Global plc, Cl. A†		5,402,838		10,534,174
	600,001	Liberty Global plc, Cl. C†		10,353,810		17,820,028
	70,382	Liberty Global plc LiLAC, Cl. A†		1,354,006		1,545,589
	131,311	Liberty Global plc LiLAC,
		Cl. C†		2,897,153		2,779,854
	90,000	Rogers Communications Inc.,
		Cl. B		2,426,676		3,472,200
	12,000	Shaw Communications Inc.,
		Cl. B		148,195		240,720
	1,642,000	Sky plc		18,036,183		20,054,004
	50,000	Tokyo Broadcasting System
		Holdings Inc.		683,652		800,000
				69,894,898		114,233,198
		Computer Services Software and Systems — 0.1%
	340,538	Internap Corp.†		1,981,239		524,428
		Telecommunications — 10.8%
	35,000	AT&T Inc.		1,197,700		1,488,550
	560,000	BCE Inc.		15,759,354		24,214,400
	300,000	CenturyLink Inc.		9,480,023		7,134,000
	800,000	Cincinnati Bell Inc.†		13,360,023		17,880,000
	35,000	Deutsche Telekom AG		428,748		602,565
	515,000	Deutsche Telekom AG, ADR		6,311,945		8,806,500
	330,000	Global Telecom Holding SAE,
		GDR†		1,321,593		613,800
	40,000	Harris Corp		3,115,629		4,098,800
	1,440,000	Koninklijke KPN NV		4,192,069		4,265,521
	18,000	Koninklijke KPN NV, ADR		80,480		54,000
	466,000	Level 3 Communications Inc.†		14,697,213		26,263,760
	130,000	Loral Space & Communications Inc.†		5,379,410		5,336,500
	35,200	NextGenTel Holding ASA†		257,885		114,543

Shares			Cost		Market Value
	290,000	Nippon Telegraph & Telephone Corp.	$	7,159,565	$	12,188,064
	2,200	Orange Belgium SA†		33,392		45,981
	330,000	Orascom Telecom Media and Technology Holding SAE, GDR†		534,301		111,870
	60,000	Pharol SGPS SA		28,418		13,074
	220,000	Pharol SGPS SA, ADR		182,432		39,160
	78,000	PLDT Inc., ADR		4,159,634		2,148,900
	145,000	Proximus SA		4,628,591		4,176,088
	2,000	PT Indosat Tbk†		1,061		958
	2,000	Shenandoah Telecommunications Co		15,867		54,600
	2,300,000	Singapore Telecommunications Ltd.		5,695,042		5,797,051
	665,000	Sprint Corp.†		3,853,566		5,599,300
	121,000	Swisscom AG, ADR		4,440,719		5,413,056
	9,000	Tele2 AB, Cl. B		146,814		72,163
	170,000	Telecom Italia SpA, ADR†		2,206,728		1,511,300
	235,000	Telefonica Brasil SA, ADR		4,137,121		3,144,300
	53,000	Telefonica Deutschland Holding AG		280,618		227,068
	530,000	Telefonica SA, ADR		9,312,209		4,876,000
	1,000,000	Telekom Austria AG		7,767,364		5,905,387
	340,000	Telenet Group Holding NV†		15,333,232		18,868,608
	533,000	Telephone & Data Systems Inc.		14,410,184		15,387,710
	60,000	Telesites SAB de CV†		45,551		32,591
	730,000	Verizon Communications Inc.		23,525,426		38,967,400
	550,182	VimpelCom Ltd., ADR		2,618,606		2,118,201
				186,098,513		227,571,769
		Wireless Communications — 3.1%
	65,000	America Movil SAB de CV,
		Cl. L, ADR		1,049,728		817,050
	29,000	ATN International Inc.		950,567		2,323,770
	69,000	China Mobile Ltd., ADR		2,765,327		3,617,670
	53,000	China Unicom Hong Kong Ltd., ADR		665,499		612,150
	200	Hutchison Telecommunications Hong Kong Holdings Ltd.		19		64
	82,000	Millicom International Cellular SA		6,030,473		3,472,700
	242,000	Millicom International Cellular SA, SDR		17,327,832		10,340,768
	6,500	Mobile TeleSystems PJSC, ADR		86,498		59,215
	465,000	NTT DoCoMo Inc.		7,286,947		10,595,037
	135,000	SK Telecom Co. Ltd., ADR		2,383,798		2,821,500
	400	SmarTone Telecommunications Holdings Ltd.		207		537

See accompanying notes to financial statements.

8

The Gabelli Utilities Fund

Schedule of Investments (Continued) — December 31, 2016

Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		COMMUNICATIONS (Continued)
		Wireless Communications (Continued)
	35,000	Tim Participacoes SA, ADR	$	684,957	$	413,000
	405,000	Turkcell Iletisim Hizmetleri A/S, ADR†		5,670,349		2,794,500
	356,000	United States Cellular Corp.†		15,853,968		15,564,320
	510,000	Vodafone Group plc, ADR		20,166,277		12,459,300
				80,922,446		65,891,581
		TOTAL COMMUNICATIONS		338,897,096		408,220,976
		OTHER — 7.2%
		Aerospace — 0.9%
	2,300,000	Rolls-Royce Holdings plc		20,035,417		18,934,707
	105,800,000	Rolls-Royce Holdings plc, Cl. C†		129,880		130,389
				20,165,297		19,065,096
		Automotive: Parts and Accessories — 0.1%
	21,965	Adient plc†		1,032,355		1,287,149
		Aviation: Parts and Services — 0.0%
	10,000	Curtiss-Wright Corp		299,251		983,600
		Building and Construction — 0.5%
	12,000	Acciona SA		1,140,701		883,345
	219,650	Johnson Controls International plc		6,233,102		9,047,383
				7,373,803		9,930,728
		Business Services — 0.5%
	1,400,000	Clear Channel Outdoor
		Holdings Inc., Cl. A		6,320,706		7,070,000
	40,000	Macquarie Infrastructure Corp.		864,577		3,268,000
	17,500	Vectrus Inc.†		316,783		417,375
				7,502,066		10,755,375
		Computer Software and Services — 0.2%
	890,000	EarthLink Holdings Corp		4,309,826		5,019,600
		Diversified Industrial — 0.2%
	1,000	Alstom SA†		31,457		27,553
	30,000	Bouygues SA		938,107		1,075,128
	4,000	Donaldson Co. Inc.		133,040		168,320
	13,000	Raven Industries Inc.		293,478		327,600
	10,000	Svenska Cellulosa AB, Cl. A		165,483		281,321
	107,000	Twin Disc Inc.†		2,048,043		1,562,200
				3,609,608		3,442,122
		Electronics — 1.0%
	100,000	Corning Inc.		1,118,890		2,427,000

Shares			Cost		Market Value
	9,000	Harman International Industries Inc.		987,390		1,000,440
	615,000	Sony Corp., ADR	$	11,107,292	$	17,238,450
				13,213,572		20,665,890
		Entertainment — 0.6%
	610,000	Grupo Televisa SAB, ADR		15,084,887		12,742,900
		Financial Services — 0.3%
	168,000	Kinnevik AB, Cl. A		3,583,754		4,139,793
	80,000	Kinnevik AB, Cl. B		2,519,622		1,916,888
				6,103,376		6,056,681
		Health Care — 0.0%
	12,000	Tsumura & Co		261,956		330,610
		Machinery — 1.6%
	92,500	Astec Industries Inc.		3,264,589		6,240,050
	1,000	Flowserve Corp.		38,156		48,050
	83,000	The Gorman-Rupp Co.		1,924,996		2,568,850
	500,000	Xylem Inc.		14,004,416		24,760,000
				19,232,157		33,616,950
		Metals and Mining — 0.4%
	170,000	Freeport-McMoRan Inc.†		2,677,459		2,242,300
	51,000	Haynes International Inc.		2,451,657		2,192,490
	38,500	Materion Corp.		906,433		1,524,600
	17,000	Vulcan Materials Co.		797,880		2,127,550
				6,833,429		8,086,940
		Transportation — 0.9%
	311,000	GATX Corp.		8,998,435		19,151,380
		TOTAL OTHER		114,020,018		151,135,021
		TOTAL COMMON STOCKS		1,372,264,582		2,059,748,948
		CONVERTIBLE PREFERRED STOCKS — 0.1%
		COMMUNICATIONS — 0.1%
		Telecommunications — 0.1%
	21,000	Cincinnati Bell Inc.,
		6.750%, Ser. B		695,010		1,032,280
		ENERGY AND UTILITIES — 0.0%
		Natural Gas Utilities — 0.0%
	54,000	Corning Natural Gas, 4.800%, Ser. B		1,120,500		1,025,572
		TOTAL CONVERTIBLE PREFERRED STOCKS		1,815,510		2,057,852
		WARRANTS — 0.0%
		COMMUNICATIONS — 0.0%
		Telecommunications — 0.0%
	80,000	Bharti Airtel Ltd., expire 11/30/20†(b)		438,064		359,992

See accompanying notes to financial statements.

9

The Gabelli Utilities Fund

Schedule of Investments (Continued) — December 31, 2016

Shares			Cost		Market Value
		WARRANTS (Continued)
		ENERGY AND UTILITIES — 0.0%
		Natural Gas Integrated — 0.0%
	1,050,000	Kinder Morgan Inc., expire 05/25/17†	$	1,534,203	$	5,775
		TOTAL WARRANTS		1,972,267		365,767
Principal Amount
		U.S. GOVERNMENT OBLIGATIONS — 2.2%
$	46,585,000	U.S. Treasury Bills, 0.290% to 0.551%††, 01/19/17 to 04/27/17		46,547,641		46,546,915
		TOTAL INVESTMENTS — 100.0%	$	1,422,600,000		2,108,719,482
		Other Assets and Liabilities (Net) — 0.0%				967,828
		NET ASSETS — 100.0%			$	2,109,687,310

(a) Security considered an affiliated holding because the Fund owns at least 5% of its outstanding shares.

(b) Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At December 31, 2016, the market value of the Rule 144A security amounted to $359,992 or 0.02% of total net assets

† Non-income producing security.

†† Represents annualized yield at date of purchase.

ADR American Depositary Receipt

GDR Global Depositary Receipt

PJSC Public Joint Stock Company

SDR Swedish Depositary Receipt

See accompanying notes to financial statements.

10

The Gabelli Utilities Fund

Statement of Assets and Liabilities

December 31, 2016

Assets:
Investments, at value (cost $1,418,914,602)	$	2,102,563,482
Investments in affiliates, at value (cost $3,685,398)		6,156,000
Receivable for Fund shares sold		2,922,657
Receivable for investments sold		238,115
Dividends receivable		3,913,240
Prepaid expenses		55,489
Total Assets		2,115,848,983
Liabilities:
Payable to custodian		4,140
Payable for Fund shares redeemed		2,964,520
Payable for investment advisory fees		1,783,207
Payable for distribution fees		905,422
Payable for accounting fees		7,500
Other accrued expenses		496,884
Total Liabilities		6,161,673
Net Assets (applicable to 254,881,869 shares outstanding)	$	2,109,687,310
Net Assets Consist of:
Paid-in capital	$	1,437,323,618
Distributions in excess of net investment income		(227,978	)
Distributions in excess of net realized gains on investments and foreign currency transactions		(13,502,956	)
Net unrealized appreciation on investments		686,119,482
Net unrealized depreciation on foreign currency translations		(24,856	)
Net Assets	$	2,109,687,310
Shares of Beneficial Interest, each at $0.001 par value; unlimited number of shares authorized:
Class AAA:
Net Asset Value, offering, and redemption price per share ($364,411,459 ÷ 39,334,669 shares outstanding)	$	9.26
Class A:
Net Asset Value and redemption price per share ($808,349,141 ÷ 86,008,816 shares outstanding)	$	9.40
Maximum offering price per share (NAV ÷ 0. 9425, based on maximum sales charge of 5.75% of the offering price)	$	9.97
Class C:
Net Asset Value and offering price per share ($776,779,622 ÷ 112,907,507 shares outstanding)	$	6.88	(a)
Class I:
Net Asset Value, offering, and redemption price per share ($160,147,088 ÷ 16,630,877 shares outstanding)	$	9.63

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

Statement of Operations

For the Year Ended December 31, 2016

Investment Income:
Dividends - Unaffiliated (net of foreign withholding taxes of $1,239,594)	$	62,637,322
Dividends - Affiliated		194,400
Interest		184,811
Other income*		312,695
Total Income		63,329,228
Expenses:
Investment advisory fees		20,848,808
Distribution fees - Class AAA		940,897
Distribution fees - Class A		1,932,251
Distribution fees - Class C		7,815,663
Shareholder services fees		1,666,151
Shareholder communications expenses		288,995
Custodian fees		204,104
Trustees’ fees		137,000
Legal and audit fees		122,596
Registration expenses		108,400
Accounting fees		45,000
Interest expense		15,704
Miscellaneous expenses		138,446
Total Expenses		34,264,015
Less:
Expenses paid indirectly by broker (See Note 6)		(14,500	)
Net Expenses		34,249,515
Net Investment Income		29,079,713
Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency:
Net realized gain on investments		33,318,789
Net realized loss on foreign currency transactions		(71,884	)
Net realized gain on investments and foreign currency transactions		33,246,905
Net change in unrealized appreciation/depreciation: on investments		252,758,195
on foreign currency translations		(3,823	)
Net change in unrealized appreciation/depreciation on investments and foreign currency translations		252,754,372
Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency		286,001,277
Net Increase in Net Assets Resulting from Operations	$	315,080,990

* The Fund received a one time reimbursement of custody expenses paid in prior years.

See accompanying notes to financial statements.

11

The Gabelli Utilities Fund

Statement of Changes in Net Assets

	Year Ended December 31, 2016				Year Ended December 31, 2015
Operations:
Net investment income		$	29,079,713			$	29,499,043
Net realized gain on investments and foreign currency transactions			33,246,905				231,852,901
Net change in unrealized appreciation/depreciation on investments and foreign currency translations			252,754,372				(482,101,250	)
Net Increase/(Decrease) in Net Assets Resulting from Operations			315,080,990				(220,749,306	)
Distributions to Shareholders:
Net investment income
Class AAA			(5,471,301	)			(5,716,875	)
Class A			(11,112,907	)			(9,544,422	)
Class C			(9,783,665	)			(12,183,754	)
Class I			(2,542,331	)			(1,923,225	)
			(28,910,204	)			(29,368,276	)
Net realized gain
Class AAA			(5,335,408	)			(44,494,472	)
Class A			(10,854,504	)			(74,284,304	)
Class C			(14,643,900	)			(94,826,237	)
Class I			(2,115,401	)			(14,968,474	)
			(32,949,213	)			(228,573,487	)
Return of capital
Class AAA			(24,739,141	)			(3,529,934	)
Class A			(50,581,784	)			(5,893,286	)
Class C			(73,313,008	)			(7,522,965	)
Class I			(9,476,054	)			(1,187,512	)
			(158,109,987	)			(18,133,697	)
Total Distributions to Shareholders			(219,969,404	)			(276,075,460	)
Shares of Beneficial Interest Transactions:
Class AAA			(30,345,592	)			(349,671,407	)
Class A			49,728,141				(351,832,769	)
Class C			23,406,890				(177,103,835	)
Class I			9,333,224				(81,173,972	)
Net Increase/(Decrease) in Net Assets from Shares of Beneficial Interest Transactions			52,122,663				(959,781,983	)
Redemption Fees			7,011				29,403
Net Increase/(Decrease) in Net Assets			147,241,260				(1,456,577,346	)
Net Assets:
Beginning of year			1,962,446,050				3,419,023,396
End of year (including undistributed net investment income of $0 and $3, 322, 814, respectively)		$	2,109,687,310			$	1,962,446,050

See accompanying notes to financial statements.

12

The Gabelli Utilities Fund

Financial Highlights

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

			Income (Loss) from Investment Operations						Distributions														Ratios to Average Net Assets/ Supplemental Data
Year Ended December 31	Net Asset Value, Beginning of Year		Net Investment Income(a)		Net Realized and Unrealized Gain (Loss) on Investments		Total from Investment Operations		Net Investment Income		Net Realized Gain on Investments		Return of Capital		Total Distributions		Redemption Fees(a)(b)		Net Asset Value, End of Year		Total Return†		Net Assets End of Year (in 000’s)		Net Investment Income		Operating Expenses		Portfolio Turnover Rate
Class AAA
2016		$  8.70		$0.15		$  1.28		$  1.43		$(0.14)		$(0.13)		$(0.60)		$(0.87)		$0.00		$  9.26		17.0%		$  364,411		1.65%		1.38%(c)		4%
2015††		10.50		0.11		(1.07)		(0.96)		(0.09)		(0.70)		(0.05)		(0.84)		0.00		8.70		(8.3)		371,419		1.42		1.39(c)		8
2014††		11.24		0.18		0.76		0.94		(0.14)		(0.10)		(1.44)		(1.68)		0.00		10.50		8.9		820,328		1.64		1.36		9
2013††		10.86		0.18		1.88		2.06		(0.14)		(0.20)		(1.34)		(1.68)		0.00		11.24		20.2		738,742		1.60		1.37		11
2012††		12.06		0.16		0.32		0.48		(0.10)		(0.20)		(1.38)		(1.68)		0.00		10.86		4.3		590,457		1.36		1.39		15
Class A
2016		$  8.82		$0.15		$  1.30		$  1.45		$(0.13)		$(0.13)		$(0.61)		$(0.87)		$0.00		$  9.40		17.0%		$  808,349		1.64%		1.38%(c)		4%
2015††		10.64		0.12		(1.10)		(0.98)		(0.09)		(0.70)		(0.05)		(0.84)		0.00		8.82		(8.3)		713,208		1.45		1.39(c)		8
2014††		11.36		0.18		0.78		0.96		(0.14)		(0.10)		(1.44)		(1.68)		0.00		10.64		9.0		1,231,349		1.64		1.36		9
2013††		10.96		0.18		1.90		2.08		(0.14)		(0.20)		(1.34)		(1.68)		0.00		11.36		20.2		1,109,532		1.60		1.37		11
2012††		12.16		0.16		0.32		0.48		(0.10)		(0.20)		(1.38)		(1.68)		0.00		10.96		4.3		931,577		1.37		1.39		15
Class C
2016		$  6.71		$0.06		$  0.98		$  1.04		$(0.09)		$(0.13)		$(0.65)		$(0.87)		$0.00		$  6.88		16.2%		$  776,780		0.89%		2.13%(c)		4%
2015††		8.40		0.05		(0.90)		(0.85)		(0.09)		(0.70)		(0.05)		(0.84)		0.00		6.71		(9.1)		736,494		0.73		2.14(c)		8
2014††		9.38		0.08		0.62		0.70		(0.14)		(0.10)		(1.44)		(1.68)		0.00		8.40		8.1		1,111,695		0.89		2.11		9
2013††		9.36		0.08		1.62		1.70		(0.14)		(0.20)		(1.34)		(1.68)		0.00		9.38		19.5		1,037,073		0.85		2.12		11
2012††		10.70		0.06		0.28		0.34		(0.10)		(0.20)		(1.38)		(1.68)		0.00		9.36		3.5		880,503		0.62		2.14		15
Class I
2016		$  8.99		$0.18		$  1.33		$  1.51		$(0.16)		$(0.13)		$(0.58)		$(0.87)		$0.00		$  9.63		17.4%		$  160,147		1.89%		1.13%(c)		4%
2015††		10.80		0.14		(1.11)		(0.97)		(0.09)		(0.70)		(0.05)		(0.84)		0.00		8.99		(8.1)		141,325		1.70		1.14(c)		8
2014††		11.48		0.20		0.80		1.00		(0.14)		(0.10)		(1.44)		(1.68)		0.00		10.80		9.3		255,651		1.86		1.11		9
2013††		11.04		0.22		1.90		2.12		(0.14)		(0.20)		(1.34)		(1.68)		0.00		11.48		20.4		179,913		1.85		1.12		11
2012††		12.20		0.20		0.32		0.52		(0.10)		(0.20)		(1.38)		(1.68)		0.00		11.04		4.6		161,415		1.68		1.14		15

† Total return represents aggregate total return of a hypothetical $ 1,000 investment at the beginning of the year and sold at the end of the year including reinvestment of distributions and does not reflect the applicable sales charges.

†† All per share amounts and net asset values have been adjusted as a result of the 1 for 2 reverse stock split on March 6, 2015 (See Note 8).

(a) Per share amounts have been calculated using the average shares outstanding method.

(b) Amount represents less than $0.005 per share.

(c) The Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. For the years ended December 31, 2016 and 2015, there was no impact on the expense ratios.

See accompanying notes to financial statements.

13

The Gabelli Utilities Fund

Notes to Financial Statements

1. Organization. The Gabelli Utilities 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. As an investment company, the Fund follows the investment company accounting and reporting guidance, which is part of U.S. generally accepted accounting principles (“GAAP”) that may require the use of management estimates and assumptions in the preparation of its financial statements. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements.

Security Valuation. Portfolio securities listed or traded on a nationally recognized securities exchange or traded in the U.S. over-the-counter market for which market quotations are readily available are valued at the last quoted sale price or a market’s official closing price as of the close of business on the day the securities are being valued. If there were no sales that day, the security is valued at the average of the closing bid and asked prices or, if there were no asked prices quoted on that day, then the security is valued at the closing bid price on that day. If no bid or asked prices are quoted on such day, the security is valued at the most recently available price or, if the Board of 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.

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

14

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

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 Board’s determinations as to the fair value of investments).

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in the aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments in securities by inputs used to value the Fund’s investments as of December 31, 2016 is as follows:

	Valuation Inputs
	Level 1 Quoted Prices		Level 2 Other Significant Observable Inputs		Level 3 Significant Unobservable Inputs	Total Market Value at 12/31/16
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
ENERGY AND UTILITIES
Global Utilities	$	44,434,684		$         1,514	—		$       44,436,198
Merchant Energy		35,905,908		—	$ 0		35,905,908
Other Industries (a)		1,420,050,845		—	—		1,420,050,845
COMMUNICATIONS (a)		408,220,976		—	—		408,220,976
OTHER
Aerospace		18,934,707		130,389			19,065,096
Other Industries(a)		132,069,925					132,069,925
Total Common Stocks		2,059,617,045		131,903	0		2,059,748,948
Convertible Preferred Stocks (a)		1,032,280		1,025,572	—		2,057,852
Warrants (a)		5,775		359,992	—		365,767
U.S. Government Obligations		—		46,546,915	—		46,546,915
TOTAL INVESTMENTS IN SECURITIES – ASSETS	$	2,060,655,100		$48,064,382	$ 0		$2,108,719,482

(a) Please refer to the Schedule of Investments for the industry classifications of these portfolio holdings.

The Fund did not have material transfers among Level 1, Level 2, and Level 3 during the year ended December 31, 2016. The Fund’s policy is to recognize transfers among Levels as of the beginning of the reporting period.

Additional Information to Evaluate Qualitative Information.

General. The Fund uses recognized industry pricing services – approved by the Board and unaffiliated with the Adviser – to value most of its securities, and uses broker quotes provided by market makers of securities not valued by these and other recognized pricing sources. Several different pricing feeds are received to value domestic equity securities, international equity securities, preferred equity securities, and fixed income securities. The data within these feeds is ultimately sourced from major stock exchanges and trading systems where these

15

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

securities trade. The prices supplied by external sources are checked by obtaining quotations or actual transaction prices from market participants. If a price obtained from the pricing source is deemed unreliable, prices will be sought from another pricing service or from a broker/dealer that trades that security or similar securities.

Fair Valuation. Fair valued securities may be common or preferred equities, warrants, options, rights, or fixed income obligations. Where appropriate, Level 3 securities are those for which market quotations are not available, such as securities not traded for several days, or for which current bids are not available, or which are restricted as to transfer. When fair valuing a security, factors to consider include recent prices of comparable securities that are publicly traded, reliable prices of securities not publicly traded, the use of valuation models, current analyst reports, valuing the income or cash flow of the issuer, or cost if the preceding factors do not apply. A significant change in the unobservable inputs could result in a lower or higher value in Level 3 securities. The circumstances of Level 3 securities are frequently monitored to determine if fair valuation measures continue to apply.

The Adviser reports quarterly to the Board the results of the application of fair valuation policies and procedures. These may include back testing the prices realized in subsequent trades of these fair valued securities to fair values previously recognized.

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

The Fund’s derivative contracts held at December 31, 2016, if any, are not accounted for as hedging instruments under GAAP and are disclosed in the Schedule of Investments together with the related counterparty.

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

16

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

Unrealized gains related to swaps are reported as an asset and unrealized losses are reported as a liability in the Statement of Assets and Liabilities. The change in value of swaps, including the accrual of periodic amounts of interest to be received or paid on swaps, is reported as unrealized gain or loss in the Statement of Operations. A realized gain or loss is recorded upon receipt or payment of a periodic payment or termination of swap agreements. During the year ended December 31, 2016, the Fund held no investments in equity contract for difference swap 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 current exchange rates. Purchases and sales of investment securities, income, and expenses are translated at the exchange rate prevailing on the respective dates of such transactions. Unrealized gains and losses that result from changes in foreign exchange rates and/or changes in market prices of securities have been included in unrealized appreciation/depreciation on investments and foreign currency translations. Net realized foreign currency gains and losses resulting from changes in exchange rates include foreign currency gains and losses between trade date and settlement date on investment securities transactions, foreign currency transactions, and the difference between the amounts of interest and dividends recorded on the books of the Fund and the amounts actually received. The portion of foreign currency gains and losses related to fluctuation in exchange rates between the initial purchase trade date and subsequent sale trade date is included in realized gain/(loss) on investments.

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

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

Restricted Securities. The Fund may invest up to 15% of its net assets in securities for which the markets are restricted. Restricted securities include securities whose disposition is subject to substantial legal or contractual restrictions. The sale of restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than does the sale of securities eligible for trading on national securities exchanges or in the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restrictions on resale. Securities freely saleable among qualified institutional investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. At December 31, 2016, the Fund did not hold restricted securities.

17

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

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

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

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

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. Permanent differences were primarily due to adjustments for tax reclassifications of distributions. These reclassifications have no impact on the NAV of the Fund. For the year ended December 31, 2016, reclassifications were made to decrease distributions in excess of net investment income by $3,720,301 and increase distributions in excess of net realized gains on investments and foreign currency transactions by $752,424, with an offsetting adjustment to paid-in capital.

The tax character of distributions paid during the years ended December 31, 2016 and 2015 was as follows:

	Year Ended December 31, 2016			Year Ended December 31, 2015
Distributions paid from:
Ordinary income		$	33,987,237		$	29,368,276
Long term capital gains			27,872,180			228,573,487
Return of capital			158,109,987			18,133,697
Total distributions paid		$	219,969,404		$	276,075,460

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 may be 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

18

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

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, and may cause such gains to be treated as ordinary income. Distributions sourced from paid-in capital should not be considered as dividend yield or the total return from an investment in the Fund. 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.

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.

As of December 31, 2016, the components of accumulated earnings/losses on a tax basis were as follows:

Net unrealized appreciation on investments and foreign currency translations . $ 672,363,692

At December 31, 2016, the temporary differences between book basis and tax basis net unrealized appreciation on investments were primarily due to deferral of losses from wash sales for tax purposes, tax basis adjustments on investments in partnerships, and mark-to-market adjustments on investments in passive foreign investment companies.

The following summarizes the tax cost of investments and the related net unrealized appreciation at December 31, 2016:

	Cost		Gross Unrealized Appreciation		Gross Unrealized Depreciation			Net Unrealized Appreciation
Investments		$1,436,330,929		$735,835,520		$(63,446,967	)	$672,388,553

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 year ended December 31, 2016, the Fund did not incur any income tax, interest, or penalties. As of December 31, 2016, the Adviser has reviewed all open tax years and concluded that there was no impact to the Fund’s net assets or results of operations. The Fund’s federal and state tax returns for the prior three fiscal years remain open, subject to examination. On an ongoing basis, the Adviser will monitor the Fund’s tax positions to determine if adjustments to this conclusion are necessary.

3. Investment Advisory Agreement and Other Transactions. The Fund has entered into an investment advisory agreement (the “Advisory Agreement”) with the Adviser which provides that the Fund will pay the Adviser a fee, computed daily and paid monthly, at the annual rate of 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.

19

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

The Fund pays each Trustee who is not considered an affiliated person an annual retainer of $18,000 plus $2,000 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 $2,000. 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.

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. Under the Class AAA, Class A, and Class C Share Plans, payments are authorized to G.distributors, LLC (the “Distributor”), an affiliate of the Adviser, at annual rates of 0.25%, 0.25%, 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 during the year ended December 31, 2016, other than short term securities and U.S. Government obligations, aggregated $69,164,772 and $264,222,313, respectively.

6. Transactions with Affiliates and Other Arrangements. During the year ended December 31, 2016, the Fund paid $126,570 in brokerage commissions on security trades to G.research, LLC, an affiliate of the Adviser. Additionally the Distributor retained a total of $1,028,971 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

During the year ended December 31, 2016, the Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. The amount of such expenses paid through this directed brokerage arrangement during this period was $14,500.

The cost of calculating the Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement. During the year ended December 31, 2016, the Fund paid or accrued $45,000 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, which expires March 9, 2017 and may be renewed annually, 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 bears interest at a floating rate equal to the higher of the overnight Federal Funds rate plus 125 basis points or the 30 day LIBOR plus 125 basis points in effect on that day. This amount, if any, would be included in “Interest expense” in the Statement of Operations. At December 31, 2016, there were no borrowings outstanding under the line of credit.

The average daily amount of borrowings outstanding under the line of credit during the year ended December 31, 2016 was $498,412 with a weighted average interest rate of 0.92%. The maximum amount borrowed at any time during the year ended December 31, 2016 was $14,298,222.

8. Shares of Beneficial Interest. The Fund offers four classes of shares – Class AAA Shares, Class A Shares, Class C Shares, and Class I Shares. Class AAA Shares and Class I Shares are offered without a sales charge. Class A Shares are subject to a maximum front-end sales charge of 5.75%. Class C Shares are subject to a 1.00% contingent deferred sales charge for one year after purchase.

20

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

The Fund imposes a redemption fee of 2.00% on all classes of shares that are redeemed or exchanged on or before the seventh day after the date of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the Fund as an increase in paid-in capital. The redemption fees retained by the Fund during the years ended December 31, 2016 and 2015, if any, can be found in the Statement of Changes in Net Assets under Redemption Fees.

As approved by the Board of Directors, the Fund effected a 1 for 2 reverse stock split on March 6, 2015. The net asset value of each share class increased proportionately at that time.

Transactions in shares of beneficial interest were as follows:

	Year Ended December 31, 2016						Year Ended December 31, 2015
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		4,639,468		$	43,018,104			9,543,611		$	67,465,336
Shares issued upon reinvestment of distributions		3,454,038			31,946,668			6,528,236			46,859,406
Shares redeemed		(11,440,214	)		(105,310,364	)		(69,258,903	)		(463,996,149	)
Share reduction from 1 for 2 reverse stock split		—			—			(60,236,385	)		—
Net decrease		(3,346,708	)	$	(30,345,592	)		(113,423,441	)	$	(349,671,407	)
Class A
Shares sold		16,726,963		$	158,562,726			14,667,673		$	116,194,342
Shares issued upon reinvestment of distributions		6,431,994			60,335,587			9,292,802			69,521,979
Shares redeemed		(18,041,906	)		(169,170,172	)		(78,424,819	)		(537,549,090	)
Share reduction from 1 for 2 reverse stock split		—			—			(96,231,492	)		—
Net increase/(decrease)		5,117,051		$	49,728,141			(150,695,836	)	$	(351,832,769	)
Class C
Shares sold		14,746,021		$	103,855,094			18,300,907		$	111,972,785
Shares issued upon reinvestment of distributions		11,607,259			81,152,204			15,059,313			88,752,403
Shares redeemed		(23,171,261	)		(161,600,408	)		(68,394,621	)		(377,829,023	)
Share reduction from 1 for 2 reverse stock split		—			—			(119,958,972	)		—
Net increase/(decrease)		3,182,019		$	23,406,890			(154,993,373	)	$	(177,103,835	)
Class I
Shares sold		5,401,511		$	52,129,624			4,636,261		$	38,457,839
Shares issued upon reinvestment of distributions		1,186,059			11,379,762			1,937,391			14,608,140
Shares redeemed		(5,672,219	)		(54,176,162	)		(18,735,617	)		(134,239,951	)
Share reduction from 1 for 2 reverse stock split		—			—			(19,463,756	)		—
Net increase/(decrease)		915,351		$	9,333,224			(31,625,721	)	$	(81,173,972	)

21

The Gabelli Utilities Fund

Notes to Financial Statements (Continued)

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 year ended December 31, 2016 is set forth below:

	Beginning Shares	Shares Sold	Ending Shares	Dividend Income	Realized Gain	Value at December 31, 2016	Percent Owned of Shares Outstanding
Corning Natural Gas Holding Co	324,000	—	324,000	$194,400	—	$6,156,000	13.04%

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. 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.

22

The Gabelli Utilities Fund

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Trustees of

The Gabelli Utilities Fund

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of The Gabelli Utilities Fund (the “Fund”), as of December 31, 2016, and the related statement of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. We were not engaged to perform an audit of the Fund’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements and financial highlights, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of December 31, 2016, by correspondence with the Fund’s custodian and brokers or by other appropriate auditing procedures where replies from brokers were not received. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of the Fund at December 31, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with U.S. generally accepted accounting principles.

New York, New York

February 28, 2017

23

The Gabelli Utilities Fund

Additional Fund Information (Unaudited)

The business and affairs of the Fund are managed under the direction of the Fund’s Board of Trustees. Information pertaining to the Trustees and officers of the Fund is set forth below. The Fund’s Statement of Additional Information includes additional information about the Fund’s Trustees and is available without charge, upon request, by calling 800-GABELLI (800-422-3554) or by writing to The Gabelli Utilities Fund at One Corporate Center, Rye, NY 10580-1422.

Name, Position(s) Address1 and Age	Term of Office and Length of Time Served2	Number of Funds in Fund Complex Overseen by  Trustee	Principal Occupation(s) During Past Five Years	Other Directorships Held by Trustee4
INTERESTED TRUSTEES3 :
Mario J. Gabelli, CFA Trustee Age: 74	Since 1999	31	Chairman, Chief Executive Officer, and Chief Investment Officer–Value Portfolios of GAMCO Investors, Inc. and Chief Investment Officer– Value Portfolios of Gabelli Funds, LLC and GAMCO Asset Management Inc.; Director/ Trustee or Chief Investment Officer of other registered investment companies within the Gabelli/GAMCO Fund Complex; Chief Executive Officer of GGCP, Inc.; Executive Chairman of Associated Capital Group, Inc.	Director of Morgan Group Holdings, Inc. (holding company); Chairman of the Board and Chief Executive Officer of LICT Corp. (multimedia and communication services company); Director of CIBL, Inc. (broadcasting and wireless communications); Director of ICTC Group Inc. (communications); Director of RLJ Acquisition Inc. (blank check company) (2011-2012)
INDEPENDENT TRUSTEES5 :
Anthony J. Colavita, Esq. Trustee Age: 81	Since 1999	36	President of the law firm of Anthony J. Colavita, P.C.	—
Vincent D. Enright Trustee Age: 73	Since 1999	17	Former Senior Vice President and Chief Financial Officer of KeySpan Corp. (public utility) (1994-1998)	Director of Echo Therapeutics, Inc. (therapeutics and diagnostics) (2008-2014); Director of LGL Group, Inc. (diversified manufacturing) (2011-2014)
Mary E. Hauck Trustee Age: 74	Since 2000	4	Retired Senior Manager of the Gabelli- O’Connor Fixed Income Mutual Funds Management Company	—
Kuni Nakamura Trustee Age: 48	Since 2009	20	President of Advanced Polymer, Inc. (chemical manufacturing company); President of KEN Enterprises, Inc. (real estate)	—
Werner J. Roeder, MD Trustee Age: 76	Since 1999	23	Practicing private physician; Former Medical Director of Lawrence Hospital (1999-2014)	—

24

The Gabelli Utilities Fund

Additional Fund Information (Continued) (Unaudited)

Name, Position(s) Address1 and Age	Term of Office and Length of Time Served2	Principal Occupation(s) During Past Five Years
OFFICERS:
Bruce N. Alpert President Age: 65	Since 2003	Executive Vice President and Chief Operating Officer of Gabelli Funds, LLC since 1988; Officer of registered investment companies within the Gabelli/GAMCO Fund Complex; Senior Vice President of GAMCO Investors, Inc. since 2008; Director of Teton Advisors, Inc., 1998-2012; Chairman of Teton Advisors, Inc., 2008-2010
Andrea R. Mango Secretary Age: 44	Since 2013	Vice President of GAMCO Investors, Inc. since 2016; Counsel of Gabelli Funds, LLC since 2013; Secretary of all registered investment companies within the Gabelli/GAMCO Fund Complex since 2013; Vice President of all closed-end funds within the Gabelli/GAMCO Fund Complex since 2014; Corporate Vice President within the Corporate Compliance Department of New York Life Insurance Company, 2011-2013; Vice President and Counsel of Deutsche Bank, 2006-2011
Agnes Mullady Treasurer Age: 58	Since 2006	President and Chief Operating Officer of the Fund Division of Gabelli Funds, LLC since 2010; Chief Executive Officer of G.distributors, LLC since 2010; Senior Vice President of GAMCO Investors, Inc. since 2009; Vice President of Gabelli Funds, LLC since 2007; Executive Vice President of Associated Capital Group, Inc. since November 2016; Officer of all of the registered investment companies within the Gabelli/GAMCO Fund Complex
Richard J. Walz Chief Compliance Officer Age: 57	Since 2013	Chief Compliance Officer of all of the registered investment companies within the Gabelli/ GAMCO Fund Complex since 2013; Chief Compliance Officer of AEGON USA Investment Management, 2011-2013; Chief Compliance Officer of Cutwater Asset Management, 2004- 2011

¹  Address: One Corporate Center, Rye, NY 10580-1422, unless otherwise noted.

²  Each Trustee will hold office for an indefinite term until the earliest of (i) the next meeting of shareholders, if any, called for the purpose of considering the election or re-election of such Trustee and until the election and qualification of his or her successor, if any, elected at such meeting, or (ii) the date a Trustee resigns or retires, or a Trustee is removed by the Board of Trustees or shareholders, in accordance with the Fund’s By-Laws and Agreement and Declaration of Trust. Each officer will hold office for an indefinite term until the date he or she resigns or retires or until his or her successor is elected and qualified.

³  “Interested person” of the Fund as defined in the 1940 Act. Mr. Gabelli is considered an “interested person” because of his affiliation with Gabelli Funds, LLC which acts as the Fund’s investment adviser.

⁴  This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934, as amended, i.e., public companies, or other investment companies registered under the 1940 Act.

⁵  Trustees who are not interested persons are considered “Independent” Trustees.

25

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 and GAMCO Asset Management Inc., which are affiliated with GAMCO Investors, Inc. that is a publicly held company with subsidiaries and affiliates that provide investment advisory services for a variety of clients. What kind of non-public information do we collect about you if you become a fund 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.

THE GABELLI UTILITIES FUND

One Corporate Center

Rye, NY 10580-1422

Portfolio Manager Biography

Mario J. Gabelli, CFA, is Chairman, Chief Executive Officer, and Chief Investment Officer - Value Portfolios of GAMCO Investors, Inc. that he founded in 1977, and Chief Investment Officer - Value Portfolios of Gabelli Funds, LLC and GAMCO Asset Management Inc. He is also Executive Chairman of Associated Capital Group, Inc. Mr. Gabelli is a summa cum laude graduate of Fordham University and holds an MBA degree from Columbia Business School and Honorary Doctorates from Fordham University and Roger Williams University.

2016 TAX NOTICE TO SHAREHOLDERS (Unaudited)

For the year ended December 31, 2016, the Fund paid to shareholders ordinary income distributions (comprised of net investment income) totaling $0.145, $0.144, $0.123, and $0.165 per share for Class AAA, Class A, Class C, and Class I Shares, respectively, and long term capital gains totaling $27,872,180 or the maximum allowable. The distributions of long term capital gains have been designated as a capital gain dividend by the Fund’s Board of Trustees. For the year ended December 31, 2016, 100% of the ordinary income distribution qualifies for the dividends received deduction available to corporations. The Fund designates 100% of the ordinary income distribution as qualified dividend income pursuant to the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund designates 0.31% of the ordinary income distribution as qualified interest income pursuant to the Tax Relief, Unemployment Recharacterization, and Job Creation Act of 2010.

U.S. Government Income

The percentage of the ordinary income distribution paid by the Fund during 2016 which was derived from U.S. Treasury securities was 0.25%. Such income is exempt from state and local tax in all states. However, many states, including New York and California, allow a tax exemption for a portion of the income earned only if a mutual fund has invested at least 50% of its assets at the end of each quarter of the Fund’s fiscal year in U.S. Government securities. The Fund did not meet this strict requirement in 2016. Due to the diversity in state and local tax law, it is recommended that you consult your personal tax adviser as to the applicability of the information provided to your specific situation.

All designations are based on financial information available as of the date of this annual report and, accordingly, are subject to change. For each item, it is the intention of the Fund to designate the maximum amount permitted under the Internal Revenue Code and the regulations thereunder.

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. Both the commentary and the financial statements, including the portfolio of investments, will be available on our website at www.gabelli.com.

THE GABELLI UTILITIES FUND

One Corporate Center

Rye, New York 10580-1422

t	800-GABELLI (800-422-3554)
f	914-921-5118
e	info@gabelli.com
	GABELLI.COM

Net Asset Value per share available daily

by calling 800-GABELLI after 7:00 P.M.

BOARD OF TRUSTEES   Mario J. Gabelli, CFA Chairman and Chief Executive Officer, GAMCO Investors, Inc. Executive Chairman, Associated Capital Group, Inc.   Anthony J. Colavita President, Anthony J. Colavita, P.C.   Vincent D. Enright Former Senior Vice President and Chief Financial Officer, KeySpan Corp.   Mary E. Hauck Former Senior Portfolio Manager, Gabelli-O’Connor Fixed Income Mutual Fund Management Co.   Kuni Nakamura President, Advanced Polymer, Inc.   Werner J. Roeder, MD Former Medical Director, Lawrence Hospital OFFICERS   Bruce N. Alpert President   Andrea R. Mango Secretary   Agnes Mullady Treasurer   Richard J. Walz Chief Compliance Officer   DISTRIBUTOR   G.distributors, LLC   CUSTODIAN, TRANSFER AGENT, AND DIVIDEND DISBURSING AGENT   State Street Bank and Trust Company   LEGAL COUNSEL   Skadden, Arps, Slate, Meagher & Flom LLP

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

GAB470Q416AR

Item 2. Code of Ethics.

(a) The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.

(c) There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics description.

(d) The registrant has not granted any waivers, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of this item’s instructions.

Item 3. Audit Committee Financial Expert.

As of the end of the period covered by the report, the registrant’s Board of Trustees has determined that Vincent D. Enright is qualified to serve as an audit committee financial expert serving on its audit committee and that he is “independent,” as defined by Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

Audit Fees

(a) The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $30,399 for 2015 and $31,300 for 2016.

Audit-Related Fees

(b) The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are $0 for 2015 and $0 for 2016.

Tax Fees

(c) The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $3,600 for 2015 and $3,700 for 2016. Tax fees represent tax compliance services provided in connection with the review of the Registrant’s tax returns.

All Other Fees

(d) The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $511 for 2015 and $485 for 2016. The fees relate to Passive Foreign Investment Company identification database subscription fees billed on an annual basis.

(e)(1) Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

Pre-Approval Policies and Procedures. The Audit Committee (“Committee”) of the registrant is responsible for pre-approving (i) all audit and permissible non-audit services to be provided by the independent registered public accounting firm to the registrant and (ii) all permissible non-audit services to be provided by the independent registered public accounting firm to the Adviser, Gabelli Funds, LLC, and any affiliate of Gabelli Funds, LLC (“Gabelli”) that provides services to the registrant (a “Covered Services Provider”) if the independent registered public accounting firm’s engagement related directly to the operations and financial reporting of the registrant. The Committee may delegate its responsibility to pre-approve any such audit and permissible non-audit services to the Chairperson of the Committee, and the Chairperson must report to the Committee, at its next regularly scheduled meeting after the Chairperson’s pre-approval of such services, his or her decision(s). The Committee may also establish detailed pre-approval policies and procedures for pre-approval of such services in accordance with applicable laws, including the delegation of some or all of the Committee’s pre-approval responsibilities to the other persons (other than Gabelli or the registrant’s officers). Pre-approval by the Committee of any permissible non-audit services is not required so long as: (i) the permissible non-audit services were not recognized by the registrant at the time of the engagement to be non-audit services; and (ii) such services are promptly brought to the attention of the Committee and approved by the Committee or Chairperson prior to the completion of the audit.

(e)(2) The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows:

(b) N/A

(c) 100%

(d) 100%

(f) The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work

performed by persons other than the principal accountant’s full-time, permanent employees was 0%

(g) The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $37,638 for 2015 and $35,321 for 2016.

(h) The registrant’s audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed registrants.

Not applicable.

Item 6. 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) Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto.

(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.

(12.other) Not applicable.

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     3/08/2017
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     3/08/2017
By (Signature and Title)*	/s/ Agnes Mullady
	Agnes Mullady, Principal Financial Officer and Treasurer
Date     3/08/2017

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