TETON Westwood Mighty Mites Fund NCSR 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 811-04719

The TETON Westwood Funds

(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: September 30

Date of reporting period: September 30, 2014

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

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

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

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TETON WESTWOOD FUNDS

Mighty Mites^SM Fund

SmallCap Equity Fund

Mid-Cap Equity Fund

Income Fund

Equity Fund

Balanced Fund

Intermediate Bond Fund

Annual Report

September 30, 2014

TETON WESTWOOD FUNDS

(Unaudited)


	Class AAA Shares																				Class A Shares
	Average Annual Returns – September 30, 2014 (a)																				Average Annual Returns – September 30, 2014 (a)(b)(d)
	1 Year			5 Year			10 Year			Since Inception			Gross Expense Ratio			Expense Ratio after Adviser Reimburse- ments			Maximum Sales Charge		1 Year			5 Year			10 Year			Since Inception			Gross Expense Ratio			Expense Ratio after Adviser Reimburse- ments			Maximum Sales Charge
Mighty Mites		2.23	%		14.28	%		11.03	%		11.82	%		1.44	%		1.44	%		None		(2.12	)%		13.07	%		10.32	%		11.34	%		1.69	%		1.69	%		4.00	%
SmallCap Equity		3.48			12.69			8.91			7.17			1.63			1.50			None		(0.83	)		11.51			8.22			6.78			1.88			1.75			4.00
Mid-Cap Equity Fund		10.15			—			—			11.36			3.88			1.50			None		5.57			—			—			7.77			4.13			1.75			4.00
Income		15.46			12.55			6.79			7.94			2.57			2.00			None		10.54			11.35			6.09			7.47			2.82			2.25			4.00
Equity		15.28			12.91			7.85			10.17			1.60			1.60			None		10.43			11.72			7.14			9.78			1.85			1.85			4.00
Balanced		9.85			9.03			6.49			8.65			1.28			1.28			None		5.17			7.88			5.79			8.20			1.53			1.53			4.00
Intermediate Bond		0.54			2.23			3.17			4.94			1.36			1.00			None		(3.53	)		1.30			2.63			4.69			1.46			1.10			4.00


	Class C Shares																					Class I Shares
	Average Annual Returns – September 30, 2014 (a)(c)(d)																					Average Annual Returns – September 30, 2014 (a)(d)
	1 Year			5 Year			10 Year			Since Inception			Gross Expense Ratio			Expense Ratio after Adviser Reimburse- ments			Maximum Sales Charge			1 Year			5 Year			10 Year			Since Inception			Gross Expense Ratio			Expense Ratio after Adviser Reimburse- ments			Maximum Sales Charge
Mighty Mites		0.41	%		13.43	%		10.21	%		11.16	%		2.19	%		2.19	%		1.00	%		2.43	%		14.56	%		11.21	%		11.94	%		1.19	%		1.19	%	None
SmallCap Equity		1.77			11.86			7.90			6.54			2.38			2.25			1.00			3.78			12.98			9.10			7.28			1.38			1.25		None
Mid-Cap Equity		8.41			—			—			10.57			4.63			2.25			1.00			10.50			—			—			11.64			3.63			1.25		None
Income		13.57			11.70			5.99			7.41			3.32			2.75			1.00			15.77			12.81			6.97			8.04			2.32			1.75		None
Equity		13.51			12.08			7.05			9.70			2.35			2.35			1.00			15.38			13.16			8.02			10.23			1.35			1.35		None
Balanced		8.04			8.23			5.70			8.11			2.03			2.03			1.00			10.04			9.32			6.67			8.73			1.03			1.03		None
Intermediate Bond		(1.16	)		1.45			2.40			4.50			2.11			1.75			1.00			0.88			2.49			3.34			5.01			1.11			0.75		None

(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.tetonadv.com for performance information as of the most recent month end. For the SmallCap Equity, Mid-Cap Equity, Income, and Intermediate Bond Funds (and for the Mighty Mites Fund through September 30, 2005), TETON Advisors, Inc., (the “Adviser”) reimbursed expenses to limit the expense ratio. Had such limitations not been in place, returns would have been lower. The contractual expense limitations are in effect through January 31, 2015 and are renewable annually by the Adviser. The Funds, except for the Equity, Balanced, and Intermediate Bond Funds, impose a 2% redemption fee on shares sold or exchanged within seven days after the date of purchase. Investors should carefully consider the investment objectives, risks, charges, and expenses of a 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.tetonadv.com.

(b)	Includes the effect of the maximum 4.00% 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.

(d)

The performance of the Class AAA Shares is used to calculate performance for the periods prior to the issuance of Class A Shares, Class C Shares, and Class I Shares, except for the Mid-Cap Equity Fund. The performance for the Class I Shares of the Mid-Cap Equity Fund is based on the Fund’s inception date for this Share class. The performance for 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 performance for the Class I Shares would have been higher due to the lower expenses associated with this class of shares. The inception dates for the Class AAA Shares and the initial issuance dates for the Class A Shares, Class C Shares, and Class I Shares after which shares remained continuously outstanding are listed below.


	Class AAA Shares	Class A Shares	Class C Shares	Class I Shares
Mighty Mites	05/11/98	11/26/01	08/03/01	01/11/08
SmallCap Equity	04/15/97	11/26/01	11/26/01	01/11/08
Mid-Cap Equity	05/31/13	05/31/13	05/31/13	05/31/13
Income	09/30/97	05/09/01	11/26/01	01/11/08
Equity	01/02/87	01/28/94	02/13/01	01/11/08
Balanced	10/01/91	04/06/93	09/25/01	01/11/08
Intermediate Bond	10/01/91	07/26/01	10/22/01	01/11/08

The TETON Westwood Funds file 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 Funds at 800-WESTWOOD (800-937-8966). The Funds’ 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

Each 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 Funds’ proxy voting policies, procedures, and how the Funds voted proxies relating to portfolio securities are available without charge, upon request, by (i) calling 800-WESTWOOD (800-937-8966); (ii) writing to The TETON Westwood Funds at One Corporate Center, Rye, NY 10580-1422; and (iii) visiting the SEC’s website at www.sec.gov.

Performance Discussion (Unaudited)

Mighty Mites Fund

For the year ended September 30, 2014, the TETON Westwood Mighty Mites Fund net asset value (“NAV”) per Class AAA Share appreciated 2.2% versus gains of 3.9% for the Russell 2000 and 2.8% for the Russell Microcap Indices. See next page for additional performance information.

The Fund invests in small and micro-cap equity securities that have a market capitalization of $500 million or less at time of purchase. The portfolio management team focuses on bottom up stock selection, seeking bite sized companies with excellent management teams, strong balance sheets, and superior long term fundamentals. As bottom up, fundamental, research driven investors, the team seeks to purchase the inefficiently priced stocks of excellent companies selling at a discount to their private market value (PMV). In many cases, they look for a catalyst that can unlock hidden value within the enterprise. As such, (y)our portfolio is diversified across a broad cross section of companies sharing these valuation characteristics.

The first calendar quarter saw equity markets continue in a slow growth pattern. Tensions across the globe continued to build, with the U.S. and the European Union imposing sanctions on Russia. The greater geopolitical risk, along with slowing growth in China, indicated possible headwinds for the market.

During the quarter ended June 30, the performance of the equity markets continued to reflect the improving economic landscape in the U.S. Despite geopolitical concerns over civil war in Iraq, Russian posturing in Eastern Europe, and the rise of ISIS, the market continued its upward trajectory. The labor market continued to gain momentum, with an accelerating pace of job gains and a downtrend in the unemployment rate.

Despite a period of global uncertainty, the U.S. economy continued to grow in the third quarter. Small and microcap stocks have lagged the S&P 500 Index through September. Although small caps have been correcting since March, much of the slide has occurred in the third quarter. Also, economic data this year has been very uneven, with Gross Domestic Product contracting 2.9% in the March quarter followed by second quarter growth at a very strong 4.6%, the fastest rate of growth since the fourth quarter of 2011.

Deal activity was strong, with 19 announced transactions during the Fund’s fiscal year. Some notable deals during the fiscal year include: Costa Inc. was purchased by Essilor International for $21.50 in cash; Coastal Contacts Inc. was acquired by Essilor International for $12.45 in cash; LIN Media was acquired by Media General Inc. for $27.82 in cash and stock; Owens & Minor acquired Medical Action Industries Inc. for $13.80 in cash; Journal Communications Inc. (0.9% of net assets as of September 30, 2014) is being acquired by The E.W. Scripps Co. (0.2%) in an all stock deal. Private equity firm, Court Square Capital Partners, is buying Pike Corp. (0.2%) for $12.00 in cash. Skilled Healthcare Group, Inc. (less than 0.05%) is merging with Genesis Healthcare in an all stock deal. Multimedia Games Holding Co. Inc. (0.3%) is being acquired by Global Cash Access Holdings for $36.50 in cash.

Among the better performing stocks for the fiscal year were The Greenbrier Companies Inc. (0.2%), a transportation manufacturing corporation, specializing in rail transportation and leasing/management services; InfuSystems Holdings Inc. (0.2%), a provider of infusion pumps and related services; and Lawson Products Inc. (0.4%), a distributor of products and services to the industrial, commercial, institutional, and governmental maintenance, repair and operations marketplace. Some of our weaker performing stocks during the year were Coldwater Creek (sold), a specialty retailer of women’s apparel; Sevcon Inc. (0.3%), a producer and distributor in the electronic controls business; and the Dolan Co. (sold), a provider of professional services and business information to the legal, financial, and real estate sectors in the U.S.

We appreciate your confidence and trust.

Average Annual Returns Through September 30, 2014 (a) (Unaudited)


	1 Year		5 Year		10 Year		Since Inception (5/11/98)
Mighty Mites Fund Class AAA		2.23%		14.28%		11.03%		11.82%
Russell Microcap^TM Index		2.78		13.60		6.36		N/A(b)
Russell 2000 Index		3.93		14.29		8.19		6.63
Lipper Small Cap Value Fund Average		6.71		13.65		8.20		8.16(c)

In the current prospectus dated January 28, 2014, the expense ratio for Class AAA Shares is 1.44%. See page 42 for the expense ratios for the year ended September 30, 2014. Class AAA Shares do not have a sales charge.

(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.tetonadv.com for performance information as of the most recent month end. TETON Advisors, Inc., the Adviser, reimbursed expenses through September 30, 2005 to limit the expense ratios. Had such limitations not been in place, returns would have been lower. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of 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.tetonadv.com. Other share classes are available and have different performance characteristics. See page 2 for performance of other classes of shares. The Russell Microcap™ Index is an unmanaged indicator which measures the performance of the microcap segment of the U.S. equity market. The Russell 2000 Index is an unmanaged indicator which measures the performance of the small cap segment of the U.S. equity market. The Lipper Small Cap Value Fund Average reflects the average performance of mutual funds classified in this particular category. Investing in small capitalization securities involves special challenges because these securities may trade less frequently and experience more abrupt price movements than large capitalization securities. Dividends are considered reinvested. You cannot invest directly in an index.

(b)

The inception date of the Russell Microcap™ Index is June 30, 2000.

(c)

Lipper Small Cap Value Fund Average since inception performance is as of April 30, 1998.

COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN

THE MIGHTY MITES FUND CLASS AAA, THE RUSSELL 2000 INDEX,

AND THE RUSSELL MICROCAP™ INDEX (Unaudited)

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*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.

**The Russell Microcap™ Index inception date is June 30, 2000 and the value of the Index prior to July 1, 2000 is that of the Mighty Mites Fund (Class AAA).

SmallCap Equity Fund (Unaudited)

For the year ended September 30, 2014, the TETON Westwood SmallCap Equity Fund net asset value (“NAV”) per Class AAA Share appreciated 3.5% compared with a gain of 3.9% for the Russell 2000 Index. See below for additional performance information.

The last calendar quarter of 2013 saw equity price/earnings (P/E) multiples expand along with strong market gains. At its December meeting, the Federal Reserve announced that it would reduce the monthly pace of bond purchases by $10 billion per month.

The U.S. economic recovery gathered momentum in the first quarter of 2014, as evidenced by robust consumer spending and an improving job picture: nonfarm payrolls rose a seasonally adjusted 192,000 in March and figures for the prior two months were revised upward by a combined 37,000 with the unemployment rate holding steady at 6.7%. Moreover, the economy witnessed the early stages of a wave in merger and acquisition activity among smaller capitalization companies being acquired by both financial and strategic buyers.

Though the market was up significantly in the second quarter of 2014, the small cap index experienced an early stumble. The small cap pullback, attributable to concerns over a slowing economy, afforded the opportunity to refresh the portfolio through pruning and capital redeployment. Following the correction in the first quarter of 2014, nearly 40% of small caps were down 10% or more, causing the P/E premium of small caps vs. large caps to narrow to 1.16x from 1.35x in September 2013.

The quarter ended September 30 saw increasing geopolitical instability in the Middle East and Ukraine, decelerating growth in China, and fears of a less accommodative monetary policy by the Federal Reserve. Markets have historically corrected in anticipation of tightening credit and higher interest rates. Some positive domestic trends included strong new home sales, retail sales up 5% from the same month a year ago, and an improving job market and manufacturing activity.

Among the better performing stocks for the fiscal year were: Trinity Industries Inc. (1.7% of net assets as of September 30, 2014), a provider of products and services to the energy, transportation, chemical, and construction sectors in the U.S., Canada, Mexico, United Kingdom, Singapore, and Sweden; Patterson-UTI Energy Inc. (1.9%), a provider of onshore contract drilling services to major and independent oil and natural gas operators in the U.S. and Canada; and Hanesbrands Inc. (0.9%), a consumer goods company that designs, manufactures, sources, and sells basic apparels primarily in the U.S. Our weaker performing stocks during the year were Energy XXI Bermuda Ltd. (0.6%), which engages in the acquisition, exploration, development, production, and operation of oil and natural gas properties; General Cable Corp., a company offering fiber optic wire and cable products for the energy, industrial, construction, specialty, and communications markets worldwide which was sold prior to the fiscal year end; and Approach Resources Inc. (0.8%), an independent energy company engaged in the acquisition, development, exploration, and production of oil and gas properties in the U.S.

We thank you for your continued confidence and trust.


Average Annual Returns through September 30, 2014 (a) (Unaudited)							Since
	1 Year		5 Year		10 Year		Inception (4/15/97)
SmallCap Equity Fund Class AAA		3.48%		12.69%		8.91%	7.17%
Russell 2000 Index		3.93		14.29		8.19	8.36

In the current prospectus dated January 28, 2014, the gross expense ratio for Class AAA Shares is 1.63%, and the net expense ratio is 1.50%, after contractual reimbursements by TETON Advisors, Inc. (the “Adviser”) in place through January 31, 2015. See page 43 for the expense ratios for the year ended September 30, 2014. Class AAA Shares do not have a sales charge.

(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.tetonadv.com for performance information as of the most recent month end. The Adviser reimbursed expenses to limit the expense ratio. Had such limitation not been in place, returns would have been lower. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of 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.tetonadv.com. Other share classes are available and have different performance characteristics. See page 2 for performance of other classes of shares. The Russell 2000 Index is an unmanaged indicator which measures the performance of the small cap segment of the U.S. equity market. Investing in small capitalization securities involves special challenges because these securities may trade less frequently and experience more abrupt price movements than large capitalization securities. Dividends are considered reinvested. You cannot invest directly in an index.

COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE SMALLCAP EQUITY FUND

CLASS AAA AND THE RUSSELL 2000 INDEX (Unaudited)

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*	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.

Mid-Cap Equity Fund (Unaudited)

For the year ended September 30, 2014, the TETON Westwood Mid-Cap Equity Fund’s net asset value (“NAV”) per Class AAA Share appreciated 10.2% compared with 15.8% for the Russell Midcap Index. See next page for additional performance information.

The Fund invests primarily in mid-cap companies that the portfolio managers believe are undervalued by the market and have above average growth potential. The Fund defines mid-cap companies as those whose market capitalization (number of shares multiplied by share price) falls within a range of $1 billion to $20 billion. The portfolio managers seek to identify companies with attractive products or services, financial strength, strong competitive positions, high quality management, and reasonable valuation. As bottom up, fundamental, research driven investors, they seek to invest in attractively valued companies with strong balance sheets, secular growth, experienced management teams, solid earnings prospects, leading market shares, and superior long term fundamentals.

The fourth quarter of 2013, the opening of the Fund’s fiscal year, capped an exceptional year for the U.S. equity market fueled by accommodative monetary policy and solid improvement in the economy. Mid-cap stocks appreciated 8.4% in the fourth quarter ending the year at an all time high for the Russell Midcap Index.

The financial markets were very erratic during the first three months of the calendar year as investors focused on weaker macroeconomic statistics in the U.S. and the reversal of the Federal Reserve’s stimulative monetary policy. The Russell Midcap Index swooned more than 5.0% before ending the quarter up 3.5%. Economic activity suddenly reversed course, slowing markedly from the upward momentum seen at year end. Mid-cap stocks outperformed both large and small cap stocks during the first quarter. Growth stocks underperformed throughout the quarter, but were particularly hard hit in March when the market favored lower quality, value companies.

In the second calendar quarter, economic statistics from manufacturing to employment displayed gradual improvement, reaching levels similar to or better than those reported at the end of 2013. Equity markets celebrated the recovery by resuming their ascent, reaching record levels at mid year with mid-cap stocks up 5.0% for the quarter and 8.7% year to date as measured by the Russell Midcap Index. Mid-cap companies continued to outperform both large and small cap.

The U.S. equity markets’ performance during the third calendar quarter was closely aligned with the direction of U.S. economic growth, but turned a blind eye to weakening economies and geopolitical unrest in regions outside our borders. After a second quarter rebound in GDP to 4.6%, U.S. economic activity continued to advance through August with both manufacturing and service sectors matching or exceeding post recession highs as measured by the Institute for Supply Management. The economy appeared to be on solid footing. However, the economic recovery proved somewhat temperamental. The robust growth seen in spring and summer partly reflected some catchup after a weather worn winter, as most macroeconomic statistics from manufacturing to auto sales softened in September while consumer confidence took a hit.

Two conflicting trends remained consistent throughout the third quarter. Labor market statistics remained strong, while the housing market continued to languish. Despite the Federal Reserve’s reversal of easy monetary policy, and much to everyone’s surprise, interest rates in general continued to decline with the 10 year Treasury note ending the quarter at a low 2.5%. Outside of the U.S., political conflicts escalated in the Middle East and Ukraine, while the Ebola outbreak in West Africa intensified. The Chinese economy continued to weaken and the Eurozone slipped closer to recession. The quarter ended with the recovery intact, but concerns were building about its pace going forward.

Among the better performing stocks from for the year were Illumina Inc. (1.3% of net assets as of September 30, 2014), a developer and manufacturer of life science tools and integrated systems for the analysis of genetic variation and function; Synaptics Inc. (1.8%), a developer and supplier of custom designed human interface solutions that enable people to interact with a range of mobile computing, communications, entertainment, and other electronic devices; and Vertex Pharmaceuticals Inc. (2.4%), a company dedicated to discovering, developing, manufacturing, and commercializing small molecule drugs for the treatment of serious diseases. Some of our weaker performing holdings were Ariad Pharmaceuticals (sold), a global oncology company focused on the discovery, development, and commercialization of medicines for cancer patients; Covisint Corp. (0.4%), an American information technology company established in 2000 by a consortium of General Motors, Ford, and DaimlerChrysler; and Noble Corp. plc (0.6%), an offshore drilling contractor for the oil and gas industry.

We appreciate your confidence and trust.

Average Annual Returns through September 30, 2014 (a) (Unaudited)


	1 Year		Since Inception (5/31/13)
Mid-Cap Equity Fund Class AAA		10.15%		11.36%
Russell Midcap Index		15.83		15.88(b)

In the current prospectus dated January 28, 2014, the gross expense ratio for Class AAA Shares is 3.88%, and net expense ratio is 1.50% after contractual reimbursements by TETON Advisors, Inc. (the “Adviser”) in place through January 31, 2015. See page 44 for the expense ratios for the year ended September 30, 2014. Class AAA Shares do not have a sales charge.

(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.tetonadv.com for performance information as of the most recent month end. The Adviser reimbursed expenses to limit the expense ratio. Had such limitation not been in place, returns would have been lower. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of 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.tetonadv.com. Other share classes are available and have different performance characteristics. See page 2 for performance of other classes of shares. The Russell Midcap Index is an unmanaged indicator which measures the performance of the mid-cap segment of the U.S. equity market. Dividends are considered reinvested. You cannot invest directly in an index.

(b)

Russell Midcap Index since inception performance is from May 30, 2013.

COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE MID-CAP EQUITY FUND

CLASS AAA AND THE RUSSELL MIDCAP INDEX (Unaudited)

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*	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.

Income Fund (Unaudited)

For the year ended September 30, 2014, the TETON Westwood Income Fund net asset value (“NAV”) per Class AAA Share appreciated 15.5% compared with gains of 19.7% and 16.1% for the Standard & Poor’s (“S&P”) 500 Index and the Lipper Equity Income Fund Average, respectively. See next page for additional performance information.

The Fund invests in companies to participate in the growth of their earnings and cash flow. We look for companies that we believe will continue to return cash flow to shareholders through reinvestment in their business resulting in greater cash flow and earnings, and higher share price valuation. The Fund looks to build a steady component of not only current return from dividend yields, but also rising dividend payout.

Investors ended 2013 on an optimistic note, sending the equity markets higher to a strong finish. In the fourth quarter of 2013, the U.S. equity markets gained over 10% to top off a 30% year, the best annual return since 1997. All ten industry sectors of the S&P 500 had positive returns in the quarter.

In the Fund’s second fiscal quarter, the ten industry sectors which comprise the stocks of the S&P 500 had more widely divergent returns than we have seen over the past year. As the underlying strength of the economy began to be questioned in the quarter, the strongest performing sectors were those considered defensive, or not dependent on economic growth. The utility sector had the highest total return, just under 10%, and the healthcare sector was also strong with a return of 5.9%. The weakest two sectors were those that would be most affected by a lack of strength and spending: consumer discretionary and industrials, with returns of 0.5% and 0.1%, respectively.

In the Fund’s third quarter, all ten industry sectors had positive returns, for the second quarter in a row. The energy sector posted the highest total return, of 12.1%, followed by the utilities and technology sectors. Through the third fiscal quarter the utilities sector has gained a tremendously strong 18.4%, followed by year to date gains in the energy sector of 12.8% and healthcare of 10.6%. The weakest sector in the third quarter was the consumer discretionary sector, which gained 0.6%, reflecting the growing realization the economy would post a much weaker first half than had been thought at the end of the first quarter.

The fourth quarter saw a return of volatility to financial markets, starting with a decline in July, as macroeconomic factors, including conflict in Ukraine and the Middle East, a slowdown in emerging markets growth, and Argentinian debt default on the last day of the month all weighed on the market. Markets rebounded sharply in August, as mostly positive second quarter earnings reports were coupled with dovish comments from Federal Reserve Chair Janet Yellen, who at the annual Federal Reserve meeting in Jackson Hole reiterated, “that it likely will be appropriate to maintain the current target range for the federal funds rate for a considerable time after our current asset purchase program ends.”

Toward the end of August, however, markets began factoring in the possibility of a recession in Europe, a worse than expected emerging markets slowdown, the negative impact of foreign currencies on overseas earnings (especially in the Eurozone), concerns about the impact of communicable diseases on travel and leisure industries, and continued conflict around the globe, whether in Ukraine, Iraq, Syria, or elsewhere.

Among the better performing stocks for the fiscal year were Intel Corp. (3.2% of net assets as of September 30, 2014), a leader in semiconductor chip and computer hardware producers; Apple Inc. (4.9%), an American multinational that designs, develops, and sells consumer electronics, computer software, online services, and PC’s; and Gilead Sciences Inc. (1.2%), a biotechnology company that discovers, develops, and commercializes therapeutics. Some of our weaker performing stocks during the year were Noble Corp. plc (0.4%), (formerly the Noble Drilling Company) a leading offshore drilling contractor; Barrick Gold Corp (0.9%), the largest gold mining company in the world with operations in over ten countries; and Newmont Mining Corp. (0.8%), one of the world’s largest producers of gold, with active mines in Nevada, Indonesia, Australia, New Zealand, Ghana, and Peru.

We appreciate your confidence and trust.


Average Annual Returns Through September 30, 2014 (a) (Unaudited)
	1 Year		5 Year		10 Year		Since Inception (9/30/97)
Income Fund Class AAA		15.46%		12.55%		6.79%		7.94%
S&P 500 Index		19.73		15.70		8.11		6.34
Lipper Equity Income Fund Average		16.10		14.02		7.44		6.07

In the current prospectus dated January 28, 2014, the gross expense ratio for Class AAA Shares is 2.57%. The net expense ratio is 2.00% after contractual reimbursements by TETON Advisors, Inc. (the “Adviser”) in place through January 31, 2015. See page 45 for the expense ratios for the year ended September 30, 2014. Class AAA Shares do not have a sales charge.

(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.tetonadv.com for performance information as of the most recent month end. The Adviser reimbursed expenses to limit the expense ratio. Had such limitation not been in place, returns would have been lower. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of 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.tetonadv.com. Other share classes are available and have different performance characteristics. See page 2 for performance of other classes of shares. 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 Equity Income Fund Average includes the 30 largest equity funds tracked by Lipper, Inc. Dividends are considered reinvested. You cannot invest directly in an index.

COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE INCOME FUND CLASS AAA,

THE S&P 500 INDEX, AND THE LIPPER EQUITY INCOME FUND AVERAGE (Unaudited)

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*	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.

Equity Fund (Unaudited)

The Teton Westwood Equity Fund underperformed the benchmark S&P 500 Index over the fiscal year. For the twelve months ended September 30, 2014, the Equity Fund Class AAA shares posted a return of 15.3%, net of expenses, versus the S&P 500 Index return of 19.7%.

During the fiscal year ended September 30, 2014, Technology and Health Care were the best performing index sectors, while Consumer Discretionary and Energy performed the worst but still produced returns greater than 10%. Driving the Fund’s positive performance during the fiscal year was stock selection in Consumer Discretionary, followed by Utilities. The top contributors were Advance Auto Parts Inc. (1.0% of net assets as of September 30, 2014), which rallied after announcing a very accretive acquisition in the fourth quarter of 2013. Union Pacific Corp. (2.2%) was also additive to results as it continued to post strong earnings based on good execution and continued demand for rail transportation, while Wells Fargo & Co. (3.1%) was bid up on optimism over the housing market and a belief that the interest rate environment will favor banks going forward. Health care company Covidien Plc. (sold) rose after competitor Medtronic announced it was acquiring the firm, and technology company Skyworks Solutions Inc. (1.9%) continued its strong performance.

Detracting from the relative performance for the year was stock selection in Health Care, followed by Energy, Consumer Staples, and Technology. Detractors included technology companies Cisco Systems Inc. (sold), which lowered forward guidance as a result of increased competition in its core businesses, and ARRIS Group Inc. (1.9% of net assets as of September 30, 2014), after management made cautious comments about the effect on sales from consolidation in the cable/telecom provider industry. Financial services company CIT Group Inc. (1.7%) fell after reporting worse than expected net interest margins, while both consumer discretionary companies Viacom Inc (1.8%) and AMC Networks Inc. (1.7%) have experienced at points during the period weaker than expected advertising rates and a relative decline in sentiment for media companies following very strong performance in 2013.

We appreciate your confidence and trust.


Average Annual Returns through September 30, 2014 (a) (Unaudited)
	1 Year		5 Year		10 Year		Since Inception (1/2/87)
Equity Fund Class AAA		15.28%		12.91%		7.85%		10.17%
S&P 500 Index		19.73		15.70		8.11		10.33(b)

In the current prospectus dated January 28, 2014, the expense ratio for Class AAA Shares is 1.60%. See page 46 for the expense ratios for the year ended September 30, 2014. Class AAA Shares do not have a sales charge.

(a)

(b)

S&P 500 Index since inception performance are as of December 31, 1986.

COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN

THE EQUITY FUND CLASS AAA AND THE S&P 500 INDEX (Unaudited)

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*	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.

Balanced Fund (Unaudited)

For twelve months ended September 30, 2014, the Teton Westwood Balanced Fund Class AAA Shares posted a return of 9.9%, net of expenses, versus the Barclays Government/Credit Bond Index return of 4.1%. The Fund’s return was less than a common balanced benchmark comprised of 60% S&P 500 Index and 40% of the Barclays Capital Government/Credit Bond Index which returned 13.5%. See next page for additional information.

The Fund is designed to provide exposure to equities while reducing overall risk through investment in investment grade fixed income securities. The bond portion typically invests in high quality notes with lower interest rate sensitivity and generally a shorter maturity than the typical bond index, with the objective of dampening the volatility of equity holdings. Unlike the prior fiscal year, this lower interest rate sensitivity detracted over the last twelve months from relative performance of the bond portion of the Fund versus the Barclays Capital Government/Credit Bond Index.

For the twelve months ended September 30, 2014, the Treasury yield curve twisted more markedly than during the quarter end September: within the Barclays Capital Government/Credit Bond Index, bonds longer than 10 years returned 12.9% while bonds 1-10 years in maturity returned 2.2%. The spread narrowing trend for Corporates, resulted in Corporates outperforming U.S. Governments 6.8% to 2.3%. In general, fixed income investors were better compensated over the fiscal year for taking interest rate risk over credit risk. Within the Corporate sector, the 8.4% return of Baa-rated credits more than tripled the performance of Aaa-rated credits. The Utility sector led Corporates with an 8.6% return. Treasury Inflation-Indexed securities earned 1.6%.

Factors driving the performance of the Fund relative to the Barclays Capital Government/Credit Bond Index were: (1) underweighting U.S. Treasurys – particularly long maturity bonds – while overweighting the (lowest performing) U.S. Agency sector, and (2) favoring in the Industrial and Financial Services sectors’ maturities less than 10 years relative to stronger performing long maturity credits. Considerable overweight positions in these two corporate sectors were beneficial, however.

The top five contributors to fiscal year Fund performance were four Corporates and one U.S. Agency: Intel Corp. 3.3% due 01-Oct-2021 (1.2% of net assets as of September 30, 2014), Occidental Petroleum Corp. 2.7% (0.9%) due 15-Feb-2023, JPMorgan Chase & Co 6.3% due 23-Apr-2019 (1.0%), Freddie Mac note 3.75% due 27-Mar-2019 (1.9%), and Burlington Northern Santa Fe LLC 5.65% due 01-May-2017 (1.3%).

Detracting the performance the most were three Treasury Inflation-Index Protected Securities: 1.375% due 15-Jan-2020 (1.4%), 2.125% due 15-Jan-2019 (1.3%), and 2.5% due 15-Jul-2016 (1.8%); and two corporate notes: Costco Wholesale Corporation 1.7% due 15-Dec-2019 (0.9%) and The Goldman Sachs Group Inc. 3.85% due 08-Jul-2024 (0.7%).

We appreciate your confidence and trust.


Average Annual Returns through September 30, 2014 (a) (Unaudited)
	1 Year		5 Year		10 Year		Since Inception (10/1/91)
Balanced Fund Class AAA		9.85%		9.03%		6.49%		8.65%
Barclays Government/Credit Bond Index		4.08		4.27		4.59		6.21(c)
S&P 500 Index		19.73		15.70		8.11		9.53(c)
60% S&P 500 Index and 40% Barclays Government/Credit Bond Index (b)		13.47		11.13		6.70		8.20

In the current prospectus dated January 28, 2014, the expense ratio for Class AAA Shares is 1.28%. See page 47 for the expense ratios for the year September 30, 2014. Class AAA Shares do not have a sales charge.

(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.tetonadv.com for performance information as of the most recent month end. TETON Advisors, LLC, the Adviser reimbursed expenses in years prior to 1998 to limit the expense ratio. Had such limitation not been in place, returns would have been lower. 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.tetonadv.com. Other share classes are available and have different performance characteristics. See page 2 for performance of other classes of shares. The Barclays Government/Credit Bond Index is a market value weighted index that tracks the performance of fixed rate, publicly placed, dollar denominated obligations. 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. Dividends are considered reinvested. You cannot invest directly in an index.

(b)

The Blended Index consists of a 60% blend of each of the S&P 500 Index and 40% Barclays Government/Credit Bond Index.

(c)

S&P 500 Index and Barclays Government/Credit Bond Index since inception performance are as of September 30, 1991.

COMPARISON OF CHANGE IN VALUE OF A $10,000 INVESTMENT IN THE BALANCED FUND CLASS AAA,

THE S&P 500 INDEX, AND A COMPOSITE OF 60% OF THE S&P 500 INDEX AND 40% OF

THE BARCLAYS GOVERNMENT/CREDIT BOND INDEX (Unaudited)

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*	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.

Intermediate Bond Fund (Unaudited)

For the year ended September 30, 2014, the TETON Westwood Intermediate Bond Fund net asset value (“NAV”) per Class AAA Share increased 0.5% compared with the Barclays Government/Credit Bond Index which was up 4.1%. See next page for additional performance information.

Volatility for fixed income prices increased in the fourth calendar quarter of 2013 – the opening quarter of the Fund’s fiscal year – after the Federal Reserve announced plans on December 18 to reduce the quantitative easing purchases of Treasury and mortgage securities.

Fixed income continued to appreciate during a choppy first calendar quarter of 2014. Treasuries and Investment Grade corporates benefited from the “flight-to-quality” buying associated with geopolitical and military tension in Ukraine, several pieces of underwhelming U.S. economic data, and an emerging market sell-off in January. The Federal Reserve announced plans to wind down Quantitative Easing purchases by the end of the year.

The second calendar quarter of 2014 saw fixed income investments continue to appreciate as the 10 year Treasury yield rallied from 2.72% to finish the quarter at 2.53%, while other Treasury yields declined for maturities of 5 years and longer. During the third calendar quarter of 2014, the U.S. Treasury yield curve slightly twisted, as short/intermediate yields rose and longer bond yields declined, resulting in a rally for longer versus shorter maturities. The 10 year Treasury yield moved from 2.56% to 2.49%. The rally in long Treasurys reflected expectations for a delay in Fed interest rate hikes, based on inflation and labor readings below the Federal Reserve’s targets. U.S. Treasurys also benefited from historically low sovereign bond yields in Europe.

Credit spreads (the excess yield of a corporate bond above the comparable maturity Treasury) widened during the third quarter. The rise in risk premia was driven by concern over valuations and additional supply coming to market, particularly in September. This quarter’s credit spread widening interrupted the consistent spread narrowing trend which had been in place since 2012. Corresponding to the yield curve twist and corporate spread widening: Treasurys outperformed Corporates 0.34% to -0.08% and 10+ year bonds outperformed 1-10 year maturities 1.04% to -0.03%. Within investment grade corporates: Utilities led with a gain of 0.45%, while industrials lagged with a return of -0.16% and stronger credit quality outperformed lower credit quality –AAA credits returned 0.25% versus -0.20% for BBB credits.

The top five contributors to the Fund’s annual performance all were Corporates: Intel Corp. 3.3% due 01-Oct-2021 (1.7% of net assets as of September 30, 2014), Arrow Electronics Inc. 6.0% due 01-Apr-2020 (1.1%), Oracle Corp. 3.625% due 15-Jul-2023 (1.9%), Teva Pharmaceutical Finance 3.65% due 10-Nov-2021 (1.6%), and Murphy Oil Corp. 2.5% due 01-Dec-2017 (1.9%). Detracting the most to performance were Costco Wholesale Corp. 1.7% due 15-Dec-2019 (1.8%), and the following four Treasury Inflation-Index Protected Securities: 1.375% due 15-Jul-2018 (1.7%), 1.375% due 15-Jan-2020 (1.7%), 2.125% due 15-Jan-2019 (1.6%), and 2.5% due 15-Jul-2016 (1.6%).

We thank you for your continued confidence and trust.


Average Annual Returns through September 30, 2014 (a) (Unaudited)
	1 Year		5 Year		10 Year		Since Inception (10/1/91)
Intermediate Bond Fund Class AAA		0.54%		2.23%		3.17%		4.94%
Barclays Government/Credit Bond Index		4.08		4.27		4.59		6.21(b)

In the current prospectus dated January 28, 2014, the gross expense ratio for AAA Shares is 1.36%. The net expense ratio is 1.00%, after contractual reimbursements by TETON Advisors Inc. (the “Adviser”) in place through January 31, 2015. See page 48 for the expense ratios for the year ended September 30, 2014. Class AAA Shares do not have a sales charge.

(a)

(b)

The Barclays Government/Credit Bond Index since inception performance is as of September 30, 1991.

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

INTERMEDIATE BOND FUND CLASS AAA AND

THE BARCLAYS GOVERNMENT/CREDIT BOND INDEX (Unaudited)

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*	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.

Morningstar^® Ratings Based on Risk Adjusted Returns as of September 30, 2014 (Unaudited)


		Overall Rating		3 Year Rating		5 Year Rating		10 Year Rating
FUND	Morningstar Category	Stars	# of Funds	Stars	# of Funds	Stars	# of Funds	Stars	# of Funds

TETON Westwood Mighty Mites AAA	Small Blend	««««	616	«««	616	««««	563	«««««	351
TETON Westwood Mighty Mites A	Small Blend	««««	616	««	616	«««	563	«««««	351
TETON Westwood Mighty Mites C	Small Blend	««««	616	««	616	«««	563	«««««	351
TETON Westwood Mighty Mites I	Small Blend	««««	616	«««	616	««««	563	«««««	351

TETON Westwood SmallCap Equity AAA	Small Blend	««	616	««	616	««	563	«««	351
TETON Westwood SmallCap Equity A	Small Blend	«	616	«	616	«	563	««	351
TETON Westwood SmallCap Equity C	Small Blend	«	616	«	616	«	563	««	351
TETON Westwood SmallCap Equity I	Small Blend	««	616	««	616	¶¶	563	¶¶¶	351

TETON Westwood Mid-Cap Equity AAA	Mid-Cap Growth	—	—	—	—	—	—	—	—
TETON Westwood Mid-Cap Equity A	Mid-Cap Growth	—	—	—	—	—	—	—	—
TETON Westwood Mid-Cap Equity C	Mid-Cap Growth	—	—	—	—	—	—	—	—
TETON Westwood Mid-Cap Equity I	Mid-Cap Growth	—	—	—	—	—	—	—	—

TETON Westwood Income AAA	Large Value	«««	1092	««	1092	«««	966	«««	635
TETON Westwood Income A	Large Value	««	1092	«	1092	««	966	«««	635
TETON Westwood Income C	Large Value	««	1092	«	1092	««	966	«««	635
TETON Westwood Income I	Large Value	«««	1092	««	1092	«««	966	«««	635

TETON Westwood Equity AAA	Large Value	«««	1092	«««	1092	««	966	««««	635
TETON Westwood Equity A	Large Value	«««	1092	««	1092	««	966	«««	635
TETON Westwood Equity C	Large Value	«««	1092	««	1092	««	966	«««	635
TETON Westwood Equity I	Large Value	««	1092	«««	1092	««	966	««««	635

TETON Westwood Balanced AAA	Moderate Allocation	««««	737	«««	737	«««	652	««««	430
TETON Westwood Balanced A	Moderate Allocation	«««	737	««	737	««	652	«««	430
TETON Westwood Balanced C	Moderate Allocation	«««	737	«««	737	««	652	«««	430
TETON Westwood Balanced I	Moderate Allocation	«««	737	«««	737	«««	652	««««	430

TETON Westwood Intermediate Bond AAA	Intermediate Term Bond	«	929	«	929	«	808	«	574
TETON Westwood Intermediate Bond A	Intermediate Term Bond	«	929	«	929	«	808	«	574
TETON Westwood Intermediate Bond C	Intermediate Term Bond	«	929	«	929	«	808	«	574
TETON Westwood Intermediate Bond I	Intermediate Term Bond	«	929	«	929	«	808	¶¶	574

The Overall Morningstar Rating™ is derived from a weighted average of the performance figures associated with its three, five, and ten year (if applicable) Morningstar Rating metrics. Data presented reflects past performance, which is no guarantee of future results. Ratings are for Class AAA, A, C, or I Shares. Unrated classes of fund shares are not listed. For each fund with at least a three year history, Morningstar calculates a Morningstar Rating based on a Morningstar Risk-Adjusted Return measure (including the effects of sales charges, loads, and redemption fees) that accounts for variation in a fund’s monthly performance, placing more emphasis on downward variations and rewarding consistent performance. The top 10% of the funds in each category receive 5 stars, the next 22.5% receive 4 stars, the next 35% receive 3 stars, the next 22.5% receive 2 stars, and the bottom 10% receive 1 star. (Each share class is counted as a fraction of one fund within this scale and rated separately, which may cause slight variations in the distribution percentages.) Strong relative performance is not indicative of positive fund returns. © 2014 Morningstar, Inc. All rights reserved. The information contained herein: (1) is proprietary to Morningstar and/or its content providers; (2) may not be copied or distributed; and (3) is not warranted to be accurate, complete or timely. Neither Morningstar nor its content providers are responsible for any damages or losses arising from any use of this information.

Teton Advisors, Inc. is the investment manager for all TETON Westwood Funds. Investors should carefully consider the investment objectives, risks, sales charges, and expenses of a fund carefully before investing. Each Fund’s prospectuses contain this and other information about the Funds and are available by calling 800-WESTWOOD, online at www.tetonadv.com, or from your financial adviser. The prospectuses should be read carefully before investing.

Distributed by G.distributors, LLC, One Corporate Center, Rye, NY 10580. Call 800-WESTWOOD for a prospectus.

TETON Westwood Funds

Disclosure of Fund Expenses (Unaudited)

For the Six Month Period from April 1, 2014 through September 30, 2014

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 September 30, 2014.

TETON Westwood Funds

Disclosure of Fund Expenses (Unaudited) (Continued)

For the Six Month Period from April 1, 2014 through September 30, 2014

Expense Table


	Actual Fund Return											Hypothetical 5% Return
	Beginning Account Value 04/01/14		Ending Account Value 09/30/14			Annualized Expense Ratio			Expenses Paid During Period^*			Beginning Account Value 04/01/14		Ending Account Value 09/30/14		Annualized Expense Ratio			Expenses Paid During Period^*
TETON Westwood Mighty Mites Fund
Class AAA		$1,000.00		$	937.70		1.44	%		$	6.99		$1,000.00		$1,017.85		1.44	%		$	7.28
Class A		$1,000.00		$	936.20		1.69	%		$	8.20		$1,000.00		$1,016.60		1.69	%		$	8.54
Class C		$1,000.00		$	933.80		2.19	%		$	10.62		$1,000.00		$1,014.09		2.19	%		$	11.06
Class I		$1,000.00		$	938.70		1.18	%		$	5.73		$1,000.00		$1,019.15		1.18	%		$	5.97

TETON Westwood SmallCap Equity Fund
Class AAA		$1,000.00		$	944.80		1.50	%		$	7.31		$1,000.00		$1,017.55		1.50	%		$	7.59
Class A		$1,000.00		$	944.00		1.75	%		$	8.53		$1,000.00		$1,016.29		1.75	%		$	8.85
Class C		$1,000.00		$	941.20		2.25	%		$	10.95		$1,000.00		$1,013.79		2.25	%		$	11.36
Class I		$1,000.00		$	946.00		1.25	%		$	6.10		$1,000.00		$1,018.80		1.25	%		$	6.33

TETON Westwood Mid-Cap Equity Fund
Class AAA		$1,000.00		$	1,014.10		1.50	%		$	7.57		$1,000.00		$1,017.55		1.50	%		$	7.59
Class A		$1,000.00		$	1,013.20		1.75	%		$	8.83		$1,000.00		$1,016.29		1.75	%		$	8.85
Class C		$1,000.00		$	1,009.70		2.25	%		$	11.34		$1,000.00		$1,013.79		2.25	%		$	11.36
Class I		$1,000.00		$	1,014.90		1.25	%		$	6.31		$1,000.00		$1,018.80		1.25	%		$	6.33

TETON Westwood Income Fund
Class AAA		$1,000.00		$	1,064.90		2.00	%		$	10.35		$1,000.00		$1,015.04		2.00	%		$	10.10
Class A		$1,000.00		$	1,062.80		2.25	%		$	11.64		$1,000.00		$1,013.79		2.25	%		$	11.36
Class C		$1,000.00		$	1,061.00		2.75	%		$	14.21		$1,000.00		$1,011.28		2.75	%		$	13.87
Class I		$1,000.00		$	1,066.10		1.75	%		$	9.06		$1,000.00		$1,016.29		1.75	%		$	8.85

TETON Westwood Equity Fund
Class AAA		$1,000.00		$	1,034.90		1.58	%		$	8.06		$1,000.00		$1,017.15		1.58	%		$	7.99
Class A		$1,000.00		$	1,032.60		1.83	%		$	9.32		$1,000.00		$1,015.89		1.83	%		$	9.25
Class C		$1,000.00		$	1,030.50		2.33	%		$	11.86		$1,000.00		$1,013.39		2.33	%		$	11.76
Class I		$1,000.00		$	1,035.70		1.33	%		$	6.79		$1,000.00		$1,018.40		1.33	%		$	6.73

TETON Westwood Balanced Fund
Class AAA		$1,000.00		$	1,023.00		1.26	%		$	6.39		$1,000.00		$1,018.75		1.26	%		$	6.38
Class A		$1,000.00		$	1,021.50		1.51	%		$	7.65		$1,000.00		$1,017.50		1.51	%		$	7.64
Class C		$1,000.00		$	1,019.60		2.01	%		$	10.18		$1,000.00		$1,014.99		2.01	%		$	10.15
Class I		$1,000.00		$	1,024.30		1.01	%		$	5.13		$1,000.00		$1,020.00		1.01	%		$	5.11

TETON Westwood Intermediate Bond Fund
Class AAA		$1,000.00		$	1,002.80		1.00	%		$	5.02		$1,000.00		$1,020.05		1.00	%		$	5.06
Class A		$1,000.00		$	1,002.30		1.10	%		$	5.52		$1,000.00		$1,019.55		1.10	%		$	5.57
Class C		$1,000.00		$	998.90		1.75	%		$	8.77		$1,000.00		$1,016.29		1.75	%		$	8.85
Class I		$1,000.00		$	1,005.00		0.75	%		$	3.77		$1,000.00		$1,021.31		0.75	%		$	3.80

*	Expenses are equal to the Funds’ 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 (183 days), then divided by 365.

Summary of Portfolio Holdings (Unaudited)

The following tables present portfolio holdings as a percent of net assets as of September 30, 2014:

TETON Westwood Mighty Mites Fund


U.S. Government Obligations	26.4	%
Health Care	7.4	%
Diversified Industrial	7.4	%
Equipment and Supplies	5.6	%
Automotive: Parts and Accessories	4.8	%
Financial Services	4.7	%
Food and Beverage	3.7	%
Business Services	3.4	%
Computer Software and Services	3.1	%
Electronics	2.8	%
Aviation: Parts and Services	2.5	%
Broadcasting	2.4	%
Specialty Chemicals	2.4	%
Restaurants	2.3	%
Retail	2.1	%
Hotels and Gaming	2.1	%
Telecommunications	1.8	%
Machinery	1.8	%
Consumer Products	1.5	%
Real Estate	1.3	%
Metals and Mining	1.3	%
Publishing	1.1	%
Entertainment	0.8	%


Building and Construction	0.7	%
Energy and Utilities: Natural Gas	0.7	%
Energy and Utilities: Services	0.7	%
Consumer Services	0.6	%
Energy and Utilities: Water	0.6	%
Manufactured Housing and Recreational Vehicles	0.5	%
Energy and Utilities: Oil	0.4	%
Semiconductors	0.4	%
Airlines	0.4	%
Agriculture	0.4	%
Energy and Utilities: Integrated	0.4	%
Automotive	0.4	%
Paper and Forest Products	0.3	%
Environmental Control	0.2	%
Educational Services	0.2	%
Communications Equipment	0.2	%
Transportation	0.2	%
Aerospace and Defense	0.1	%
Energy and Utilities: Alternative Energy	0.1	%
Closed-End Business Development Company	0.0	%
Other Assets and Liabilities (Net)	(0.2	)%

	100.0	%

TETON Westwood SmallCap Equity Fund


Financial Services	19.0	%
Computer Software and Services	8.1	%
Business Services	7.9	%
Energy and Utilities	7.9	%
Semiconductors	7.6	%
Health Care	7.1	%
Diversified Industrial	6.1	%
Retail	5.9	%
Electronics	5.3	%
Building and Construction	4.3	%
Aerospace	3.6	%
Equipment and Supplies	3.2	%


Telecommunications	3.1	%
Machinery	2.8	%
U.S. Government Obligations	2.6	%
Specialty Chemicals	1.4	%
Metals and Mining	1.0	%
Consumer Products	1.0	%
Entertainment	1.0	%
Computer Hardware	1.0	%
Publishing	0.2	%
Other Assets and Liabilities (Net)	(0.1	)%

	100.0	%

TETON Westwood Mid-Cap Equity Fund


Financials	18.3	%
Industrials	16.7	%
Health Care	16.4	%
Consumer Discretionary	14.0	%
Information Technology	12.0	%
Energy	7.7	%


U.S. Government Obligations	7.0	%
Consumer Staples	4.0	%
Materials	2.9	%
Utilities	2.4	%
Other Assets and Liabilities (Net)	(1.4	)%

	100.0	%

Summary of Portfolio Holdings (Unaudited) (Continued)

TETON Westwood Income Fund


Financial Services	18.2	%
Health Care	14.5	%
Energy and Utilities: Oil	8.3	%
Retail	6.8	%
Computer Hardware	4.9	%
Diversified Industrial	4.3	%
Metals and Mining	3.6	%
Energy and Utilities: Services	3.4	%
Electronics	3.2	%
Energy and Utilities: Water	3.1	%
Specialty Chemicals	2.8	%
Automotive	2.7	%
Paper and Forest Products	2.6	%
Cable and Satellite	2.5	%
Food and Beverage	2.3	%


Energy and Utilities: Natural Gas	2.1	%
Communications Equipment	2.1	%
Machinery	2.1	%
Telecommunications	1.9	%
Real Estate Investment Trusts	1.3	%
Pharmaceuticals	1.2	%
Consumer Staples	1.2	%
Environmental Services	1.1	%
Services	1.0	%
Computer Software and Services	0.7	%
Agriculture	0.6	%
Energy and Utilities: Integrated	0.5	%
Other Assets and Liabilities (Net)	1.0	%

	100.0	%

TETON Westwood Equity Fund


Banking	14.5	%
Health Care	10.2	%
Financial Services	6.9	%
Food and Beverage	6.5	%
Retail	6.3	%
Aerospace	6.3	%
Energy: Oil	5.8	%
Telecommunications	5.1	%
Entertainment	4.8	%
Communications Equipment	3.8	%
Cable and Satellite	3.7	%
Business Services	3.5	%
Diversified Industrial	3.1	%
Transportation	2.2	%


Mutual Funds	2.2	%
Computer Hardware	2.1	%
Computer Software and Services	2.0	%
Consumer Products	2.0	%
Energy: Integrated	1.9	%
Semiconductors	1.9	%
Electronics	1.8	%
Energy and Energy Services	1.8	%
Consumer Services	1.0	%
Energy: Natural Gas	0.8	%
Other Assets and Liabilities (Net)	(0.2	)%

	100.0	%

TETON Westwood Balanced Fund


Banking	13.6	%
Energy: Oil	7.4	%
U.S. Government Obligations	6.8	%
Health Care	6.4	%
Financial Services	5.8	%
Mutual Funds	5.1	%
Federal National Mortgage Association	4.8	%
Federal Home Loan Mortgage Corp.	4.6	%
Food and Beverage	4.4	%
Retail	3.9	%
Aerospace	3.7	%
Telecommunications	3.1	%
Entertainment	3.0	%
Consumer Products	2.9	%
Electronics	2.9	%
Transportation	2.9	%


Diversified Industrial	2.8	%
Communications Equipment	2.3	%
Cable and Satellite	2.2	%
Computer Hardware	2.0	%
Energy: Integrated	1.5	%
Semiconductors	1.4	%
Computer Software and Services	1.2	%
Energy and Energy Services	1.2	%
Equipment and Supplies	1.2	%
Business Services	1.1	%
Real Estate Investment Trusts	0.8	%
Consumer Services	0.8	%
Energy: Natural Gas	0.7	%
Other Assets and Liabilities (Net)	(0.5	)%

	100.0	%

TETON Westwood Intermediate Bond Fund


Corporate Bonds	43.2	%
U.S. Government Agency Obligations	32.0	%
U.S. Government Obligations	17.6	%


Mutual Funds	8.2	%
Other Assets and Liabilities (Net)	(1.0	)%

	100.0	%

TETON Westwood Mighty Mites Fund

Schedule of Investments — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS — 73.5%
	Aerospace and Defense — 0.1%
170,794	Innovative Solutions & Support Inc.†	$	749,930	$	890,691
37,500	Kratos Defense & Security Solutions Inc.†		247,124		246,000

			997,054		1,136,691

	Agriculture — 0.4%
225	J.G. Boswell Co.		144,675		240,187
186,836	Limoneira Co.		4,085,154		4,426,145

			4,229,829		4,666,332

	Airlines — 0.4%
125,000	American Airlines Group Inc.		57,608		4,435,000
225,000	American Airlines Group Inc., Escrow†		3,288		337,500

			60,896		4,772,500

	Automotive — 0.4%
27,200	Lithia Motors Inc., Cl. A		517,533		2,058,768
66,500	Sonic Automotive Inc., Cl. A		849,600		1,629,915
70,000	Wabash National Corp.†		132,194		932,400

			1,499,327		4,621,083

	Automotive: Parts and Accessories — 4.7%
6,000	China Automotive Systems Inc.		34,007		55,080
105,000	Dana Holding Corp.		624,230		2,012,850
273,081	Federal-Mogul Holdings Corp.†		2,970,836		4,060,714
27,800	Gentherm Inc.†		404,618		1,173,994
196,600	Modine Manufacturing Co.†		1,907,098		2,333,642
31,000	Motorcar Parts of America Inc.†		407,454		843,510
60,000	Puradyn Filter Technologies Inc.†		13,098		13,794
60,000	Shiloh Industries Inc.†		811,170		1,020,600
182,200	Standard Motor Products Inc.		1,773,700		6,273,146
197,000	Strattec Security Corp.(a)		4,552,098		16,025,950
597,000	Superior Industries International Inc.		10,793,277		10,465,410
37,000	Tenneco Inc.†		115,032		1,935,470
1,030,070	The Pep Boys - Manny, Moe & Jack†		11,534,718		9,177,924
104,565	Tower International Inc.†		1,697,806		2,633,992
134,231	West Marine Inc.†		1,576,523		1,208,079

			39,215,665		59,234,155

	Aviation: Parts and Services — 2.5%
13,500	Astronics Corp.†		127,472		643,680
11,090	Astronics Corp., Cl. B†		100,709		526,794
120,485	Ducommun Inc.†		2,034,710		3,302,494
1,218,900	GenCorp Inc.†		5,625,828		19,465,833
197,201	Kaman Corp.		5,007,415		7,749,999

			12,896,134		31,688,800

	Broadcasting — 2.4%
614,200	ACME Communications Inc.		21,436		26,103
582,793	Beasley Broadcast Group Inc., Cl. A(a)		3,140,886		3,123,770
131,400	Crown Media Holdings Inc., Cl. A†		308,815		420,480
36,000	Cumulus Media Inc., Cl. A†		166,178		145,080
88,700	Entercom Communications Corp., Cl. A†		196,753		712,261
407,500	Gray Television Inc.†		362,094		3,211,100
53,032	Gray Television Inc., Cl. A†		279,898		335,162
153,366	LIN Media LLC, Cl. A†		2,259,081		3,404,725
1,105,029	Media General Inc.†		5,663,506		14,486,930


Shares		Cost			Market Value
564,710	Salem Communications Corp., Cl. A	$	3,017,174		$	4,297,443
33,000	Sinclair Broadcast Group Inc., Cl. A		53,667			860,970

			15,469,488			31,024,024

	Building and Construction — 0.7%
253,163	Builders FirstSource Inc.†		1,899,778			1,379,738
850,065	Huttig Building Products Inc.†		953,284			3,145,240
107,074	MYR Group Inc.†		2,422,367			2,578,342
500	Nortek Inc.†		20,053			37,250
75,360	The Monarch Cement Co.		1,915,213			2,192,976

			7,210,695			9,333,546

	Business Services — 3.4%
237,808	ACCO Brands Corp.†		1,640,532			1,640,875
194,679	Ascent Capital Group Inc., Cl. A†		5,834,739			11,719,676
19,000	Cenveo Inc.†		63,979			46,930
193	Du-Art Film Labs Inc.†		33,105			30,880
692,272	Edgewater Technology Inc.†(a)		2,188,004			4,755,909
50,000	Fortegra Financial Corp.†		394,500			494,500
101,271	GP Strategies Corp.†		928,058			2,908,503
23,300	ICF International Inc.†		558,939			717,407
491,477	Internap Network Services Corp.†		3,199,991			3,391,191
32,029	KAR Auction Services Inc.		443,660			916,990
3,000	Landauer Inc.		107,267			99,030
1,500	Liquidity Services Inc.†		7,977			20,625
16,500	Macquarie Infrastructure Co. LLC		269,338	��		1,100,550
10,608	Matthews International Corp., Cl. A		466,646			465,585
23,000	McGrath RentCorp.		616,374			786,600
482,016	ModusLink Global Solutions Inc.†		1,923,836			1,720,797
30,000	Pendrell Corp.†		48,782			40,200
188,172	PFSweb Inc.†		835,090			2,047,311
401,375	PRGX Global Inc.†		2,535,374			2,352,058
302,900	Pure Technologies Ltd.		1,403,331			2,185,305
167,655	Safeguard Scientifics Inc.†		3,304,759			3,084,852
84,000	Stamps.com Inc.†		853,414			2,667,840
10,032	Trans-Lux Corp.†		98,964			77,748

			27,756,659			43,271,362

	Closed-End Business Development Company — 0.0%
45,000	MVC Capital Inc.		499,586			484,200

	Communications Equipment — 0.2%
149,537	Communications Systems Inc.		1,642,215			1,668,833
166,100	Extreme Networks Inc.†		672,216			795,619
134,600	Sycamore Networks Inc.		37,521			46,841
30,000	ViewCast.com Inc.†		14,100			123

			2,366,052			2,511,416

	Computer Software and Services — 3.1%
40,000	Avid Technology Inc.†		405,070			404,000
187,284	Blucora Inc.†		3,253,467			2,854,208
331,400	Callidus Software Inc.†		1,847,278			3,983,428
68,487	Carbonite Inc.†		717,393			701,307
16,000	Cinedigm Corp., Cl. A†		27,077			24,800
165,652	Computer Task Group Inc.		2,042,779			1,838,737
28,100	Constant Contact Inc.†		392,805			762,634
76,000	CyrusOne Inc.		1,447,240			1,827,040
40,000	Daegis Inc.†		49,529			32,800
22,000	Datawatch Corp.†		540,645			225,500
110,419	Digital River Inc.†		1,939,990			1,603,284
509,311	Dot Hill Systems Corp.†		1,712,799			1,925,196
184,650	EarthLink Holdings Corp.		727,661			631,503
115,000	Emulex Corp.†		782,680			568,100
760,343	FalconStor Software Inc.†		2,478,062			874,394

See accompanying notes to financial statements.

TETON Westwood Mighty Mites Fund

Schedule of Investments (Continued) — September 30, 2014


Shares		Cost		Market Value

	COMMON STOCKS (Continued)
	Computer Software and Services (Continued)
503,161	Furmanite Corp.†	$	3,188,805	$	3,401,368
1,410	Gemalto NV		8,172		129,437
889,238	Global Sources Ltd.†		6,442,627		5,966,787
25,000	GSE Systems Inc.†		136,805		39,000
636,450	Guidance Software Inc.†		5,280,999		4,283,308
144,117	iGO Inc.†		484,026		461,174
458,356	Lionbridge Technologies Inc.†		1,640,566		2,062,602
29,500	Mercury Systems Inc.†		166,227		324,795
67,500	Mitek Systems Inc.†		199,734		162,675
20,000	Move Inc.†		418,644		419,200
5,802	MTS Systems Corp.		265,634		396,045
12,000	Qualstar Corp.†		17,642		14,520
188,932	Qumu Corp.†		2,298,499		2,456,116
356,200	Speed Commerce Inc.†		1,034,145		979,550
3,800	Tyler Technologies Inc.†		39,378		335,920

			39,986,378		39,689,428

	Consumer Products — 1.5%
155,070	Bassett Furniture Industries Inc.		2,268,715		2,118,256
143,000	Blyth Inc.		1,835,023		1,161,160
2,000	Brunswick Corp.		30,085		84,280
55,687	Callaway Golf Co.		383,296		403,174
10,000	Elizabeth Arden Inc.†		153,306		167,400
3,500	Johnson Outdoors Inc., Cl. A		29,026		90,650
11,400	Lakeland Industries Inc.†		109,829		79,230
1,262,342	Marine Products Corp.		8,496,293		9,959,878
13,000	MarineMax Inc.†		63,807		219,050
200	National Presto Industries Inc.		5,745		12,142
91,931	Nautilus Inc.†		688,912		1,100,414
129,300	Oil-Dri Corp. of America		2,299,864		3,370,851
5,700	PC Group Inc.†		3,465		125
10,400	Syratech Corp.†		2,600		31
286,636	The Wet Seal Inc., Cl. A†		943,823		150,627
119,200	ValueVision Media Inc., Cl. A†		546,447		611,496

			17,860,236		19,528,764

	Consumer Services — 0.6%
508,804	1-800-FLOWERS.COM Inc., Cl. A†		1,494,779		3,658,301
41,000	Bowlin Travel Centers Inc.†		50,022		57,810
800	Collectors Universe Inc.		396		17,600
60,025	Liberty Tax Inc.†		1,064,639		1,938,807
372,891	Martha Stewart Living Omnimedia Inc., Cl. A†		1,593,749		1,342,408
72,905	XO Group Inc.†		708,786		817,265

			4,912,371		7,832,191

	Diversified Industrial — 7.2%
20,000	A.M. Castle & Co.†		219,152		170,800
70,292	AEP Industries Inc.†		3,310,548		2,661,958
9,292	American Railcar Industries Inc.		147,177		686,865
313,899	Ampco-Pittsburgh Corp.		7,182,783		6,277,980
189,342	Burnham Holdings Inc., Cl. A(a)		2,835,864		3,483,893
121,122	Chase Corp.		1,699,081		3,769,317
115,800	Columbus McKinnon Corp.		1,904,076		2,546,442
265,292	FormFactor Inc.†		1,607,344		1,902,144
33,000	Graham Corp.		534,517		948,750
371,703	Griffon Corp.		4,021,425		4,233,697
9,927	Handy & Harman Ltd.†		254,270		260,683
25,000	Haulotte Group SA		134,090		389,969
22,300	Haynes International Inc.		1,098,402		1,025,577
5,000	Impreglon SE		95,694		90,340
312,698	Insignia Systems Inc.†		907,605		959,983
93,749	John Bean Technologies Corp.		2,748,399		2,637,159
265,792	Katy Industries Inc.†		286,409		374,767


Shares		Cost		Market Value

33,380	L.B. Foster Co., Cl. A	$	1,225,035	$	1,533,477
246,099	Lawson Products Inc.†		3,380,364		5,485,547
176,449	Lydall Inc.†		1,696,229		4,765,887
75,255	Magnetek Inc.†		1,376,963		2,354,729
11,800	MSA Safety Inc.		367,269		582,920
480,356	Myers Industries Inc.		5,956,756		8,473,480
97,158	NAPCO Security Technologies Inc.†		537,572		456,643
147,000	Park-Ohio Holdings Corp.		2,664,259		7,035,420
67,571	Raven Industries Inc.		1,955,578		1,648,732
66,666	Rubicon Ltd.†		37,762		18,996
17,900	RWC Inc.†		296,129		223,840
465,564	Sevcon Inc.†(a)		2,608,573		3,794,347
28,000	Standex International Corp.		928,588		2,075,920
480,226	Steel Partners Holdings LP†		7,605,431		7,976,554
196,956	Tredegar Corp.		3,810,005		3,625,960
269,134	Twin Disc Inc.		5,902,060		7,255,853
108,381	Vishay Precision Group Inc.†		1,778,303		1,619,212

			71,113,712		91,347,841

	Educational Services — 0.2%
187,587	Corinthian Colleges Inc.†		188,970		20,728
290,336	Universal Technical Institute Inc.		5,039,895		2,714,642

			5,228,865		2,735,370

	Electronics — 2.8%
33,000	Alliance Semiconductor Corp.†		66,300		26,400
14,000	Badger Meter Inc.		477,554		706,300
132,347	Bel Fuse Inc., Cl. A(a)		2,503,628		3,119,419
55,000	BTU International Inc.†		219,541		178,750
342,500	CTS Corp.		2,816,345		5,442,325
52,000	Daktronics Inc.		527,159		639,080
151,867	Dialight plc		1,836,479		2,218,241
49,789	Electro Scientific Industries Inc.		507,868		338,067
34,000	IMAX Corp.†		143,748		933,640
20,000	Iteris Inc.†		32,200		35,000
105,000	Kopin Corp.†		365,260		357,000
43,500	Mesa Laboratories Inc.		1,122,942		2,513,430
38,800	Methode Electronics Inc.		213,618		1,430,556
329,633	MOCON Inc.(a)		4,695,211		4,921,421
52,100	MoSys Inc.†		150,654		126,082
64,800	Newport Corp.†		419,585		1,148,256
51,200	Park Electrochemical Corp.		946,862		1,205,760
70,000	Pericom Semiconductor Corp.†		699,279		681,800
10,000	Pulse Electronics Corp.†		50,853		13,500
82,074	Rofin-Sinar Technologies Inc.†		1,923,230		1,892,626
78,000	Schmitt Industries Inc.†		210,348		250,380
6,776	Sparton Corp.†		77,815		167,028
272,020	Stoneridge Inc.†		1,408,646		3,065,665
157,000	Ultra Clean Holdings†		478,219		1,405,150
109,198	Ultralife Corp.†		437,808		353,802
99,500	Ultratech Inc.†		1,819,137		2,263,625

			24,150,289		35,433,303

	Energy and Utilities: Alternative Energy — 0.1%
34,200	JA Solar Holdings Co. Ltd., ADR†		300,114		316,350
234,400	Real Goods Solar Inc., Cl. A†		889,176		403,168

			1,189,290		719,518

	Energy and Utilities: Integrated — 0.4%
134,475	Broadwind Energy Inc.†		767,979		1,007,218
159,500	Headwaters Inc.†		656,007		2,000,130
44,000	MGE Energy Inc.		1,025,270		1,639,440

			2,449,256		4,646,788

See accompanying notes to financial statements.

TETON Westwood Mighty Mites Fund

Schedule of Investments (Continued) — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS (Continued)
	Energy and Utilities: Natural Gas — 0.7%
71,554	Abraxas Petroleum Corp.†	$	291,491	$	377,805
220,000	Alvopetro Energy Ltd.†		225,907		127,684
5,700	American DG Energy Inc.†		10,614		6,555
45,750	Chesapeake Utilities Corp.		852,042		1,905,945
90,570	Corning Natural Gas Holding Co.		1,015,904		1,947,255
103,000	Delta Natural Gas Co. Inc.		1,564,014		2,036,310
17,200	Gas Natural Inc.		172,240		203,132
95,800	Gastar Exploration Inc.†		406,048		562,346
15,000	Piedmont Natural Gas Co. Inc.		530,578		502,950
41,400	RGC Resources Inc.		517,196		823,860
16,000	U.S. Energy Corp.†		58,970		51,040
10,928	Whitecap Resources Inc.		92,690		156,414

			5,737,694		8,701,296

	Energy and Utilities: Oil — 0.4%
194,844	Callon Petroleum Co.†		1,328,335		1,716,576
24,334	Halcon Resources Corp.†		137,638		96,363
10,900	Mitcham Industries Inc.†		173,694		120,445
61,900	Tesco Corp.		531,686		1,228,715
197,600	Triangle Petroleum Corp.†		1,473,400		2,175,576

			3,644,753		5,337,675

	Energy and Utilities: Services — 0.7%
28,000	Archer Ltd.†		94,653		39,310
30,000	Bolt Technology Corp.		658,069		658,200
8,352	Dawson Geophysical Co.		147,079		151,839
25,300	Flotek Industries Inc.†		279,150		659,571
16,671	Gulf Island Fabrication Inc.		441,878		286,741
173,287	Layne Christensen Co.†		2,618,653		1,682,617
226,316	Pike Corp.†		2,351,481		2,690,897
92,500	RPC Inc.		218,733		2,031,300
7,100	Subsea 7 SA, ADR		25,056		100,962
11,000	TGC Industries Inc.†		76,188		42,350

			6,910,940		8,343,787

	Energy and Utilities: Water — 0.6%
22,726	Artesian Resources Corp., Cl. A		449,265		457,702
44,174	Cadiz Inc.†		515,735		458,968
24,800	California Water Service Group		478,223		556,512
4,000	Connecticut Water Service Inc.		135,142		130,000
65,000	Consolidated Water Co. Ltd.		703,929		759,200
80,000	Energy Recovery Inc.†		361,031		283,200
30,433	Middlesex Water Co.		587,770		596,487
10,000	Mueller Water Products Inc., Cl. A		88,100		82,800
111,304	SJW Corp.		2,672,607		2,990,738
44,537	The York Water Co.		726,093		890,740

			6,717,895		7,206,347

	Entertainment — 0.8%
91,887	Canterbury Park Holding Corp.†		968,812		938,166
604,556	Dover Motorsports Inc.		1,481,554		1,396,524
724,641	Entravision Communications Corp., Cl. A		1,815,656		2,869,578
12,000	RealD Inc.†		134,824		112,440
20,000	Rentrak Corp.†		975,859		1,218,800
50,009	RLJ Entertainment Inc.†		249,678		193,535
268,804	World Wrestling Entertainment Inc., Cl. A		3,017,056		3,701,431

			8,643,439		10,430,474

	Environmental Control — 0.2%
7,500	BioteQ Environmental Technologies Inc.†		12,419		301


Shares		Cost		Market Value
471,606	Casella Waste Systems Inc., Cl. A†	$	2,240,525	$	1,815,683
15,718	Ceco Environmental Corp.		225,420		210,621
107,700	Hudson Technologies Inc.†		387,751		356,487
48,859	Nuverra Environmental Solutions Inc.†		1,124,325		720,670

			3,990,440		3,103,762

	Equipment and Supplies — 5.6%
20,000	AZZ Inc.		716,820		835,400
10,000	Blount International Inc.†		131,820		151,300
353,000	Capstone Turbine Corp.†		423,087		377,710
144,100	CIRCOR International Inc.		4,735,618		9,702,253
356,890	Core Molding Technologies Inc.†		1,749,373		5,060,700
704,009	Federal Signal Corp.		4,911,250		9,321,079
300,000	GrafTech International Ltd.†		1,594,084		1,374,000
510,000	Interpump Group SpA		3,677,985		6,399,720
430,033	Kimball International Inc., Cl. B		6,594,786		6,471,997
20,000	Maezawa Kyuso Industries Co. Ltd.		108,117		243,264
20,103	Powell Industries Inc.		750,311		821,409
270,600	SL Industries Inc.†(a)		2,902,278		13,210,692
91,059	The Eastern Co.		1,437,146		1,455,123
106,000	The Gorman-Rupp Co.		2,340,035		3,184,240
41,800	The Greenbrier Companies Inc.		866,098		3,067,284
318,700	The L.S. Starrett Co., Cl. A(a)		3,739,325		4,410,808
109,933	Titan Machinery Inc.†		1,834,250		1,428,030
139,000	TransAct Technologies Inc.		626,680		936,860
257,591	Vicor Corp.†		1,727,228		2,421,355

			40,866,291		70,873,224

	Financial Services — 4.7%
49,400	Anchor Bancorp.†		508,737		1,003,808
20,000	Atlantic American Corp.		75,277		79,600
60,500	BBCN Bancorp Inc.		615,050		882,695
13,000	Berkshire Bancorp Inc.		187,482		110,110
3,900	Berkshire Hills Bancorp Inc.		78,058		91,611
500	BKF Capital Group Inc.†		555		707
75	Burke & Herbert Bank and Trust Co.		95,726		165,000
4	Capital Financial Holdings Inc.†		35,200		7,950
6,791	Capitol Federal Financial Inc.		75,244		80,270
18,200	Citizens & Northern Corp.		357,816		345,800
102,339	CoBiz Financial Inc.		1,159,544		1,144,150
28,800	Crazy Woman Creek Bancorp Inc.†		497,983		318,960
22,100	Dime Community Bancshares Inc.		368,196		318,240
540	Farmers & Merchants Bank of Long Beach		2,650,790		3,221,100
11,218	Fidelity Southern Corp.		67,779		153,687
32,000	First Internet Bancorp		661,348		515,840
547,600	Flushing Financial Corp.		8,756,664		10,004,652
10	Guaranty Corp., Cl. A†		137,500		500,000
179,860	Hallmark Financial Services Inc.†		1,565,758		1,854,357
6,600	Hampden Bancorp Inc.		75,984		113,454
16,000	Hancock Holding Co.		200,587		512,800
13,800	Heritage Commerce Corp.		114,043		113,298
39,900	Heritage Financial Group Inc.		414,190		805,581
72,554	Hudson Valley Holding Corp.		1,369,778		1,316,855
22,500	JMP Group Inc.		169,614		141,075
90,843	KKR & Co. LP		265,210		2,025,799
11,200	Meadowbrook Insurance Group Inc.		108,657		65,520
100,000	Medallion Financial Corp.		832,118		1,166,000

See accompanying notes to financial statements.

TETON Westwood Mighty Mites Fund

Schedule of Investments (Continued) — September 30, 2014


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Financial Services (Continued)
	8,255	New York Community Bancorp Inc.	$	104,605	$	131,007
	4,197	Northrim BanCorp Inc.		91,497		110,927
	21,300	OceanFirst Financial Corp.		395,540		338,883
	40,000	Oritani Financial Corp.		412,856		563,600
	150,000	Pzena Investment Management Inc., Cl. A		1,330,456		1,432,500
	1,696	Security National Corp.		142,785		150,096
	8,842	SI Financial Group Inc.		101,241		98,942
	30,000	Simplicity Bancorp Inc.		300,000		504,000
	20,594	Southwest Bancorp Inc.		370,915		337,742
	600,000	Sprott Inc.		1,753,102		1,521,496
	20,700	State Bank Financial Corp.		357,067		336,168
	460,870	Steel Excel Inc.†		13,225,582		15,093,493
	12,000	Sterling Bancorp		150,728		153,480
	12	Sunwest Bank†		343,901		495,600
	307,876	SWS Group Inc.†		1,940,159		2,121,266
	16,000	The Ziegler Companies Inc.†		356,491		512,000
	60,000	TheStreet Inc.		146,981		134,400
	22,500	Tree.com Inc.†		498,800		807,525
	55,000	TrustCo Bank Corp NY		253,000		354,200
	124,400	United Financial Bancorp Inc.		1,713,218		1,578,636
	33,089	Value Line Inc.		326,193		528,431
	45,900	Washington Trust Bancorp Inc.		1,029,683		1,514,241
	82,200	Waterstone Financial Inc.		876,303		949,410
	87,100	Westfield Financial Inc.		746,912		614,926
	28,500	Wilshire Bancorp Inc.		246,078		263,055
	40,000	WisdomTree Investments Inc.†		162,546		455,200
	402,800	Wright Investors’ Service Holdings Inc.†		625,586		700,872
	30,000	Xenith Bankshares Inc.†		127,500		192,750

				49,574,613		59,053,765

		Food and Beverage — 3.7%
	29,200	Andrew Peller Ltd., Cl. A		366,944		380,660
	30,000	Annie’s Inc.†		1,373,429		1,377,000
	508,973	Boulder Brands Inc.†		4,567,329		6,937,302
	149,814	Calavo Growers Inc.		3,927,953		6,762,604
	500,000	Crimson Wine Group Ltd.†		4,546,647		4,585,000
	80,000	Diamond Foods Inc.†		1,555,687		2,288,800
	90,286	Farmer Brothers Co.†		1,200,733		2,613,780
	1,100	Hanover Foods Corp., Cl. A		110,881		131,450
	192,794	Inventure Foods Inc.†		1,107,966		2,498,610
	1,500	J & J Snack Foods Corp.		21,623		140,340
	172,808	Lifeway Foods Inc.†		1,758,103		2,396,847
	25,000	MGP Ingredients Inc.		129,112		326,750
	7,800	Rock Field Co. Ltd.		125,557		138,042
	5,900	Scheid Vineyards Inc., Cl. A†		89,940		199,951
	163,000	Snyder’s-Lance Inc.		3,512,561		4,319,500
	315,265	SunOpta Inc.†		2,481,094		3,805,249
	13,500	The Boston Beer Co. Inc., Cl. A†		402,274		2,993,760
	40,000	The Hain Celestial Group Inc.†		827,229		4,094,000
	270,000	Tingyi (Cayman Islands) Holding Corp.		393,787		709,350
	280,000	Vitasoy International Holdings Ltd.		133,057		356,633
	23,000	Willamette Valley Vineyards Inc.†		88,087		126,960

				28,719,993		47,182,588

		Health Care — 7.4%
	32,960	Accuray Inc.†		244,893		239,290
	2,362	AcelRx Pharmaceuticals Inc.†		21,558		12,967
	5,000	Achillion Pharmaceuticals Inc.†		19,520		49,900


Shares			Cost		Market Value
	13,000	Alere Inc.†	$	350,377	$	504,140
	36,000	AngioDynamics Inc.†		449,286		493,920
	80,000	ArthroCare Corp. Stub†		0		28,000
	342,341	Biolase Inc.†		450,242		852,429
	72,000	Bio-Reference Laboratories Inc.†		1,539,889		2,020,320
	832,519	BioScrip Inc.†		6,155,142		5,752,706
	107,000	BioTelemetry Inc.†		539,912		717,970
	9,000	Boiron SA		151,225		751,961
	561,826	Cantel Medical Corp.		5,807,319		19,315,578
	24,000	Cardica Inc.†		68,810		25,680
	89,100	Cardiovascular Systems Inc.†		1,317,825		2,105,433
	62,500	Cepheid Inc.†		595,116		2,751,875
	354,000	Cutera Inc.†		3,129,613		3,575,400
	5,144	Cynosure Inc., Cl. A†		121,200		108,024
	3,500	DexCom Inc.†		37,449		139,965
	161,300	Exactech Inc.†		2,757,802		3,692,157
	200,000	Exelixis Inc.†		381,000		306,000
	160,000	Gentiva Health Services Inc.†		1,794,183		2,684,800
	41,049	Heska Corp.†		395,858		541,436
	4,022	ICU Medical Inc.†		208,829		258,132
	633,835	InfuSystems Holdings Inc.†		1,649,886		1,990,242
	184,617	IntriCon Corp.†		749,012		1,105,856
	221,970	Invacare Corp.		4,093,040		2,621,466
	37,000	Lexicon Pharmaceuticals Inc.†		65,829		52,170
	377,397	Liberator Medical Holdings Inc.		1,354,166		1,181,253
	153,850	Medical Action Industries Inc.†		1,073,547		2,120,053
	134,000	Meridian Bioscience Inc.		2,768,466		2,370,460
	126,750	Neogen Corp.†		522,230		5,006,625
	161,407	NeoGenomics Inc.†		473,398		840,930
	179,611	Nutraceutical International Corp.†		4,424,687		3,755,666
	44,612	Omnicell Inc.†		732,122		1,219,246
	50,000	OPKO Health Inc.†		108,408		425,500
	38,200	Orthofix International NV†		715,836		1,182,672
	105,991	Pain Therapeutics Inc.†		355,444		414,425
	76,500	PhotoMedex Inc.†		1,010,755		474,300
	2,500	PreMD Inc.†		4,580		0
	147,061	Quidel Corp.†		1,709,110		3,951,529
	68,000	RTI Surgical Inc.†		352,328		325,040
	44,200	Skilled Healthcare Group Inc., Cl. A†		374,381		291,720
	213,900	Special Diversified Opportunities Inc.†		207,526		256,680
	281,831	SurModics Inc.†		6,070,145		5,118,051
	101,249	Syneron Medical Ltd.†		885,583		1,014,515
	2,000	Targanta Therapeutics Corp., Escrow†		0		640
	137,000	Trinity Biotech plc, ADR		1,389,648		2,502,990
	74,700	United-Guardian Inc.		656,817		1,668,051
	7,000	Uroplasty Inc.†		23,918		17,500
	5,174	Utah Medical Products Inc.		143,347		252,284
	133,540	Vascular Solutions Inc.†		1,345,264		3,298,438
	300,000	Zealand Pharma A/S†		3,716,971		3,512,314

				63,513,492		93,898,699

		Hotels and Gaming — 2.1%
	71,800	Boyd Gaming Corp.†		416,103		729,488
	74,340	Churchill Downs Inc.		2,785,502		7,248,150
	124,484	Dover Downs Gaming & Entertainment Inc.†		571,591		123,239
	95,073	Eldorado Resorts Inc.†		461,612		404,060
	17,000	Isle of Capri Casinos Inc.†		137,149		127,500
	10,000	Lakes Entertainment Inc.†		86,139		83,300
	581,581	Morgans Hotel Group Co.†		4,306,147		4,693,359
	120,541	Multimedia Games Holding Co. Inc.†		3,421,036		4,340,681
	95,000	Pinnacle Entertainment Inc.†		1,037,735		2,383,550

See accompanying notes to financial statements.

TETON Westwood Mighty Mites Fund

Schedule of Investments (Continued) — September 30, 2014


Shares		Cost		Market Value

	COMMON STOCKS (Continued)
	Hotels and Gaming (Continued)
8,900	Ryman Hospitality Properties Inc.	$	260,124	$	420,970
379,820	The Marcus Corp.		4,810,811		6,001,156

			18,293,949		26,555,453

	Machinery — 1.8%
220,027	Astec Industries Inc.		7,552,335		8,024,385
15,000	Bolzoni SpA		40,097		57,406
6,300	DMG MORI SEIKI AG		40,709		178,123
12,200	DXP Enterprises Inc.†		222,516		898,896
125,000	Gencor Industries Inc.†		1,262,183		1,235,000
137,000	Global Power Equipment Group Inc.		3,140,530		2,041,300
6,000	Hardinge Inc.		54,215		65,640
151,009	Key Technology Inc.†		2,537,003		1,978,218
16,064	Lindsay Corp.		1,070,121		1,200,784
50,300	Tennant Co.		1,073,836		3,374,627
44,400	The Middleby Corp.†		464,969		3,912,972

			17,458,514		22,967,351

	Manufactured Housing and Recreational Vehicles — 0.5%
53,400	Cavco Industries Inc.†		2,818,008		3,631,200
122,300	Nobility Homes Inc.†		1,086,565		1,284,150
47,796	Skyline Corp.†		222,012		197,397
61,000	Winnebago Industries Inc.†		626,036		1,327,970

			4,752,621		6,440,717

	Metals and Mining — 1.3%
85,000	5N Plus Inc.†		306,827		223,894
10,000	Alkane Resources Ltd.†		3,333		1,795
2,000	Camino Minerals Corp.†		3,744		62
30,000	Chaparral Gold Corp.†		9,849		14,197
180,800	Materion Corp.		3,872,388		5,545,136
800,000	Osisko Gold Royalties Ltd.†		11,677,924		10,129,024
900,000	Tanami Gold NL†		210,755		14,184

			16,084,820		15,928,292

	Paper and Forest Products — 0.3%
24,098	Keweenaw Land Association Ltd.†		2,043,499		2,650,780
100,000	Wausau Paper Corp.		1,048,080		793,000

			3,091,579		3,443,780

	Publishing — 1.1%
460,000	Il Sole 24 Ore SpA†		789,682		405,833
1,330,034	Journal Communications Inc., Cl. A†		4,355,053		11,212,187
155,000	The E.W. Scripps Co., Cl. A†		672,184		2,528,050

			5,816,919		14,146,070

	Real Estate — 1.3%
134,300	Ambase Corp.†		201,065		179,962
8,000	Bresler & Reiner Inc.†		4,912		6,560
59,400	Capital Properties Inc., Cl. A†		550,951		652,509
100,000	Cohen & Steers Inc.		2,137,829		3,844,000
46,135	DGT Holdings Corp.†		664,322		737,007
147,785	Griffin Land & Nurseries Inc.		4,165,036		4,241,429
9,742	Gyrodyne Special Distribution, LLC†		201,659		201,659
7,300	Holobeam Inc.†		132,985		302,950
359,623	Reading International Inc., Cl. A†		2,269,643		3,020,833
65,856	Reading International Inc., Cl. B†		518,153		592,704
2,508	Royalty LLC		0		1,404
110,000	Tejon Ranch Co.†		3,120,119		3,084,400

			13,966,674		16,865,417


Shares		Cost		Market Value
	Restaurants — 2.3%
24,068	Biglari Holdings Inc.†	$	6,735,601	$	8,177,344
86,000	Denny’s Corp.†		276,744		604,580
95,803	Famous Dave’s of America Inc.†		1,159,029		2,579,017
218,777	Nathan’s Famous Inc.†		4,919,239		14,809,015
57,000	The Cheesecake Factory Inc.		1,667,900		2,593,500

			14,758,513		28,763,456

	Retail — 2.1%
49,000	Aaron’s Inc.†		949,904		1,191,680
248,789	Big 5 Sporting Goods Corp.		3,525,152		2,331,153
30,000	Destination XL Group Inc.†		169,350		141,600
45,996	Ethan Allen Interiors Inc.		1,107,113		1,048,709
191,200	Ingles Markets Inc., Cl. A		3,204,922		4,529,528
303,800	Krispy Kreme Doughnuts Inc.†		1,903,838		5,213,208
34,000	La-Z-Boy Inc.		775,396		672,860
14,000	Movado Group Inc.		169,833		462,840
35,000	Pier 1 Imports Inc.		421,157		416,150
29,605	Rush Enterprises Inc., Cl. A†		545,615		990,287
103,005	Rush Enterprises Inc., Cl. B†		1,775,041		3,080,880
6,000	SpartanNash Co.		121,934		116,700
3,572	Swisher Hygiene Inc.†		25,559		10,859
539,455	The Bon-Ton Stores Inc.		6,107,254		4,509,844
67,000	The Pantry Inc.†		1,087,901		1,355,410
38,581	Village Super Market Inc., Cl. A		1,040,340		878,875
4,000	Winmark Corp.		284,701		294,000

			23,215,010		27,244,583

	Semiconductors — 0.4%
236,160	Cascade Microtech Inc.†		1,323,037		2,392,301
145,100	Entegris Inc.†		800,846		1,668,650
93,700	IXYS Corp.		991,052		983,850

			3,114,935		5,044,801

	Specialty Chemicals — 2.4%
80,000	Chemtura Corp.†		1,355,439		1,866,400
1,186,000	Ferro Corp.†		5,973,230		17,185,140
267,226	General Chemical Group Inc.†(a)		59,859		5,345
138,012	Hawkins Inc.		4,760,491		4,962,912
4,000	Minerals Technologies Inc.		116,940		246,840
11,000	Navigator Holdings Ltd.†		255,128		306,130
260,000	OMNOVA Solutions Inc.†		633,248		1,396,200
137,600	Penford Corp.†		1,748,065		1,812,192
199,179	Zep Inc.		2,458,980		2,792,490

			17,361,380		30,573,649

	Telecommunications — 1.8%
74,200	Atlantic Tele-Network Inc.		3,030,595		3,999,380
750,005	Cincinnati Bell Inc.†		2,653,901		2,527,517
1,000	Consolidated Communications Holdings Inc.		18,634		25,050
70,400	Enventis Corp.		674,950		1,279,872
20,000	Frequency Electronics Inc.†		225,394		213,400
715,178	HC2 Holdings Inc.†		2,613,959		3,289,819
350	Horizon Telecom Inc., Cl. B†		30,092		3,160
68,000	Ixia†		847,956		621,520
43,000	New ULM Telecom Inc.		421,285		318,200
1,480,000	NII Holdings Inc.†		2,460,954		81,400
4,100	North State Telecommunications Corp., Cl. A		349,343		289,050
542,438	ORBCOMM Inc.†		3,062,423		3,119,019
63,483	PC-Tel Inc.		498,106		481,836
7,788	Preformed Line Products Co.		338,590		410,895

See accompanying notes to financial statements.

TETON Westwood Mighty Mites Fund

Schedule of Investments (Continued) — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS (Continued)
	Telecommunications (Continued)
250,000	Shenandoah Telecommunications Co.	$	2,747,595	$	6,202,500

			19,973,777		22,862,618

	Transportation — 0.2%
21,000	Dakota Plains Holdings Inc.†		53,275		50,400
8,200	PHI Inc.†		130,182		345,138
110,308	Providence and Worcester Railroad Co.		1,536,078		1,929,287
1	Trailer Bridge Inc.†		7,995		465

			1,727,530		2,325,290

	TOTAL COMMON STOCKS		657,027,553		931,970,406

	PREFERRED STOCKS — 0.1%
	Automotive: Parts and Accessories — 0.1%
20,000	Jungheinrich AG		229,855		1,127,278

	CONVERTIBLE PREFERRED STOCKS — 0.2%
	Diversified Industrial — 0.2%
88,937	Sevcon Inc., 4.000%, Ser. A		1,912,146		2,174,510

	Food and Beverage — 0.0%
500	Seneca Foods Corp., Ser. 2003†		7,625		14,300

	TOTAL CONVERTIBLE PREFERRED STOCKS		1,919,771		2,188,810

	RIGHTS — 0.0%
	Health Care — 0.0%
300,000	Adolor Corp., CPR, expire 07/01/19†		0		156,000
200,000	Clinical Data Inc., CVR, expire 04/14/18†		0		190,000
400,000	Sanofi, CVR, expire 12/31/20†		137,800		186,000
200,000	Teva Pharmaceutical Industries Ltd., CPR, expire 02/20/23†		103,591		106,000

	TOTAL RIGHTS		241,391		638,000

	WARRANTS — 0.0%
	Real Estate — 0.0%
15,170	Tejon Ranch Co., expire 08/31/16†		89,313		31,099

	Transportation — 0.0%
2	Trailer Bridge Inc., Ser. A, expire 04/02/17†		0		0
2	Trailer Bridge Inc., Ser. B, expire 04/02/17†		0		0

			0		0

	TOTAL WARRANTS		89,313		31,099


Principal Amount		Cost		Market Value
	CORPORATE BONDS — 0.0%
	Real Estate — 0.0%
$40,860	Capital Properties Inc., 5.000%, 12/31/22	$	40,860	$	40,281
108,079	Gyrodyne Co. of America Inc., Sub. Deb., 5.000%, 06/30/17		106,090		106,090

	TOTAL CORPORATE BONDS		146,950		146,371

	U.S. GOVERNMENT OBLIGATIONS — 26.4%
334,265,000	U.S. Treasury Bills, 0.000% to 0.076%††, 10/02/14 to 03/26/15		334,225,050		334,246,726


	TOTAL INVESTMENTS — 100.2%	$	993,879,883		1,270,348,690

	Other Assets and Liabilities (Net) — (0.2)%				(1,964,610	)


	NET ASSETS — 100.0%			$	1,268,384,080

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

†	Non-income producing security.

††	Represents annualized yield at date of purchase.

ADR	American Depositary Receipt

CPR	Contingent Payment Right

CVR	Contingent Value Right

See accompanying notes to financial statements.

TETON Westwood SmallCap Equity Fund

Schedule of Investments — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS — 97.5%
	Aerospace — 3.6%
31,750	AAR Corp.	$	480,820	$	766,762
17,900	Hexcel Corp.†		398,398		710,630

			879,218		1,477,392

	Building and Construction — 4.3%
14,400	Builders FirstSource Inc.†		77,257		78,480
15,350	Dycom Industries Inc.†		267,533		471,398
6,500	EMCOR Group Inc.		246,816		259,740
5,600	MasTec Inc.†		175,567		171,472
33,600	MYR Group Inc.†		703,264		809,088

			1,470,437		1,790,178

	Business Services — 7.9%
21,950	ABM Industries Inc.		471,552		563,895
23,800	Checkpoint Systems Inc.†		299,777		291,074
15,350	Convergys Corp.		190,932		273,537
19,550	FTI Consulting Inc.†		669,476		683,468
4,600	G & K Services Inc., Cl. A		142,947		254,748
10,750	KAR Auction Services Inc.		168,377		307,772
10,400	McGrath RentCorp		282,193		355,680
30,450	PRGX Global Inc.†		211,969		178,437
14,800	The Brink’s Co.		377,497		355,792

			2,814,720		3,264,403

	Computer Hardware — 1.0%
43,200	QLogic Corp.†		661,647		395,712

	Computer Software and Services — 8.1%
10,600	Bottomline Technologies Inc.†		191,501		292,454
26,500	Callidus Software Inc.†		145,774		318,530
26,100	Constant Contact Inc.†		420,261		708,354
23,500	Covisint Corp.†		155,658		97,525
16,800	Guidance Software Inc.†		159,599		113,064
11,900	Heartland Payment Systems Inc.		243,963		567,868
4,200	Informatica Corp.†		114,797		143,808
10,300	NetScout Systems Inc.†		142,913		471,740
18,700	Progress Software Corp.†		383,084		447,117
5,400	PTC Inc.†		108,099		199,260

			2,065,649		3,359,720

	Consumer Products — 1.0%
9,900	ACCO Brands Corp.†		74,676		68,310
3,300	Hanesbrands Inc.		88,092		354,552

			162,768		422,862

	Diversified Industrial — 6.1%
10,000	Badger Meter Inc.		318,033		504,500
8,250	Barnes Group Inc.		201,245		250,387
24,160	Columbus McKinnon Corp.		402,544		531,278
16,800	Furmanite Corp.†		96,746		113,568
3,738	Griffon Corp.		33,122		42,576
5,400	Itron Inc.†		211,601		212,274
10,150	Kennametal Inc.		404,646		419,297
12,800	Sealed Air Corp.		198,375		446,464

			1,866,312		2,520,344

	Electronics — 5.3%
6,500	Avnet Inc.		205,163		269,750
51,550	Electro Scientific Industries Inc.		728,072		350,024
45,400	Newport Corp.†		607,192		804,488
4,100	Park Electrochemical Corp.		83,261		96,555
14,750	Vishay Intertechnology Inc.		142,803		210,778
10,100	Woodward Inc.		341,268		480,962

			2,107,759		2,212,557

	Energy and Utilities — 7.9%
23,100	Approach Resources Inc.†		599,577		334,950
15,300	C&J Energy Services Inc.†		399,008		467,415
14,200	Comstock Resources Inc.		227,684		264,404
23,500	Energy XXI Bermuda Ltd.		674,019		266,725


Shares		Cost		Market Value
11,750	Matrix Service Co.†	$	136,205	$	283,410
34,000	Newpark Resources Inc.†		258,058		422,960
24,700	Patterson-UTI Energy Inc.		410,840		803,491
9,300	Rosetta Resources Inc.†		416,056		414,408


			3,121,447		3,257,763

	Entertainment — 1.0%
15,200	RealD Inc.†		189,062		142,424
19,600	World Wrestling Entertainment Inc., Cl. A		220,727		269,892


			409,789		412,316

	Equipment and Supplies — 3.2%
4,100	CIRCOR International Inc.		151,497		276,053
10,700	Crown Holdings Inc.†		403,996		476,364
3,300	Moog Inc., Cl. A†		115,278		225,720
3,850	MSA Safety Inc.		131,639		190,190
10,700	Titan Machinery Inc.†		210,642		138,993


			1,013,052		1,307,320

	Financial Services — 19.0%
5,450	Anchor Bancorp.†		52,001		110,744
9,000	BankUnited Inc.		217,482		274,410
11,750	BBCN Bancorp Inc.		87,734		171,432
12,300	Beneficial Mutual Bancorp Inc.†		136,874		157,194
4,600	Berkshire Hills Bancorp Inc.		106,506		108,054
10,500	Boston Private Financial Holdings Inc.		79,345		130,095
11,850	Brown & Brown Inc.		277,572		380,977
12,300	Cardinal Financial Corp.		139,027		209,961
8,800	CoBiz Financial Inc.		86,858		98,384
9,700	Columbia Banking System Inc.		181,416		240,657
3,900	Financial Institutions Inc.		63,255		87,672
14,300	Flushing Financial Corp.		188,821		261,261
7,050	FNF Group		92,760		195,567
2,349	FNFV Group†		18,993		32,322
12,600	Glacier Bancorp Inc.		181,714		325,836
17,400	Heritage Commerce Corp.		138,074		142,854
3,900	HF Financial Corp.		33,740		52,416
11,784	Hudson Valley Holding Corp.		206,011		213,880
68,250	Investors Bancorp Inc.		575,536		691,372
4,750	National Penn Bancshares Inc.		28,909		46,123
4,750	OceanFirst Financial Corp.		62,176		75,573
14,850	OFG Bancorp		177,646		222,453
2,900	Old National Bancorp		32,711		37,613
7,600	Oritani Financial Corp.		111,304		107,084
8,500	Southwest Bancorp Inc.		138,288		139,400
5,000	Square 1 Financial Inc.†		90,000		96,150
10,200	State Bank Financial Corp.		181,863		165,648
12,309	Sterling Bancorp		97,725		157,432
16,800	Stifel Financial Corp.†		541,820		787,752
14,200	TrustCo Bank Corp NY		65,679		91,448
7,750	Umpqua Holdings Corp.		86,219		127,643
26,200	United Financial Bancorp Inc.		351,289		332,478
33,500	ViewPoint Financial Group Inc.		617,837		801,990
12,700	Washington Federal Inc.		198,354		258,572
8,800	Washington Trust Bancorp Inc.		193,672		290,312
13,100	Waterstone Financial Inc.		140,245		151,305
14,000	Xenith Bankshares Inc.†		57,380		89,950


			6,036,836		7,864,014
				��
	Health Care — 7.1%
9,050	AngioDynamics Inc.†		126,045		124,166
30,300	BioScrip Inc.†		226,417		209,373
2,100	ICU Medical Inc.†		85,762		134,778
8,250	Omnicare Inc.		257,311		513,645
5,350	Omnicell Inc.†		70,208		146,216
23,050	Patterson Companies Inc.		699,918		954,962
5,600	STERIS Corp.		181,854		302,176
1,800	Thoratec Corp.†		53,914		48,114

See accompanying notes to financial statements.

TETON Westwood SmallCap Equity Fund

Schedule of Investments (Continued) — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS (Continued)
	Health Care (Continued)
12,600	VCA Inc.†	$	213,971	$	495,558

			1,915,400		2,928,988

	Machinery — 2.8%
23,900	Briggs & Stratton Corp.		448,322		430,678
15,200	Trinity Industries Inc.		195,428		710,144

			643,750		1,140,822

	Metals and Mining — 1.0%
9,650	Carpenter Technology Corp.		470,131		435,697

	Publishing — 0.2%
1,600	Meredith Corp.		46,356		68,480

	Retail — 5.9%
36,450	American Eagle Outfitters Inc.		492,434		529,254
9,200	Big 5 Sporting Goods Corp.		74,585		86,204
24,850	Ethan Allen Interiors Inc.		492,441		566,580
6,800	Haverty Furniture Companies Inc.		171,647		148,172
10,200	Penske Automotive Group Inc.		229,280		414,018
21,200	Rush Enterprises Inc., Cl. A†		383,586		709,140

			1,843,973		2,453,368

	Semiconductors — 7.6%
4,300	Cabot Microelectronics Corp.†		175,328		178,235
18,400	Cascade Microtech Inc.†		89,393		186,392
9,200	Cypress Semiconductor Corp.		80,914		90,850
42,300	Entegris Inc.†		419,598		486,450
98,600	FormFactor Inc.†		656,583		706,962
45,000	Intersil Corp., Cl. A		369,240		639,450
63,300	ON Semiconductor Corp.†		500,272		565,902
12,400	Ultratech Inc.†		295,407		282,100

			2,586,735		3,136,341

	Specialty Chemicals — 1.4%
11,900	Chemtura Corp.†		313,377		277,627


Shares		Cost		Market Value
5,300	PolyOne Corp.	$	60,361	$	188,574
8,500	Zep Inc.		149,927		119,170

			523,665		585,371

	Telecommunications — 3.1%
4,650	Atlantic Tele-Network Inc.		163,864		250,635
63,900	Extreme Networks Inc.†		271,062		306,081
23,900	Ixia†		343,236		218,446
27,400	Polycom Inc.†		317,604		336,609
16,100	Procera Networks Inc.†		201,409		154,238

			1,297,175		1,266,009

	TOTAL COMMON STOCKS		31,936,819		40,299,657

Principal Amount
	U.S. GOVERNMENT OBLIGATIONS — 2.6%
$1,095,000	U.S. Treasury Bills, 0.005% to 0.045%††, 11/20/14 to 12/26/14		1,094,970		1,094,967


	TOTAL INVESTMENTS — 100.1%	$	33,031,789		41,394,624

	Other Assets and Liabilities (Net) — (0.1)%				(60,816	)

	NET ASSETS — 100.0%			$	41,333,808

†	Non-income producing security.

††	Represents annualized yield at date of purchase.

See accompanying notes to financial statements.

TETON Westwood Mid-Cap Equity Fund

Schedule of Investments — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS — 94.4%
	FINANCIALS — 18.3%
	Banks — 4.2%
2,909	BankUnited Inc.	$	87,726	$	88,695
5,171	Regions Financial Corp.		51,770		51,917
2,271	Zions Bancorporation		66,371		65,995

			205,867		206,607

	Diversified Financials — 4.3%
338	Affiliated Managers Group Inc.†		62,827		67,722
826	Financial Engines Inc.		40,496		28,262
2,204	Invesco Ltd.		77,756		87,014
2,620	WisdomTree Investments Inc.†		31,520		29,816

			212,599		212,814

	Insurance — 3.4%
602	ACE Ltd.		57,847		63,132
2,212	HCC Insurance Holdings Inc.		98,798		106,817

			156,645		169,949

	Real Estate — 6.4%
1,016	American Tower Corp.		84,053		95,128
3,416	CBRE Group Inc., Cl. A†		90,832		101,592
2,038	Corrections Corp. of America		69,625		70,026
1,681	Gaming and Leisure Properties Inc.		65,521		51,943

			310,031		318,689

	TOTAL FINANCIALS		885,142		908,059

	INDUSTRIALS — 16.7%
	Capital Goods — 9.4%
357	Cummins Inc.		48,108		47,117
1,542	Fortune Brands Home & Security Inc.		62,648		63,392
1,528	Hexcel Corp.†		59,922		60,662
950	MSC Industrial Direct Co. Inc., Cl. A		80,928		81,187
2,888	Quanta Services Inc.†		91,204		104,806
3,862	Rexnord Corp.†		94,221		109,874

			437,031		467,038

	Commercial and Professional Services — 6.1%
1,039	Bright Horizons Family Solutions Inc.†		39,569		43,700
505	IHS Inc., Cl. A†		59,052		63,221
2,037	Nielsen NV		83,553		90,300
3,754	Steelcase Inc., Cl. A		60,847		60,777
367	Stericycle Inc.†		41,837		42,778

			284,858		300,776

	Transportation — 1.2%
1,422	Expeditors International of Washington Inc.		58,769		57,705

	TOTAL INDUSTRIALS		780,658		825,519

	HEALTH CARE — 16.4%
	Health Care Equipment and Services — 5.4%
888	Castlight Health Inc., Cl. B†		10,210		11,491
2,542	Catamaran Corp.†		119,315		107,145
1,925	Insulet Corp.†		70,078		70,936
761	Universal Health Services Inc., Cl. B		62,031		79,524

			261,634		269,096

	Pharmaceuticals, Biotechnology, and Life Sciences — 11.0%
670	Alexion Pharmaceuticals Inc.†		91,275		111,099
753	Covance Inc.†		64,878		59,261
4,730	Exact Sciences Corp.†		69,167		91,667
399	Illumina Inc.†		50,187		65,404
994	Incyte Corp. Ltd.†		41,059		48,756
184	Mettler-Toledo International Inc.†		44,250		47,128


Shares		Cost		Market Value
1,056	Vertex Pharmaceuticals Inc.†	$	83,428	$	118,599

			444,244		541,914

	TOTAL HEALTH CARE		705,878		811,010

	CONSUMER DISCRETIONARY — 14.0%
	Consumer Durables — 1.1%
1,722	Toll Brothers Inc.†		58,854		53,658

	Consumer Services — 2.2%
728	Hyatt Hotels Corp., Cl. A†		37,485		44,059
1,167	Norwegian Cruise Line Holdings Ltd.†		37,926		42,035
349	Royal Caribbean Cruises Ltd.		19,014		23,484

			94,425		109,578

	Media — 5.6%
1,929	Discovery Communications Inc., Cl. C†		72,488		71,913
2,131	Liberty Global plc, Cl. C†		81,942		87,403
429	Liberty Media Corp., Cl. A†		19,570		20,240
858	Liberty Media Corp., Cl. C†		38,142		40,317
853	Omnicom Group Inc.		58,462		58,738

			270,604		278,611

	Retailing — 5.1%
628	Bed Bath & Beyond Inc.†		42,046		41,341
1,615	Ethan Allen Interiors Inc.		40,284		36,822
486	O’Reilly Automotive Inc.†		64,686		73,075
1,365	Urban Outfitters Inc.†		52,220		50,095
1,272	zulily Inc., Cl. A†		46,061		48,196


			245,297		249,529

	TOTAL CONSUMER DISCRETIONARY		669,180		691,376

	INFORMATION TECHNOLOGY — 12.0%
	Software and Services — 10.2%
2,796	Activision Blizzard Inc.		54,088		58,129
1,217	Citrix Systems Inc.†		76,899		86,821
848	Cornerstone OnDemand Inc.†		34,680		29,180
5,210	Covisint Corp.†		46,122		21,621
359	Equinix Inc.†		69,761		76,280
4,799	Fortinet Inc.†		102,630		121,247
596	MercadoLibre Inc.		64,541		64,755
838	Splunk Inc.†		45,309		46,392


			494,030		504,425

	Technology Hardware and Equipment — 1.8%
1,211	Synaptics Inc.†		69,205		88,645

	TOTAL INFORMATION TECHNOLOGY		563,235		593,070

	ENERGY — 7.7%
	Energy — 7.7%
1,032	Antero Resources Corp.†		60,463		56,646
1,052	Cameron International Corp.†		66,502		69,832
1,224	Noble Corp. plc		35,368		27,197
408	Paragon Offshore plc†		4,717		2,509
1,120	Peabody Energy Corp.		18,581		13,866
425	Pioneer Natural Resources Co.		77,093		83,712
808	Range Resources Corp.		64,135		54,790
3,387	Weatherford International plc†		56,746		70,450

	TOTAL ENERGY		383,605		379,002

See accompanying notes to financial statements.

TETON Westwood Mid-Cap Equity Fund

Schedule of Investments (Continued) — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS (Continued)
	CONSUMER STAPLES — 4.0%
	Food and Beverage — 4.0%
1,927	Coca-Cola Enterprises Inc.	$	82,349	$	85,482
611	McCormick & Co. Inc., Non-Voting		42,015		40,876
749	Mead Johnson Nutrition Co.		62,658		72,069

	TOTAL CONSUMER STAPLES		187,022		198,427

	MATERIALS — 2.9%
	Materials — 2.9%
1,269	Cytec Industries Inc.		55,342		60,011
713	Ecolab Inc.		71,062		81,874

	TOTAL MATERIALS		126,404		141,885

	UTILITIES — 2.4%
	Utilities — 2.4%
2,248	ITC Holdings Corp.		74,581		80,096
2,872	The AES Corp.		38,865		40,725

	TOTAL UTILITIES		113,446		120,821

	TOTAL COMMON STOCKS		4,414,570		4,669,169


Principal Amount		Cost		Market Value
	U.S. GOVERNMENT OBLIGATIONS — 7.0%
$345,000	U.S. Treasury Bills, 0.000% to 0.045%††, 10/30/14 to 03/05/15	$	344,969	$	344,981


	TOTAL INVESTMENTS — 101.4%	$	4,759,539		5,014,150


	Other Assets and Liabilities (Net) — (1.4)%				(69,371	)


	NET ASSETS — 100.0%			$	4,944,779

†	Non-income producing security.

††	Represents annualized yield at date of purchase.

See accompanying notes to financial statements.

TETON Westwood Income Fund

Schedule of Investments — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS — 99.0%
	Agriculture — 0.6%
1,000	Archer Daniels Midland Co.	$	28,410	$	51,100

	Automotive — 2.7%
5,000	General Motors Co.		163,215		159,700
2,300	Navistar International Corp.†		67,619		75,693

			230,834		235,393

	Cable and Satellite — 2.5%
1,500	Scripps Networks Interactive Inc., Cl. A		115,203		117,135
700	Time Warner Cable Inc.		93,543		100,443

			208,746		217,578

	Communications Equipment — 2.1%
3,000	Cisco Systems Inc.		73,663		75,510
1,400	QUALCOMM Inc.		100,380		104,678

			174,043		180,188

	Computer Hardware — 4.9%
4,200	Apple Inc.		237,468		423,150

	Computer Software and Services — 0.7%
1,000	eBay Inc.†		51,305		56,630

	Consumer Staples — 1.2%
3,000	Mondelēz International Inc., Cl. A		63,120		102,795

	Diversified Industrial — 4.3%
7,000	General Electric Co.		122,298		179,340
2,000	Honeywell International Inc.		78,538		186,240

			200,836		365,580

	Electronics — 3.2%
8,000	Intel Corp.		188,828		278,560

	Energy and Utilities: Integrated — 0.5%
1,334	FirstEnergy Corp.		50,482		44,782

	Energy and Utilities: Natural Gas — 2.1%
4,800	CONSOL Energy Inc.		185,869		181,728

	Energy and Utilities: Oil — 8.3%
500	Apache Corp.		42,855		46,935
1,500	BP plc, ADR		68,990		65,925
1,000	Chevron Corp.		84,889		119,320
2,500	ConocoPhillips		152,078		191,300
1,600	Devon Energy Corp.		95,837		109,088
2,250	Phillips 66		86,073		182,948

			530,722		715,516

	Energy and Utilities: Services — 3.4%
4,000	Halliburton Co.		145,790		258,040
1,500	Noble Corp. plc		59,714		33,330
500	Paragon Offshore plc†		8,143		3,075

			213,647		294,445

	Energy and Utilities: Water — 3.1%
5,500	American Water Works Co. Inc.		96,405		265,265

	Environmental Services — 1.1%
2,000	Waste Management Inc.		69,920		95,060

	Financial Services — 18.2%
5,000	American International Group Inc.		181,970		270,100
4,000	Bank of America Corp.		49,700		68,200
3,500	Citigroup Inc.		160,807		181,370
2,800	CME Group Inc.		164,453		223,874


Shares		Cost		Market Value
3,400	JPMorgan Chase & Co.	.$	159,068	$	204,816
6,000	The Blackstone Group LP		202,290		188,880
4,000	U.S. Bancorp		131,903		167,320
5,000	Wells Fargo & Co.		157,923		259,350

			1,208,114		1,563,910

	Food and Beverage — 2.3%
2,000	General Mills Inc.		58,976		100,900
1,000	PepsiCo Inc.		54,570		93,090

			113,546		193,990

	Health Care — 14.5%
1,500	AbbVie Inc.		40,989		86,640
2,000	AstraZeneca plc, ADR		85,794		142,880
1,783	Bristol-Myers Squibb Co.		51,086		91,254
1,000	Eli Lilly & Co.		43,784		64,850
1,500	Johnson & Johnson		85,403		159,885
3,000	Merck & Co. Inc.		132,674		177,840
5,264	Pfizer Inc.		111,058		155,656
2,000	Sanofi, ADR		101,714		112,860
6,858	Zoetis Inc.		196,452		253,403

			848,954		1,245,268

	Machinery — 2.1%
5,000	Xylem Inc.		132,724		177,450

	Metals and Mining — 3.6%
5,000	Barrick Gold Corp.		91,137		73,300
5,000	Freeport-McMoRan Inc.		189,000		163,250
3,000	Newmont Mining Corp.		147,074		69,150

			427,211		305,700

	Paper and Forest Products — 2.6%
4,700	International Paper Co.		134,673		224,378

	Pharmaceuticals — 1.2%
1,000	Gilead Sciences Inc.†		72,102		106,450

	Real Estate Investment Trusts — 1.3%
5,000	Starwood Property Trust Inc.		89,451		109,800

	Retail — 6.8%
7,000	Best Buy Co. Inc.		182,263		235,130
6,500	Hertz Global Holdings Inc.†		183,791		165,035
2,000	The Home Depot Inc.		79,247		183,480

			445,301		583,645

	Services — 1.0%
4,000	Weatherford International plc†		83,668		83,200

	Specialty Chemicals — 2.8%
2,200	E. I. du Pont de Nemours and Co.		104,556		157,872
2,000	H.B. Fuller Co.		76,354		79,400

			180,910		237,272

	Telecommunications — 1.9%
3,315	Verizon Communications Inc.		142,414		165,717

	TOTAL COMMON STOCKS		6,409,703		8,504,550

	TOTAL INVESTMENTS — 99.0%	$	6,409,703		8,504,550

	Other Assets and Liabilities (Net) — 1.0%				83,260

	NET ASSETS — 100.0%			$	8,587,810

†	Non-income producing security.

ADR	American Depositary Receipt

See accompanying notes to financial statements.

TETON Westwood Equity Fund

Schedule of Investments — September 30, 2014


Shares		Cost		Market Value
	COMMON STOCKS — 98.0%
	Aerospace — 6.3%
14,400	Raytheon Co.	$	1,350,739	$	1,463,328
11,300	The Boeing Co.		1,143,892		1,439,394
13,100	United Technologies Corp.		1,399,129		1,383,360

			3,893,760		4,286,082

	Banking — 14.5%
132,100	Bank of America Corp.		1,401,376		2,252,305
25,700	Capital One Financial Corp.		1,650,510		2,097,634
25,400	CIT Group Inc.		821,437		1,167,384
36,884	JPMorgan Chase & Co.		1,578,226		2,221,892
40,700	Wells Fargo & Co.		1,504,094		2,111,109

			6,955,643		9,850,324

	Business Services — 3.5%
7,000	FedEx Corp.		923,392		1,130,150
14,997	MSC Industrial Direct Co. Inc., Cl. A		1,260,147		1,281,644

			2,183,539		2,411,794

	Cable and Satellite — 3.7%
19,400	AMC Networks Inc., Cl. A†		1,385,121		1,133,348
26,100	Comcast Corp., Cl. A		481,560		1,403,658

			1,866,681		2,537,006

	Communications Equipment — 3.8%
45,300	ARRIS Group Inc.†		1,397,893		1,284,481
17,700	QUALCOMM Inc.		1,171,730		1,323,429

			2,569,623		2,607,910

	Computer Hardware — 2.1%
14,000	Apple Inc.		1,063,400		1,410,500

	Computer Software and Services — 2.0%
24,000	eBay Inc.†		1,299,245		1,359,120

	Consumer Products — 2.0%
20,700	Colgate-Palmolive Co.		1,182,031		1,350,054

	Consumer Services — 1.0%
10,100	IAC/InterActiveCorp		521,527		665,590

	Diversified Industrial — 3.1%
22,400	Honeywell International Inc.		1,323,857		2,085,888

	Electronics — 1.8%
15,700	WESCO International Inc.†		1,242,820		1,228,682

	Energy and Energy Services — 1.8%
12,100	EOG Resources Inc.		1,029,308		1,198,142

	Energy: Integrated — 1.9%
13,900	NextEra Energy Inc.		1,062,078		1,304,932

	Energy: Natural Gas — 0.8%
6,200	EQT Corp.		312,207		567,548

	Energy: Oil — 5.8%
10,800	Chevron Corp.		739,557		1,288,656
13,900	Exxon Mobil Corp.		1,197,591		1,307,295
13,810	Occidental Petroleum Corp.		1,114,319		1,327,832

			3,051,467		3,923,783

	Entertainment — 4.8%
26,800	Time Warner Inc.		1,581,274		2,015,628


Shares		Cost		Market Value
16,300	Viacom Inc., Cl. B	$	954,473	$	1,254,122

			2,535,747		3,269,750

	Financial Services — 6.9%
25,500	American International Group Inc.		897,767		1,377,510
36,900	Invesco Ltd.		1,338,177		1,456,812
12,600	MetLife Inc.		680,314		676,872
31,100	The Hartford Financial Services Group Inc.		739,878		1,158,475

			3,656,136		4,669,669

	Food and Beverage — 6.5%
19,500	General Mills Inc.		759,713		983,775
19,700	McCormick & Co. Inc., Non-Voting		1,333,727		1,317,930
15,900	PepsiCo Inc.		989,029		1,480,131
6,600	The J.M. Smucker Co.		679,366		653,334

			3,761,835		4,435,170

	Health Care — 10.2%
34,400	Abbott Laboratories		1,209,560		1,430,696
11,800	Becton, Dickinson and Co.		1,277,590		1,342,958
14,600	Cigna Corp.		1,286,120		1,324,074
20,500	Express Scripts Holding Co.†		1,267,630		1,447,915
13,400	Johnson & Johnson		1,165,600		1,428,306

			6,206,500		6,973,949

	Retail — 6.3%
5,145	Advance Auto Parts Inc.		425,736		670,393
36,400	Target Corp.		2,296,654		2,281,552
15,000	The Home Depot Inc.		1,203,871		1,376,100

			3,926,261		4,328,045

	Semiconductors — 1.9%
22,200	Skyworks Solutions Inc.		814,091		1,288,710

	Telecommunications — 5.1%
44,500	Amdocs Ltd.		1,711,586		2,041,660
28,500	Verizon Communications Inc.		1,406,679		1,424,715

			3,118,265		3,466,375

	Transportation — 2.2%
14,100	Union Pacific Corp.		513,630		1,528,722

	TOTAL COMMON STOCKS		54,089,651		66,747,745

	SHORT TERM INVESTMENT — 2.2%
	Mutual Fund — 2.2%
1,502,210	Dreyfus Cash Management, 0.030%*		1,502,210		1,502,210

	TOTAL INVESTMENTS — 100.2%	$	55,591,861		68,249,955

	Other Assets and Liabilities (Net) — (0.2)%				(111,112	)

	NET ASSETS — 100.0%			$	68,138,843

†	Non-income producing security.

*	Current yield.

See accompanying notes to financial statements.

TETON Westwood Balanced Fund

Schedule of Investments — September 30, 2014


Shares			Cost		Market Value
		COMMON STOCKS — 62.4%
		Aerospace — 3.7%
	10,500	Raytheon Co.	$	985,275	$	1,067,010
	8,100	The Boeing Co.		770,751		1,031,778
	9,400	United Technologies Corp.		978,492		992,640

				2,734,518		3,091,428

		Banking — 8.8%
	90,100	Bank of America Corp.		559,023		1,536,205
	18,300	Capital One Financial Corp.		1,127,528		1,493,646
	19,900	CIT Group Inc.		642,067		914,604
	27,796	JPMorgan Chase & Co.		1,063,873		1,674,431
	32,700	Wells Fargo & Co.		1,109,869		1,696,149

				4,502,360		7,315,035

		Business Services — 1.1%
	5,700	FedEx Corp.		748,999		920,265

		Cable and Satellite — 2.2%
	13,300	AMC Networks Inc., Cl. A†		952,025		776,986
	19,600	Comcast Corp., Cl. A		363,281		1,054,088

				1,315,306		1,831,074


		Communications Equipment — 2.3%
	32,900	ARRIS Group Inc.†		1,013,268		932,879
	13,700	QUALCOMM Inc.		906,346		1,024,349

				1,919,614		1,957,228

		Computer Hardware — 1.2%
	10,150	Apple Inc.		769,813		1,022,612

		Computer Software and Services — 1.2%
	17,500	eBay Inc.†		947,512		991,025

		Consumer Products — 1.4%
	18,400	Colgate-Palmolive Co.		1,049,365		1,200,048

		Consumer Services — 0.8%
	9,500	IAC/InterActiveCorp.		503,400		626,050

		Diversified Industrial — 1.8%
	15,925	Honeywell International Inc.		945,457		1,482,936

		Electronics — 1.1%
	11,800	WESCO International Inc.†		928,138		923,468

		Energy and Energy Services — 1.2%
	10,000	EOG Resources Inc.		865,832		990,200

		Energy: Integrated — 1.5%
	13,700	NextEra Energy Inc.		1,043,966		1,286,156

		Energy: Natural Gas — 0.7%
	6,400	EQT Corp.		334,857		585,856

		Energy: Oil — 3.8%
	9,400	Chevron Corp.		621,814		1,121,608
	10,700	Exxon Mobil Corp.		928,158		1,006,335
	10,700	Occidental Petroleum Corp.		849,183		1,028,805


				2,399,155		3,156,748

		Entertainment — 3.0%
	19,500	Time Warner Inc.		967,239		1,466,595
	13,100	Viacom Inc., Cl. B		766,503		1,007,914


				1,733,742		2,474,509

		Equipment and Supplies — 1.2%
	11,500	MSC Industrial Direct Co. Inc., Cl. A		963,427		982,790

		Financial Services — 4.6%
	21,400	American International Group Inc.		715,595		1,156,028
	27,500	Invesco Ltd.		998,493		1,085,700
	10,000	MetLife Inc.		488,187		537,200


Shares			Cost		Market Value
	27,600	The Hartford Financial Services Group Inc.	$	653,468	$	1,028,100

				2,855,743		3,807,028

		Food and Beverage — 4.4%
	15,900	General Mills Inc.		619,889		802,155
	15,300	McCormick & Co. Inc., Non-Voting		1,033,549		1,023,570
	14,500	PepsiCo Inc.		893,634		1,349,805
	4,800	The J.M. Smucker Co.		494,156		475,152

				3,041,228		3,650,682

		Health Care — 6.4%
	27,200	Abbott Laboratories		946,605		1,131,248
	9,100	Becton, Dickinson and Co.		983,093		1,035,671
	10,600	Cigna Corp.		926,398		961,314
	16,500	Express Scripts Holding Co.†		1,021,819		1,165,395
	9,800	Johnson & Johnson		839,616		1,044,582

				4,717,531		5,338,210

		Retail — 3.9%
	3,665	Advance Auto Parts Inc.		303,220		477,549
	26,700	Target Corp.		1,673,619		1,673,556
	12,400	The Home Depot Inc.		994,370		1,137,576

				2,971,209		3,288,681

		Semiconductors — 1.4%
	20,600	Skyworks Solutions Inc.		749,778		1,195,830

		Telecommunications — 3.1%
	34,000	Amdocs Ltd.		1,302,884		1,559,920
	20,500	Verizon Communications Inc.		1,011,816		1,024,795


				2,314,700		2,584,715

		Transportation — 1.6%
	12,200	Union Pacific Corp.		416,012		1,322,724


		TOTAL COMMON STOCKS		40,771,662		52,025,298


Principal Amount
		CORPORATE BONDS — 16.8%
		Banking — 4.8%
$	750,000	Barclays Bank plc, Ser. 1, 5.000%, 09/22/16		761,442		805,491
	1,125,000	Citigroup Inc., MTN, 5.500%, 10/15/14		1,125,037		1,125,037
	750,000	JPMorgan Chase & Co., 6.300%, 04/23/19		762,923		870,476
	600,000	The Goldman Sachs Group Inc., MTN, 3.850%, 07/08/24		600,368		597,180
	600,000	Wells Fargo & Co., MTN, 3.500%, 03/08/22		615,947		613,895


				3,865,717		4,012,079

		Computer Hardware — 0.8%
	650,000	International Business Machines Corp., 2.900%, 11/01/21		659,159		657,513

		Consumer Products — 1.5%
	500,000	Colgate-Palmolive Co., MTN, 2.100%, 05/01/23		494,563		469,346
	800,000	Costco Wholesale Corp., 1.700%, 12/15/19		790,262		782,290


				1,284,825		1,251,636

See accompanying notes to financial statements.

TETON Westwood Balanced Fund

Schedule of Investments (Continued) — September 30, 2014


Principal Amount			Cost		Market Value
		CORPORATE BONDS (Continued)
		Diversified Industrial — 1.0%
	$ 800,000	John Deere Capital Corp., MTN, 1.950%, 12/13/18	$	801,877	$	799,130

		Electronics — 1.8%
	1,000,000	Intel Corp., 3.300%, 10/01/21		1,030,664		1,030,097
	500,000	Texas Instruments Inc., 1.650%, 08/03/19		498,680		486,841

				1,529,344		1,516,938

		Energy: Oil — 3.6%
	1,000,000	Anadarko Petroleum Corp., 5.950%, 09/15/16		992,762		1,091,317
	500,000	Marathon Oil Corp., 5.900%, 03/15/18		501,191		565,779
	800,000	Occidental Petroleum Corp., 2.700%, 02/15/23		747,641		769,241
	500,000	XTO Energy Inc., 6.500%, 12/15/18		539,361		592,425

				2,780,955		3,018,762

		Financial Services — 1.2%
	950,000	ACE INA Holdings Inc., 5.600%, 05/15/15		952,953		979,928

		Real Estate Investment Trusts — 0.8%
	700,000	Vornado Realty LP, 4.250%, 04/01/15		699,675		706,452

		Transportation — 1.3%
	1,000,000	Burlington Northern Santa Fe LLC, 5.650%, 05/01/17		994,180		1,109,406

		TOTAL CORPORATE BONDS		13,568,685		14,051,844

		U.S. GOVERNMENT AGENCY OBLIGATIONS — 9.4%
		Federal Home Loan Mortgage Corp. — 4.6%
	800,000	1.750%, 09/10/15		810,867		811,778
	1,500,000	3.750%, 03/27/19		1,497,101		1,624,931
	600,000	1.750%, 05/30/19		593,954		598,582
	800,000	2.375%, 01/13/22		800,000		795,903

				3,701,922		3,831,194

		Federal National Mortgage Association — 4.8%
	1,500,000	5.000%, 04/15/15		1,505,214		1,539,657
	800,000	0.625%, 08/26/16		801,714		800,663
	800,000	1.125%, 04/27/17		804,218		804,222
	775,000	5.375%, 06/12/17		799,064		865,153


				3,910,210		4,009,695

		TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS		7,612,132		7,840,889


Principal Amount			Cost		Market Value
		U.S. GOVERNMENT OBLIGATIONS — 6.8%
		U.S. Treasury Inflation Indexed Notes — 4.5%
	$1,415,700	2.500%, 07/15/16	$	1,416,286	$	1,503,628
	998,730	2.125%, 01/15/19		1,008,738		1,091,737
	1,101,770	1.375%, 01/15/20		1,129,570		1,172,696

				3,554,594		3,768,061

		U.S. Treasury Notes — 2.3%
	1,000,000	3.625%, 08/15/19		1,013,701		1,087,227
	750,000	3.375%, 11/15/19		810,476		807,686

				1,824,177		1,894,913


		TOTAL U.S. GOVERNMENT OBLIGATIONS		5,378,771		5,662,974


Shares
		SHORT TERM INVESTMENT — 5.1%
		Mutual Fund — 5.1%
	4,262,082	Dreyfus Cash Management, 0.030%*		4,262,082		4,262,082


		TOTAL INVESTMENTS — 100.5%	$	71,593,332		83,843,087

		Other Assets and Liabilities (Net) — (0.5)%				(424,725	)

		NET ASSETS — 100.0%			$	83,418,362

†	Non-income producing security.

*	Current yield.

MTN Medium Term Note

See accompanying notes to financial statements.

TETON Westwood Intermediate Bond Fund

Schedule of Investments (Continued) — September 30, 2014


Principal Amount			Cost		Market Value
		CORPORATE BONDS — 43.2%
		Aerospace — 1.1%
	$ 200,000	The Boeing Co., 6.000%, 03/15/19	$	202,856	$	232,557

		Automotive — 1.7%
	350,000	Toyota Motor Credit Corp., MTN, 1.750%, 05/22/17		353,055		354,670


		Banking — 5.0%
	300,000	Bank of America Corp., MTN, Ser. L, 5.650%, 05/01/18		331,160		333,962
	225,000	Barclays Bank plc, Ser. 1, 5.000%, 09/22/16		225,376		241,647
	250,000	Citigroup Inc., MTN, 5.500%, 10/15/14		250,008		250,008
	200,000	JPMorgan Chase & Co., 6.300%, 04/23/19		199,299		232,127

				1,005,843		1,057,744

		Computer Hardware — 3.1%
	300,000	Apple Inc., 0.489%, 05/03/18(a)		300,560		300,702
	360,000	International Business Machines Corp., 2.900%, 11/01/21		365,072		364,161

				665,632		664,863

		Computer Software and Services — 3.1%
	250,000	Microsoft Corp., 1.625%, 09/25/15		249,885		253,392
	400,000	Oracle Corp., 3.625%, 07/15/23		400,209		411,282

				650,094		664,674

		Consumer Products — 1.8%
	400,000	Costco Wholesale Corp., 1.700%, 12/15/19		395,131		391,145

		Diversified Industrial — 3.3%
	400,000	General Electric Capital Corp., 1.625%, 07/02/15		402,501		403,879
	300,000	John Deere Capital Corp., MTN, 1.950%, 12/13/18		302,346		299,674

				704,847		703,553

		Electronics — 2.4%
	200,000	Arrow Electronics Inc., 6.000%, 04/01/20		199,866		226,980
	300,000	Texas Instruments Inc., 1.650%, 08/03/19		299,201		292,105

				499,067		519,085

		Energy and Utilities: Electric — 1.5%
	275,000	Dominion Resources Inc., 6.400%, 06/15/18		305,355		316,631

		Energy and Utilities: Oil — 5.7%
	200,000	Anadarko Petroleum Corp., 5.950%, 09/15/16		198,558		218,263
	125,000	Marathon Oil Corp., 5.900%, 03/15/18		125,298		141,445
	400,000	Murphy Oil Corp., 2.500%, 12/01/17		401,709		406,599
	200,000	Total Capital SA, 3.000%, 06/24/15		202,376		203,887


Principal Amount			Cost		Market Value
	$ 200,000	XTO Energy Inc., 6.500%, 12/15/18	$	215,744	$	236,970

				1,143,685		1,207,164

		Financial Services — 3.6%
	175,000	ACE INA Holdings Inc., 5.600%, 05/15/15		174,863		180,513
	260,000	International Bank for Reconstruction & Development, 8.625%, 10/15/16		270,908		300,131
	275,000	Merrill Lynch & Co. Inc., MTN, Ser. C, 5.000%, 01/15/15		275,010		278,581

				720,781		759,225

		Food and Beverage — 2.8%
	275,000	Bottling Group LLC, 5.125%, 01/15/19		305,892		308,024
	250,000	Mondelēz International Inc., 5.375%, 02/10/20		252,698		283,772

				558,590		591,796

		Health Care — 1.5%
	325,000	Teva Pharmaceutical Finance IV BV, 3.650%, 11/10/21		329,768		330,846

		Real Estate Investment Trusts — 1.2%
	250,000	Vornado Realty LP, 4.250%, 04/01/15		249,897		252,304

		Semiconductors — 1.7%
	350,000	Intel Corp., 3.300%, 10/01/21		349,393		360,534

		Telecommunications — 2.4%
	500,000	AT&T Inc., 1.700%, 06/01/17		505,264		504,441

		Transportation — 1.3%
	200,000	Burlington Northern Santa Fe LLC, 5.650%, 05/01/17		199,687		221,881
	65,000	CSX Corp., 6.250%, 04/01/15		64,997		66,861


				264,684		288,742


		TOTAL CORPORATE BONDS		8,903,942		9,199,974

		U.S. GOVERNMENT AGENCY OBLIGATIONS — 32.0%
		Federal Home Loan Bank — 1.3%
	250,000	5.375%, 05/18/16, Ser. 656		250,332		269,839

		Federal Home Loan Mortgage Corp. — 13.3%
	900,000	1.750%, 09/10/15		911,505		913,251
	325,000	5.250%, 04/18/16		335,200		348,994
	600,000	3.750%, 03/27/19		626,234		649,972
	450,000	1.750%, 05/30/19		445,465		448,936
	475,000	2.375%, 01/13/22		475,000		472,568


				2,793,404		2,833,721

		Federal National Mortgage Association — 16.8%
	700,000	2.625%, 11/20/14		701,979		701,979
	600,000	5.000%, 04/15/15		608,782		615,863
	650,000	2.375%, 07/28/15		658,808		661,677
	450,000	0.625%, 08/26/16		450,964		450,373
	800,000	1.125%, 04/27/17		805,982		804,222
	275,000	5.375%, 06/12/17		283,539		306,990

See accompanying notes to financial statements.

TETON Westwood Intermediate Bond Fund

Schedule of Investments (Continued) — September 30, 2014


Principal Amount			Cost		Market Value
		U.S. GOVERNMENT AGENCY OBLIGATIONS (Continued)
		Federal National Mortgage Association (Continued)
	$ 20,582	Pool #745122, 5.500%, 09/01/20	$	20,453	$	22,384
	18,673	Pool #255554, 5.500%, 01/01/35		18,796		20,934

				3,549,303		3,584,422

		Government National Mortgage Association — 0.6%
	8,491	Pool #562288, 6.000%, 12/15/33		8,568		9,822
	26,084	Pool #604946, 5.500%, 01/15/34		26,253		29,802
	18,746	Pool #604970, 5.500%, 01/15/34		18,828		21,068
	31,346	Pool #003747, 5.000%, 08/20/35		31,112		34,874
	28,578	Pool #550728, 5.500%, 11/15/35		28,569		31,976

				113,330		127,542

		TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS		6,706,369		6,815,524

		U.S. GOVERNMENT OBLIGATIONS — 17.6%
		U.S. Treasury Inflation Indexed Notes — 8.7%
	324,431	2.500%, 07/15/16		324,572		344,581
	331,461	1.375%, 07/15/18		313,483		352,320
	305,169	2.125%, 01/15/19		308,018		333,586
	330,531	1.375%, 01/15/20		343,904		351,809
	388,395	2.500%, 01/15/29		406,945		474,449

				1,696,922		1,856,745


Principal Amount			Cost		Market Value
		U.S. Treasury Notes — 8.0%
	$ 675,000	3.250%, 05/31/16	$	706,853	$	706,482
	275,000	3.500%, 02/15/18		275,166		295,023
	650,000	3.375%, 11/15/19		667,271		699,994

				1,649,290		1,701,499

		U.S. Treasury Bonds — 0.9%
	150,000	5.375%, 02/15/31		165,240		198,598

		TOTAL U.S. GOVERNMENT OBLIGATIONS		3,511,452		3,756,842

Shares
		SHORT TERM INVESTMENT — 8.2%
		Mutual Fund — 8.2%
	1,740,090	Dreyfus Cash Management, 0.030%*		1,740,090		1,740,090

		TOTAL INVESTMENTS —101.0%	$	20,861,853		21,512,430

		Other Assets and Liabilities (Net) — (1.0)%				(202,541	)

		NET ASSETS — 100.0%			$	21,309,889

(a)	Variable rate security. Rate shown is the effective rate as of September 30, 2014.

*	Current yield.

MTN Medium Term Note

See accompanying notes to financial statements.

TETON Westwood Funds

Statements of Assets and Liabilities

September 30, 2014


	Mighty Mites Fund	SmallCap Equity Fund	Mid-Cap Equity Fund	Income Fund
Assets:
Investments, at value (cost $964,654,157, $33,031,789, $4,759,539, and $6,409,703, respectively)	$1,213,497,136	$41,394,624	$5,014,150	$8,504,550
Investments in affiliates, at value (cost $29,225,726)	56,851,554	—	—	—
Cash	4,633	47,637	71,315	91,661
Receivable for Fund shares sold	7,247,266	6,691	2,401	9,052
Receivable for investments sold	40,912	301,769	—	—
Receivable from Adviser	—	—	13,249	—
Dividends and interest receivable	450,102	26,222	4,378	8,590
Prepaid expenses	48,895	15,757	8,077	20,226

Total Assets	1,278,140,498	41,792,700	5,113,570	8,634,079

Liabilities:
Payable for investments purchased	5,775,581	273,781	134,323	—
Payable for Fund shares redeemed	2,038,454	87,373	—	—
Distributions payable	—	—	—	—
Payable for investment advisory fees	1,068,126	32,162	—	4,409
Payable for distribution fees	333,437	8,919	810	2,604
Payable for accounting fees	15,000	—	—	—
Payable for payroll expenses	—	—	445	—
Payable for legal and audit fees	69,111	34,160	20,182	24,959
Payable for shareholder communications expenses	—	—	—	7,183
Other accrued expenses	456,709	22,497	13,031	7,114

Total Liabilities	9,756,418	458,892	168,791	46,269

Net Assets	$1,268,384,080	$41,333,808	$4,944,779	$8,587,810

Net Assets Consist of:
Paid-in capital	$983,123,291	$31,629,874	$4,639,171	$8,096,156
Accumulated net investment income/(loss)	(10,760,258)	(113,892)	296	4,261
Accumulated net realized gain/(loss) on investments and foreign currency transactions	19,553,007	1,454,991	50,701	(1,607,454)
Net unrealized appreciation on investments	276,468,807	8,362,835	254,611	2,094,847
Net unrealized depreciation on foreign currency translations	(767)	—	—	—

Net Assets	$1,268,384,080	$41,333,808	$4,944,779	$8,587,810

Shares of Beneficial Interest, each at $0.001 par value; unlimited number of shares authorized: Class AAA:
Net assets	$365,022,294	$15,649,133	$1,679,123	$6,239,372
Shares of beneficial interest outstanding	15,864,762	762,528	145,490	529,357
Net Asset Value, offering, and redemption price per share	$23.01	$20.52	$11.54	$11.79
Class A:
Net assets	$175,107,658	$4,269,427	$681,994	$1,013,166
Shares of beneficial interest outstanding	7,798,753	212,982	59,275	83,163
Net Asset Value and redemption price per share	$22.45	$20.05	$11.51	$12.18
Maximum offering price per share (NAV ÷ 0.96, based on maximum sales charge of 4.00% of the offering price)	$23.39	$20.89	$11.99	$12.69
Class C:
Net assets	$208,795,170	$4,185,589	$238,690	$1,045,282
Shares of beneficial interest outstanding	10,212,682	225,535	20,881	80,148
Net Asset Value and offering price per share(a)	$20.44	$18.56	$11.43	$13.04
Class I:
Net assets	$519,458,958	$17,229,659	$2,344,972	$289,990
Shares of beneficial interest outstanding	22,319,777	826,421	202,666	24,570
Net Asset Value, offering, and redemption price per share	$23.27	$20.85	$11.57	$11.80

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

See accompanying notes to financial statements.

TETON Westwood Funds

Statements of Assets and Liabilities (Continued)

September 30, 2014


Assets:	Equity Fund		Balanced Fund	Intermediate Bond Fund
Investments, at value (cost $55,591,861, $71,593,332, and $20,861,853, respectively)		$68,249,955	$83,843,087		$21,512,430
Investments in affiliates, at value		—	—		—
Cash		—	—		362
Receivable for Fund shares sold		15,403	20,181		26,019
Receivable for investments sold		1,351,271	985,944		—
Receivable from Adviser		—	—		—
Dividends and interest receivable		62,830	309,857		180,531
Prepaid expenses		17,943	20,528		15,623

Total Assets		69,697,402	85,179,597		21,734,965		��

Liabilities:
Payable for investments purchased		1,299,245	1,614,629		369,480
Payable for Fund shares redeemed		110,368	567		5,482
Distributions payable		—	—		508
Payable for investment advisory fees		56,963	51,998		4,241
Payable for distribution fees		14,669	21,475		1,788
Payable for accounting fees		15,000	15,000		—
Payable for payroll expenses		—	—		—
Payable for legal and audit fees		26,733	27,015		27,996
Payable for shareholder communications expenses		—	—		—
Other accrued expenses		35,581	30,551		15,581

Total Liabilities		1,558,559	1,761,235		425,076

Net Assets		$68,138,843	$83,418,362		$21,309,889

Net Assets Consist of:
Paid-in capital		$48,969,785	$65,227,345		$20,662,472
Accumulated net investment income/(loss)		189,835	—		99
Accumulated net realized gain/(loss) on investments and foreign currency transactions		6,321,129	5,941,262		(3,259	)
Net unrealized appreciation on investments		12,658,094	12,249,755		650,577
Net unrealized appreciation on foreign currency translations		—	—		—

Net Assets		$68,138,843	$83,418,362		$21,309,889

Shares of Beneficial Interest, each at $0.001 par value; unlimited number of shares authorized:
Class AAA:
Net assets		$60,587,249	$69,187,557		$5,173,872
Shares of beneficial interest outstanding		4,440,090	5,358,474		446,393
Net Asset Value, offering, and redemption price per share		$13.65	$12.91		$11.59
Class A:
Net assets		$3,329,292	$6,442,974		$927,976
Shares of beneficial interest outstanding		244,549	496,689		80,150
Net Asset Value and redemption price per share		$13.61	$12.97		$11.58
Maximum offering price per share (NAV ÷ 0.96, based on maximum sales charge of 4.00% of the offering price)		$14.18	$13.51		$12.06
Class C:
Net assets		$675,928	$5,349,940		$503,374
Shares of beneficial interest outstanding		51,298	407,895		45,709
Net Asset Value and offering price per share(a)		$13.18	$13.12		$11.01
Class I:
Net assets		$3,546,374	$2,437,891		$14,704,667
Shares of beneficial interest outstanding		260,093	188,985		1,268,008
Net Asset Value, offering, and redemption price per share		$13.64	$12.90		$11.60

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

See accompanying notes to financial statements.

TETON Westwood Funds

Statements of Operations

For the Year Ended September 30, 2014



	Mighty Mites Fund			SmallCap Equity Fund	Mid-Cap Equity Fund			Income Fund
Investment Income:
Dividends - unaffiliated (net of foreign withholding taxes of $41,376, $445, $198, and $1,941, respectively)	$	5,490,946		$ 509,173	$	37,664		$ 342,600
Dividends - affiliated		628,994		—		—		—
Interest		214,720		650		88		207

Total Investment Income		6,334,660		509,823		37,752		342,807

Expenses:
Investment advisory fees		12,676,410		443,389		33,389		88,156
Distribution fees - Class AAA		1,265,229		49,314		3,108		16,051
Distribution fees - Class A		863,489		24,183		1,830		4,840
Distribution fees - Class C		2,037,171		44,421		1,483		11,786
Accounting fees		45,000		—		—		—
Custodian fees		201,714		11,542		23,954		5,043
Interest expense		—		—		236		—
Legal and audit fees		85,729		35,946		20,418		25,560
Offering expenses		—		—		25,802		—
Payroll expenses		—		—		1,481		—
Registration expenses		125,585		41,303		10,266		43,195
Shareholder communications expenses		350,735		15,702		6,630		11,599
Shareholder services fees		1,152,754		26,602		5,920		8,231
Trustees’ fees		67,625		2,499		156		505
Miscellaneous expenses		61,455		10,056		5,845		8,607

Total Expenses		18,932,896		704,957		140,518		223,573

Less:
Fees waived or expenses reimbursed by Adviser (See Note 3)		—		(32,802)		(92,134	)	(36,616)
Advisory fee reduction on unsupervised assets (Note 3)		(76,140	)	—		—		—
Custodian fee credits		—		—		—		—

Total Reimbursements and Reductions		(76,140	)	(32,802)		(92,134	)	(36,616)

Net Expenses		18,856,756		672,155		48,384		186,957

Net Investment Income/(Loss)		(12,522,096	)	(162,332)		(10,632	)	155,850

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency:
Net realized gain on investments - unaffiliated		28,138,708		2,853,146		51,231		653,324
Net realized gain on investments - affiliated		445,093		—		—		—
Net realized loss on foreign currency transactions		(3,148	)	—		—		—

Net realized gain on investments and foreign currency transactions		28,580,653		2,853,146		51,231		653,324

Net change in unrealized appreciation/depreciation:
on investments		(305,940	)	(1,101,155)		175,605		420,235
on foreign currency translations		(1,308	)	—		—		—

Net change in unrealized appreciation/depreciation on investments and foreign currency translations		(307,248	)	(1,101,155)		175,605		420,235

Net Realized and Unrealized Gain on Investments and Foreign Currency		28,273,405		1,751,991		226,836		1,073,559

Net Increase in Net Assets Resulting from Operations	$	15,751,309		$1,589,659	$	216,204		$1,229,409

See accompanying notes to financial statements.

TETON Westwood Funds

Statements of Operations (Continued)

For the Year Ended September 30, 2014


	Equity Fund			Balanced Fund	Intermediate Bond Fund
Investment Income:
Dividends - unaffiliated (net of foreign withholding taxes of $0, $0, and $0, respectively)	$	1,407,342		$1,050,985	$	528
Dividends - affiliated		—		—		—
Interest		—		923,641		510,816

Total Investment Income		1,407,342		1,974,626		511,344

Expenses:
Investment advisory fees		717,376		633,570		132,511
Distribution fees - Class AAA		164,053		178,283		15,525
Distribution fees - Class A		16,451		32,134		3,292
Distribution fees - Class C		7,499		53,520		6,825
Accounting fees		45,000		45,000		—
Custodian fees		17,737		19,595		7,048
Interest expense		303		—		—
Legal and audit fees		28,039		28,933		29,373
Offering expenses		—		—		—
Payroll expenses		—		—		—
Registration expenses		52,340		52,952		46,317
Shareholder communications expenses		28,547		26,531		10,868
Shareholder services fees		58,060		54,866		12,450
Trustees’ fees		4,111		4,836		1,267
Miscellaneous expenses		11,179		11,916		9,070

Total Expenses		1,150,695		1,142,136		274,546

Less:
Fees waived or expenses reimbursed by Adviser (See Note 3)		—		—		(83,262	)
Advisory fee reduction on unsupervised assets (Note 3)		—		—		—
Custodian fee credits		—		(19,595)		—

Total Reimbursements and Credits		—		(19,595)		(83,262	)

Net Expenses		1,150,695		1,122,541		191,284

Net Investment Income		256,647		852,085		320,060

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency:
Net realized gain on investments - unaffiliated		11,429,623		8,096,441		1,843
Net realized gain on investments - affiliated		—		—		—
Net realized loss on foreign currency transactions		—		—		—

Net realized gain on investments transactions		11,429,623		8,096,441		1,843

Net change in unrealized appreciation/depreciation:
on investments		(1,366,101	)	(1,069,693)		(162,532	)
on foreign currency translations		—		—		—

Net change in unrealized appreciation/depreciation on investments		(1,366,101	)	(1,069,693)		(162,532	)

Net Realized and Unrealized Gain/Loss on Investments		10,063,522		7,026,748		(160,689	)

Net Increase in Net Assets Resulting from Operations	$	10,320,169		$7,878,833	$	159,371

See accompanying notes to financial statements.

TETON Westwood Funds

Statements of Changes in Net Assets


	Mighty Mites Fund						SmallCap Equity Fund		Mid-Cap Equity Fund
	2014			2013			2014	2013	2014			2013(a)
Operations:
Net investment income/(loss)	$	(12,522,096	)	$	626,045		$(162,332)	$(23,125)	$	(10,632	)	$	(1,342	)
Net realized gain/(loss) on investments and foreign currency transactions		28,580,653			65,848,252		2,853,146	651,363		51,231			289
Net change in unrealized appreciation/depreciation on investments and foreign currency translations		(307,248	)		158,288,013		(1,101,155)	9,335,713		175,605			79,006

Net Increase/(Decrease) in Net Assets Resulting from Operations		15,751,309			224,762,310		1,589,659	9,963,951		216,204			77,953

Distributions to Shareholders:
Net investment income
Class AAA		—			(1,163,541	)	—	—		—			—
Class A		—			(182,178	)	—	—		—			—
Class B*		—			—		—	—		—			—
Class C		—			—		—	—		—			—
Class I		—			(1,213,298	)	—	(18,250)		(836	)		—

		—			(2,559,017	)	—	(18,250)		(836	)		—

Net realized gain
Class AAA		(28,607,652	)		(5,789,706	)	—	—		(205	)		—
Class A		(8,971,292	)		(1,631,680	)	—	—		(54	)		—
Class B*		(301	)		(81	)	—	—		—			—
Class C		(11,292,276	)		(2,128,714	)	—	—		(22	)		—
Class I		(17,271,524	)		(2,772,247	)	—	—		(348	)		—

		(66,143,045	)		(12,322,428	)	—	—		(629	)		—

Total Distributions to Shareholders		(66,143,045	)		(14,881,445	)	—	(18,250)		(1,465	)		—

Shares of Beneficial Interest Transactions:
Proceeds from shares issued
Class AAA		127,362,664			160,798,060		1,265,433	3,851,325		1,069,627			635,749
Class A		68,894,121			54,834,902		732,091	650,454		508,794			189,126
Class B*		2,760			—		—	—		—			—
Class C		78,226,583			54,048,432		250,511	343,040		156,348			73,990
Class I		343,011,332			135,506,181		5,987,464	3,225,462		1,076,761			1,101,734

		617,497,460			405,187,575		8,235,499	8,070,281		2,811,530			2,000,599

Proceeds from reinvestment of distributions
Class AAA		28,170,975			6,694,144		—	—		205			—
Class A		7,544,617			1,521,531		—	—		54			—
Class B*		302			81		—	—		—			—
Class C		8,388,483			1,647,595		—	—		22			—
Class I		10,456,110			2,307,004		—	6,057		1,184			—

		54,560,487			12,170,355		—	6,057		1,465			—

Cost of shares redeemed
Class AAA		(253,544,484	)		(67,722,877	)	(6,095,587)	(4,651,260)		(129,214	)		—
Class A		(33,455,166	)		(22,483,171	)	(1,305,181)	(2,608,488)		(32,293	)		—
Class B*		(6,131	)		(1,486	)	—	—		—			—
Class C		(27,914,687	)		(19,392,541	)	(651,867)	(2,254,817)		—			—
Class I		(92,388,557	)		(42,109,849	)	(2,830,578)	(5,689,423)		—			—

		(407,309,025	)		(151,709,924	)	(10,883,213)	(15,203,988)		(161,507	)		—

Net Increase/(Decrease) in Net Assets from Shares of Beneficial Interest Transactions		264,748,922			265,648,006		(2,647,714)	(7,127,650)		2,651,488			2,000,599

Redemption Fees		7,859			3,305		206	489		—			—

Net Increase/(Decrease) in Net Assets		214,365,045			475,532,176		(1,057,849)	2,818,540		2,866,227			2,078,552
Net Assets:
Beginning of period		1,054,019,035			578,486,859		42,391,657	39,573,117		2,078,552			—

End of period	$	1,268,384,080		$	1,054,019,035		$41,333,808	$42,391,657	$	4,944,779		$	2,078,552

Undistributed net investment income		—			—		—	—	$	296		$	789

(a)	The Mid-Cap Equity Fund commenced investment operations on May 31, 2013.

*	Class B Shares were fully redeemed and closed on January 27, 2014 for the Mighty Mites Fund, Balanced Fund, and Intermediate Bond Fund.

See accompanying notes to financial statements.

TETON Westwood Funds

Statements of Changes in Net Assets (Continued)


Income Fund		Equity Fund						Balanced Fund		Intermediate Bond Fund
2014	2013	2014			2013			2014	2013	2014			2013
$ 155,850	$ 46,665	$	256,647		$	381,600		$ 852,085	$ 1,013,181	$	320,060		$	310,685
653,324	282,210		11,429,623			8,927,942		8,096,441	6,790,222		1,843			(4,459	)
420,235	852,498		(1,366,101	)		4,268,428		(1,069,693)	2,582,764		(162,532	)		(761,956	)


1,229,409	1,181,373		10,320,169			13,577,970		7,878,833	10,386,167		159,371			(455,730	)



(113,919)	(46,737)		(224,436	)		(586,885	)	(762,439)	(920,053)		(80,310	)		(123,229	)
(15,373)	(2,916)		(2,454	)		(21,453	)	(51,219)	(53,325)		(11,391	)		(18,235	)
—	—		—			—		(1)	(18)		(6	)		(24	)
(17,119)	(1,136)		—			(1,694	)	(16,208)	(21,428)		(3,735	)		(5,793	)
(5,185)	(1,703)		(11,148	)		(52,873	)	(26,644)	(13,524)		(224,667	)		(168,457	)


(151,596)	(52,492)		(238,038	)		(662,905	)	(856,511)	(1,008,348)		(320,109	)		(315,738	)



—	—		—			—		(4,993,471)	—		—			(11,127	)
—	—		—			—		(418,931)	—		—			(2,177	)
—	—		—			—		(72)	—		—			(5	)
—	—		—			—		(363,637)	—		—			(1,949	)
—	—		—			—		(215,697)	—		—			(9,741	)


—	—		—			—		(5,991,808)	—		—			(24,999	)


(151,596)	(52,492)		(238,038	)		(662,905	)	(6,848,319)	(1,008,348)		(320,109	)		(340,737	)



1,108,013	2,391,019		1,649,660			3,161,295		5,761,575	6,066,643		945,719			1,225,024
64,620	529,953		282,199			208,950		1,995,064	1,100,436		234,913			1,301,024
—	—		—			—		—	—		—			—
188,020	243,251		32,091			32,176		452,031	2,033,264		243,159			286,380
121,172	100,221		2,014,865			270,386		3,500,327	212,282		6,140,869			5,162,576


1,481,825	3,264,444		3,978,815			3,672,807		11,708,997	9,412,625		7,564,660			7,975,004



107,093	44,097		211,867			554,580		5,581,690	886,356		76,690			128,739
14,770	2,658		2,358			20,692		399,032	43,395		8,696			15,113
—	—		—			—		73	18		4			29
16,786	1,113		—			1,454		341,143	18,839		3,305			7,099
5,159	1,634		6,205			11,674		237,178	12,907		150,457			2,294


143,808	49,502		220,430			588,400		6,559,116	961,515		239,152			153,274



(1,908,982)	(2,267,542)		(15,134,334	)		(20,612,357	)	(13,953,031)	(23,231,904)		(4,538,021	)		(3,527,680	)
(94,076)	(99,368)		(669,010	)		(797,465	)	(1,922,839)	(980,644)		(374,422	)		(1,557,515	)
—	—		—			—		(1,063)	(6,502)		(5,141	)		(15	)
(389,163)	(655,948)		(152,653	)		(263,906	)	(783,550)	(2,321,691)		(542,141	)		(1,222,092	)
(49,418)	(67,424)		(935,016	)		(3,153,115	)	(2,231,067)	(130,611)		(3,394,712	)		(2,201,117	)


(2,441,639)	(3,090,282)		(16,891,013	)		(24,826,843	)	(18,891,550)	(26,671,352)		(8,854,437	)		(8,508,419	)



(816,006)	223,664		(12,691,768	)		(20,565,636	)	(623,437)	(16,297,212)		(1,050,625	)		(380,141	)


476	208		—			—		—	—		—			—


262,283	1,352,753		(2,609,637	)		(7,650,571	)	407,077	(6,919,393)		(1,211,363	)		(1,176,608	)

8,325,527	6,972,774		70,748,480			78,399,051		83,011,285	89,930,678		22,521,252			23,697,860


$8,587,810	$ 8,325,527	$	68,138,843		$	70,748,480		$ 83,418,362	$ 83,011,285	$	21,309,889		$	22,521,252


$ 4,261	$ 4,785	$	189,835		$	171,874		—	$ 4,833	$	99			—

See accompanying notes to financial statements.

TETON Westwood Funds

Financial Highlights

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


				Income (Loss) from Investment Operations												Distributions to Shareholders																					Ratios to Average Net Assets/Supplemental Data
Year Ended September 30	Net Asset Value, Beginning of Year			Net Investment Income (Loss)(a)(b)				Net Realized and Unrealized Gain (Loss) on Investments				Total from Investment Operations				Net Investment Income				Net Realized Gain on Investments				Total Distributions				Redemption Fees(a)(c)			Net Asset Value, End of Year			Total Return†			Net Assets, End of Year (in 000’s)			Net Investment Income (Loss)(b)			Operating Expenses Net of Waivers/ Reimbursements/ Reductions			Operating Expenses Before Waivers/ Reimbursements/ Reductions(d)			Portfolio Turnover Rate
Mighty Mites Fund
Class AAA
2014		$	23.81		$	(0.22	)		$	0.80			$	0.58				—			$	(1.38	)		$	(1.38	)		$	0.00		$	23.01		2.2	%		$	365,022		(0.90	)%		1.41	%		1.42	%		14	%
2013			17.94			0.04				6.29				6.33			$	(0.08	)			(0.38	)			(0.46	)			0.00			23.81		36.2				476,112		0.19			1.41			1.43			15
2012			14.85			(0.10	)			3.54				3.44				—				(0.35	)			(0.35	)			0.00			17.94		23.6				277,666		(0.62	)		1.44			1.46			12
2011			15.81			(0.14	)			(0.34	)			(0.48	)			(0.06	)			(0.42	)			(0.48	)			0.00			14.85		(3.3	)			344,800		(0.79	)		1.46			1.48			20
2010			13.49			(0.10	)			2.42				2.32				—				(0.00	)(c)			(0.00	)(c)			0.00			15.81		17.2				261,810		(0.67	)		1.55			1.58			27
Class A
2014		$	23.32		$	(0.27	)		$	0.78			$	0.51				—			$	(1.38	)		$	(1.38	)		$	0.00		$	22.45		2.0	%		$	175,108		(1.16	)%		1.66	%		1.67	%		14	%
2013			17.59			(0.02	)			6.17				6.15			$	(0.04	)			(0.38	)			(0.42	)			0.00			23.32		35.8				139,464		(0.08	)		1.66			1.68			15
2012			14.61			(0.14	)			3.47				3.33				—				(0.35	)			(0.35	)			0.00			17.59		23.2				77,803		(0.87	)		1.69			1.71			12
2011			15.57			(0.18	)			(0.32	)			(0.50	)			(0.04	)			(0.42	)			(0.46	)			0.00			14.61		(3.5	)			64,457		(1.04	)		1.71			1.73			20
2010			13.32			(0.13	)			2.38				2.25				—				(0.00	)(c)			(0.00	)(c)			0.00			15.57		16.9				48,464		(0.91	)		1.80			1.83			27
Class C
2014		$	21.46		$	(0.36	)		$	0.72			$	0.36				—			$	(1.38	)		$	(1.38	)		$	0.00		$	20.44		1.4	%		$	208,795		(1.66	)%		2.16	%		2.17	%		14	%
2013			16.25			(0.10	)			5.69				5.59				—				(0.38	)			(0.38	)			0.00			21.46		35.3				160,852		(0.57	)		2.16			2.18			15
2012			13.59			(0.21	)			3.22				3.01				—				(0.35	)			(0.35	)			0.00			16.25		22.6				92,012		(1.37	)		2.19			2.21			12
2011			14.55			(0.25	)			(0.29	)			(0.54	)			—				(0.42	)			(0.42	)			0.00			13.59		(4.0	)			79,827		(1.57	)		2.21			2.23			20
2010			12.51			(0.19	)			2.23				2.04				—				(0.00	)(c)			(0.00	)(c)			0.00			14.55		16.3				40,297		(1.41	)		2.30			2.33			27
Class I
2014		$	24.02		$	(0.16	)		$	0.79			$	0.63				—			$	(1.38	)		$	(1.38	)		$	0.00		$	23.27		2.4	%		$	519,459		(0.67	)%		1.16	%		1.17	%		14	%
2013			18.13			0.08				6.35				6.43			$	(0.16	)			(0.38	)			(0.54	)			0.00			24.02		36.6				277,588		0.40			1.16			1.18			15
2012			14.98			(0.06	)			3.56				3.50				—				(0.35	)			(0.35	)			0.00			18.13		23.8				131,003		(0.38	)		1.19			1.21			12
2011			15.92			(0.10	)			(0.33	)			(0.43	)			(0.09	)			(0.42	)			(0.51	)			0.00			14.98		(3.0	)			53,767		(0.57	)		1.21			1.23			20
2010			13.55			(0.06	)			2.43				2.37				—				(0.00	)(c)			(0.00	)(c)			0.00			15.92		17.5				23,406		(0.41	)		1.30			1.33			27

†	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 applicable sales charges.

(a)	Per share data is calculated using the average shares outstanding method.

(b)	Due to capital share activity, net investment income (loss), per share and the ratio to average net assets are not necessarily correlated among the different classes of shares.

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

(d)	Before advisory fee reduction on unsupervised assets totaling 0.01%, 0.02%, 0.02%, 0.02%, and 0.03% of net assets for the years ended September 30, 2014, 2013, 2012, 2011, and 2010, respectively.

See accompanying notes to financial statements.

TETON Westwood Funds

Financial Highlights

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


				Income (Loss) from Investment Operations												Distributions to Shareholders																					Ratios to Average Net Assets/Supplemental Data
Year Ended September 30	Net Asset Value, Beginning of Year			Net Investment Income (Loss)(a)				Net Realized and Unrealized Gain (Loss) on Investments				Total From Investment Operations				Net Investment Income				Net Realized Gain on Investments				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 (Loss)			Operating Expenses Net of Waivers/ Reimbursements			Operating Expenses Before Waivers/ Reimbursements			Portfolio Turnover Rate
SmallCap Equity Fund
Class AAA
2014		$	19.83		$	(0.07	)		$	0.76			$	0.69				—				—				—			$	0.00		$	20.52		3.5	%		$	15,649		(0.35	)%		1.50	%		1.57	%		13	%
2013			15.32			(0.01	)			4.52				4.51				—				—				—				0.00			19.83		29.4				19,576		(0.05	)		1.50			1.63			12
2012			12.85			(0.03	)			2.87				2.84				—			$	(0.37	)		$	(0.37	)			0.00			15.32		22.5				16,170		(0.21	)		1.50			1.65			39
2011			13.36			(0.12	)			(0.39	)			(0.51	)			—				—				—				0.00			12.85		(3.8	)			28,843		(0.73	)		1.50			1.69			52
2010			11.60			(0.10	)			1.86				1.76				—				—				—				0.00			13.36		15.2				10,435		(0.81	)		1.50			1.99			28
Class A
2014		$	19.41		$	(0.12	)		$	0.76			$	0.64				—				—				—			$	0.00		$	20.05		3.3	%		$	4,269		(0.60	)%		1.75	%		1.82	%		13	%
2013			15.03			(0.04	)			4.42				4.38				—				—				—				0.00			19.41		29.1				4,668		(0.22	)		1.75			1.88			12
2012			12.65			(0.06	)			2.81				2.75				—			$	(0.37	)		$	(0.37	)			0.00			15.03		22.1				5,390		(0.42	)		1.75			1.90			39
2011			13.18			(0.16	)			(0.37	)			(0.53	)			—				—				—				0.00			12.65		(4.0	)			4,965		(0.98	)		1.75			1.94			52
2010			11.47			(0.13	)			1.84				1.71				—				—				—				0.00			13.18		14.9				3,509		(1.06	)		1.75			2.24			28
Class C
2014		$	18.06		$	(0.21	)		$	0.71			$	0.50				—				—				—			$	0.00		$	18.56		2.8	%		$	4,186		(1.10	)%		2.25	%		2.32	%		13	%
2013			14.06			(0.11	)			4.11				4.00				—				—				—				0.00			18.06		28.4				4,460		(0.72	)		2.25			2.38			12
2012			11.91			(0.13	)			2.65				2.52				—			$	(0.37	)		$	(0.37	)			0.00			14.06		21.5				5,261		(0.92	)		2.25			2.40			39
2011			12.47			(0.22	)			(0.34	)			(0.56	)			—				—				—				0.00			11.91		(4.5	)			5,406		(1.50	)		2.25			2.44			52
2010			10.91			(0.18	)			1.74				1.56				—				—				—				0.00			12.47		14.3				911		(1.55	)		2.25			2.74			28
Class I
2014		$	20.09		$	(0.02	)		$	0.78			$	0.76				—				—				—			$	0.00		$	20.85		3.8	%		$	17,230		(0.09	)%		1.25	%		1.32	%		13	%
2013			15.50			0.04				4.57				4.61			$	(0.02	)			—			$	(0.02	)			0.00			20.09		29.8				13,688		0.22			1.25			1.38			12
2012			12.96			0.04				2.87				2.91				—			$	(0.37	)			(0.37	)			0.00			15.50		22.8				12,752		0.23			1.25			1.40			39
2011			13.45			(0.07	)			(0.42	)			(0.49	)			—				—				—				0.00			12.96		(3.6	)			759		(0.46	)		1.25			1.44			52
2010			11.65			(0.08	)			1.88				1.80				—				—				—				0.00			13.45		15.5				1,123		(0.59	)		1.25			1.74			28

†	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 applicable sales charges.

(a)	Per share data is calculated using the average shares outstanding method.

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

See accompanying notes to financial statements.

TETON Westwood Funds

Financial Highlights

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


				Income (Loss) from Investment Operations										Distributions to Shareholders																		Ratios to Average Net Assets/Supplemental Data
Period Ended September 30	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(a)				Net Realized and Unrealized Gain on Investments			Total From Investment Operations			Net Investment Income				Net Realized Gain on Investments/Loss				Total Distributions				Net Asset Value, End of Period			Total Return†			Net Assets, End of Period (in 000’s)			Net Investment Income/Loss			Operating Expenses Net of Waivers/ Reimbursements			Operating Expenses Before Waivers/ Reimbursements			Portfolio Turnover Rate
Mid-Cap Equity Fund
Class AAA
2014		$	10.48		$	(0.04	)		$	1.10		$	1.06			—			$	(0.00	)(b)		$	(0.00	)(b)		$	11.54		10.2	%		$	1,679		(0.39	)%		1.51	%(c)		4.27	%		22	%
2013(d)			10.00			(0.01	)			0.49			0.48			—				—				—				10.48		4.8				661		(0.42	)(e)		1.50	(e)		3.88	(e)(f)		3
Class A
2014		$	10.47		$	(0.08	)		$	1.12		$	1.04			—			$	(0.00	)(b)		$	(0.00	)(b)		$	11.51		10.0	%		$	682		(0.69	)%		1.76	%(c)		4.52	%		22	%
2013(d)			10.00			0.03				0.44			0.47			—				—				—				10.47		4.7				188		0.81	(e)		1.75	(e)		4.13	(e)(f)		3
Class C
2014		$	10.45		$	(0.13	)		$	1.11		$	0.98			—			$	(0.00	)(b)		$	(0.00	)(b)		$	11.43		9.4	%		$	239		(1.17	)%		2.26	%(c)		5.02	%		22	%
2013(d)			10.00			(0.02	)			0.47			0.45			—				—				—				10.45		4.5				74		(0.65	)(e)		2.25	(e)		4.63	(e)(f)		3
Class I
2014		$	10.48		$	(0.01	)		$	1.11		$	1.10		$	(0.01	)		$	(0.00	)(b)		$	(0.01	)		$	11.57		10.5	%		$	2,345		(0.09	)%		1.26	%(c)		4.02	%		22	%
2013(d)			10.00			(0.01	)			0.49			0.48			—				—				—				10.48		4.8				1,155		(0.20	)(e)		1.25	(e)		3.63	(e)(f)		3

†

Total return represents aggregate total return of a hypothetical $1,000 investment at the beginning of the period and sold at the end of the period including reinvestment of distributions and does not reflect the applicable sales charges. Total return for a period of less than one year is not annualized.

(a)	Per share data is calculated using the average shares outstanding method.

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

(c)	The Fund incurred interest expense during the year ended September 30, 2014. If interest expense had not been incurred, the ratio of operating expenses to average net assets would have been 1.50% (Class AAA), 1.75% (Class A), 2.25% (Class C), and 1.25% (Class I), respectively.

(d)	From the commencement of offering of Fund Shares on May 31, 2013 through September 30, 2013.

(e)	Annualized.

(f)	Certain non-recurring expenses incurred by the Fund were not annualized in the calculation of the expense ratios. If these expenses were annualized, the total expenses would have been 10.11% (Class AAA), 10.36% (Class A), 10.86% (Class C), and 9.86% (Class I).

See accompanying notes to financial statements.

TETON Westwood Funds

Financial Highlights

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


				Income from Investment Operations										Distributions to Shareholders																		Ratios to Average Net Assets/Supplemental Data
Year Ended September 30	Net Asset Value, Beginning of Year			Net Investment Income(a)				Net Realized and Unrealized Gain on Investments			Total From Investment Operations			Net Investment Income				Total Distributions				Redemption Fees(a)				Net Asset Value, End of Year			Total Return†			Net Assets, End of Year (in 000’s)			Net Investment Income			Operating Expenses Net of Waivers/ Reimbursements			Operating Expenses Before Waivers/ Reimbursements			Portfolio Turnover Rate
Income Fund
Class AAA
2014		$	10.40		$	0.21			$	1.38		$	1.59		$	(0.20	)		$	(0.20	)		$	0.00	(b)		$	11.79		15.5	%		$	6,240		1.86	%		2.00	%		2.42	%		31	%
2013			8.96			0.07				1.45			1.52			(0.08	)			(0.08	)			0.00	(b)			10.40		17.0				6,147		0.73			2.00			2.57			13
2012			7.65			0.10				1.31			1.41			(0.10	)			(0.10	)			0.00	(b)			8.96		18.5				5,151		1.22			2.00			2.82			11
2011			7.53			0.09				0.11			0.20			(0.08	)			(0.08	)			0.00	(b)			7.65		2.6				4,665		1.08			1.84			2.74			14
2010			6.96			0.13				0.56			0.69			(0.12	)			(0.12	)			—				7.53		9.9				4,822		1.73			1.50			3.19			10
Class A
2014		$	10.75		$	0.19			$	1.43		$	1.62		$	(0.19	)		$	(0.19	)		$	0.00	(b)		$	12.18		15.2	%		$	1,013		1.63	%		2.25	%		2.67	%		31	%
2013			9.26			0.05				1.49			1.54			(0.05	)			(0.05	)			0.00	(b)			10.75		16.7				907		0.44			2.25			2.82			13
2012			7.91			0.07				1.37			1.44			(0.09	)			(0.09	)			0.00	(b)			9.26		18.3				389		0.78			2.25			3.07			11
2011			7.79			0.08				0.10			0.18			(0.06	)			(0.06	)			0.00	(b)			7.91		2.2				47		0.98			1.89			3.15			14
2010			7.20			0.10				0.59			0.69			(0.10	)			(0.10	)			—				7.79		9.7				341		1.29			1.75			3.44			10
Class C
2014		$	11.54		$	0.17			$	1.50		$	1.67		$	(0.17	)		$	(0.17	)		$	0.00	(b)		$	13.04		14.6	%		$	1,045		1.30	%		2.75	%		3.17	%		31	%
2013			9.94			0.00	(b)			1.61			1.61			(0.01	)			(0.01	)			0.00	(b)			11.54		16.2				1,086		0.01			2.75			3.32			13
2012			8.49			0.03				1.46			1.49			(0.04	)			(0.04	)			0.00	(b)			9.94		17.6				1,307		0.36			2.75			3.57			11
2011			8.36			0.02				0.13			0.15			(0.02	)			(0.02	)			0.00	(b)			8.49		1.8				437		0.19			2.62			3.47			14
2010			7.70			0.08				0.62			0.70			(0.04	)			(0.04	)			—				8.36		9.1				97		1.04			2.25			3.94			10
Class I
2014		$	10.40		$	0.24			$	1.39		$	1.63		$	(0.23	)		$	(0.23	)		$	0.00	(b)		$	11.80		15.8	%		$	290		2.15	%		1.75	%		2.17	%		31	%
2013			8.96			0.10				1.44			1.54			(0.10	)			(0.10	)			0.00	(b)			10.40		17.3				185		0.99			1.75			2.32			13
2012			7.65			0.12				1.31			1.43			(0.12	)			(0.12	)			0.00	(b)			8.96		18.8				126		1.43			1.75			2.57			11
2011			7.53			0.10				0.12			0.22			(0.10	)			(0.10	)			0.00	(b)			7.65		2.9				92		1.26			1.61			2.48			14
2010			6.97			0.14				0.56			0.70			(0.14	)			(0.14	)			—				7.53		10.1				54		1.97			1.25			2.94			10

†	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 applicable sales charges.

(a)	Per share data is calculated using the average shares outstanding method.

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

See accompanying notes to financial statements.

TETON Westwood Funds

Financial Highlights

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


				Income (Loss) from Investment Operations												Distributions to Shareholders												Ratios to Average Net Assets/Supplemental Data
Year Ended September 30	Net Asset Value, Beginning of Year			Net Investment Income (Loss)(a)				Net Realized and Unrealized Gain (Loss) on Investments				Total From Investment Operations				Net Investment Income				Total Distributions	Net Asset Value, End of Year			Total Return†			Net Assets, End of Year (in 000’s)			Net Investment Income (Loss)			Operating Expenses††(b)			Portfolio Turnover Rate
Equity Fund
Class AAA
2014		$	11.88		$	0.05			$	1.76			$	1.81			$	(0.04	)	$(0.04)		$	13.65		15.3	%		$	60,587		0.37	%		1.59	%		51	%
2013			9.92			0.06				1.99				2.05				(0.09	)	(0.09)			11.88		20.9				64,595		0.53			1.62			53
2012			7.81			0.08				2.11				2.19				(0.08	)	(0.08)			9.92		28.3				70,017		0.84			1.59			41
2011			8.17			0.07				(0.38	)			(0.31	)			(0.05	)	(0.05)			7.81		(3.8	)			79,328		0.73			1.54			38
2010			7.72			0.04				0.48				0.52				(0.07	)	(0.07)			8.17		6.8				99,986		0.55			1.56			52
Class A
2014		$	11.84		$	0.02			$	1.76			$	1.78			$	(0.01	)	$(0.01)		$	13.61		15.0	%		$	3,329		0.12	%		1.84	%		51	%
2013			9.89			0.03				1.99				2.02				(0.07	)	(0.07)			11.84		20.5				3,256		0.27			1.87			53
2012			7.78			0.05				2.11				2.16				(0.05	)	(0.05)			9.89		27.9				3,221		0.60			1.84			41
2011			8.13			0.04				(0.37	)			(0.33	)			(0.02	)	(0.02)			7.78		(4.0	)			3,445		0.44			1.79			38
2010			7.69			0.02				0.48				0.50				(0.06	)	(0.06)			8.13		6.5				6,616		0.31			1.81			52
Class C
2014		$	11.51		$	(0.05	)		$	1.72			$	1.67				—		—		$	13.18		14.5	%		$	676		(0.38	)%		2.34	%		51	%
2013			9.62			(0.02	)			1.93				1.91			$	(0.02	)	$(0.02)			11.51		19.9				693		(0.22	)		2.37			53
2012			7.56			0.01				2.05				2.06				—		—			9.62		27.3				784		0.10			2.34			41
2011			7.91			(0.00	)(c)			(0.35	)			(0.35	)			—		—			7.56		(4.4	)			816		(0.02	)		2.29			38
2010			7.49			(0.02	)			0.46				0.44				(0.02	)	(0.02)			7.91		5.9				999		(0.19	)		2.31			52
Class I
2014		$	11.89		$	0.08			$	1.74			$	1.82			$	(0.07	)	$(0.07)		$	13.64		15.4	%		$	3,547		0.60	%		1.34	%		51	%
2013			9.93			0.09				1.99				2.08				(0.12	)	(0.12)			11.89		21.2				2,204		0.84			1.37			53
2012			7.83			0.09				2.12				2.21				(0.11	)	(0.11)			9.93		28.5				4,377		0.96			1.34			41
2011			8.19			0.10				(0.39	)			(0.29	)			(0.07	)	(0.07)			7.83		(3.6	)			1,258		1.07			1.29			38
2010			7.73			0.06				0.49				0.55				(0.09	)	(0.09)			8.19		7.1				1,043		0.81			1.31			52

†	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 applicable sales charges.

††

The ratios do not include a reduction for custodian fee credits on cash balances maintained with the custodian (“Custodian Fee Credits”). Including such Custodian Fee Credits, the ratios for the years ended September 30, 2013, 2012, 2011, and 2010 would have been 1.60% 1.56%, 1.52%, and 1.54% (Class AAA), 1.85%, 1.81%, 1.77%, and 1.79% (Class A), 2.35%, 2.31%, 2.27%, and 2.29% (Class C), and 1.35%, 1.31%, 1.27%, and 1.29% (Class I), respectively. For the year ended September 30, 2014, there were no Custodian Fee Credits.

(a)	Per share data is calculated using the average shares outstanding method.

(b)	The Fund incurred interest expense during the years ended September 30, 2014, 2013, 2012, 2011, and 2010. This interest expense was paid for by prior years Custodian Fee Credits. The effect of interest expense was minimal.

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

See accompanying notes to financial statements.

TETON Westwood Funds

Financial Highlights

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


				Income (Loss) from Investment Operations											Distributions to Shareholders																		Ratios to Average Net Assets/Supplemental Data
Year Ended September 30	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				Total Distributions				Net Asset Value, End of Year			Total Return†			Net Assets, End of Year (in 000’s)			Net Investment Income			Operating Expenses††			Portfolio Turnover Rate
Balanced Fund
Class AAA
2014		$	12.76		$	0.14		$	1.07			$	1.21			$	(0.14	)		$	(0.92	)		$	(1.06	)		$	12.91		9.9	%		$	69,187		1.07	%		1.29	%		39	%
2013			11.48			0.15			1.28				1.43				(0.15	)			—				(0.15	)			12.76		12.5				70,824		1.21			1.30			36
2012			9.86			0.16			1.62				1.78				(0.16	)			—				(0.16	)			11.48		18.2				78,999		1.47			1.30			34
2011			10.13			0.18			(0.27	)			(0.09	)			(0.18	)			—				(0.18	)			9.86		(1.0	)			76,941		1.65			1.24			24
2010			9.65			0.14			0.49				0.63				(0.15	)			—				(0.15	)			10.13		6.5			��	106,782		1.45			1.26			33
Class A
2014		$	12.82		$	0.11		$	1.07			$	1.18			$	(0.11	)		$	(0.92	)		$	(1.03	)		$	12.97		9.5	%		$	6,443		0.83	%		1.54	%		39	%
2013			11.53			0.12			1.29				1.41				(0.12	)			—				(0.12	)			12.82		12.3				5,869		0.95			1.55			36
2012			9.90			0.13			1.64				1.77				(0.14	)			—				(0.14	)			11.53		17.9				5,121		1.21			1.55			34
2011			10.17			0.15			(0.26	)			(0.11	)			(0.16	)			—				(0.16	)			9.90		(1.2	)			4,298		1.40			1.49			24
2010			9.69			0.12			0.48				0.60				(0.12	)			—				(0.12	)			10.17		6.2				5,136		1.20			1.51			33
Class C
2014		$	12.95		$	0.04		$	1.09			$	1.13			$	(0.04	)		$	(0.92	)		$	(0.96	)		$	13.12		9.0	%		$	5,350		0.32	%		2.04	%		39	%
2013			11.64			0.05			1.31				1.36				(0.05	)			—				(0.05	)			12.95		11.7				5,257		0.43			2.05			36
2012			9.99			0.08			1.65				1.73				(0.08	)			—				(0.08	)			11.64		17.4				4,932		0.72			2.05			34
2011			10.26			0.10			(0.27	)			(0.17	)			(0.10	)			—				(0.10	)			9.99		(1.7	)			4,318		0.90			1.99			24
2010			9.78			0.07			0.48				0.55				(0.07	)			—				(0.07	)			10.26		5.7				4,975		0.70			2.01			33
Class I
2014		$	12.76		$	0.17		$	1.06			$	1.23			$	(0.17	)		$	(0.92	)		$	(1.09	)		$	12.90		10.0	%		$	2,438		1.35	%		1.04	%		39	%
2013			11.48			0.18			1.28				1.46				(0.18	)			—				(0.18	)			12.76		12.8				1,060		1.44			1.05			36
2012			9.85			0.19			1.63				1.82				(0.19	)			—				(0.19	)			11.48		18.4				872		1.74			1.05			34
2011			10.12			0.21			(0.27	)			(0.06	)			(0.21	)			—				(0.21	)			9.85		(0.7	)			1,834		1.92			0.99			24
2010			9.64			0.17			0.48				0.65				(0.17	)			—				(0.17	)			10.12		6.8				1,769		1.70			1.01			33

†	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 applicable sales charges.

††

The ratios do not include a reduction for custodian fee credits on cash balances maintained with the custodian (“Custodian Fee Credits”). Including such Custodian Fee Credits, the ratios for the years ended September 30, 2014, 2013, 2012, 2011, and 2010 would have been 1.27%, 1.28%, 1.27%, 1.22%, and 1.24% (Class AAA), 1.52%, 1.53%, 1.52%, 1.47%, and 1.49% (Class A), 2.02%, 2.03%, 2.02%, 1.97%, and 1.99% (Class C), and 1.02%, 1.03%, 1.02%, 0.97%, and 0.99% (Class I), respectively.

(a)	Per share data is calculated using the average shares outstanding method.

See accompanying notes to financial statements.

TETON Westwood Funds

Financial Highlights

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


				Income (Loss) from Investment Operations											Distributions to Shareholders																		Ratios to Average Net Assets/Supplemental Data
Year Ended September 30	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				Total Distributions				Net Asset Value, End of Year			Total Return†			Net Assets, End of Year (in 000’s)			Net Investment Income			Operating Expenses Net of Waivers/ Reimbursements††			Operating Expenses Before Waivers/ Reimbursements†††			Portfolio Turnover Rate
Intermediate Bond Fund
Class AAA
2014		$	11.68		$	0.15		$	(0.09	)		$	0.06			$	(0.15	)			—			$	(0.15	)		$	11.59		0.5	%		$	5,174		1.29	%		1.00	%		1.38	%		16	%
2013			12.06			0.14			(0.36	)			(0.22	)			(0.15	)		$	(0.01	)			(0.16	)			11.68		(1.9	)			8,737		1.21			1.00			1.36			20
2012			11.91			0.19			0.22				0.41				(0.19	)			(0.07	)			(0.26	)			12.06		3.5				11,230		1.56			1.00			1.33			15
2011			11.90			0.29			0.03				0.32				(0.29	)			(0.02	)			(0.31	)			11.91		2.7				16,959		2.45			1.00			1.39			16
2010			11.52			0.27			0.46				0.73				(0.27	)			(0.08	)			(0.35	)			11.90		6.5				17,038		2.32			1.02			1.49			14
Class A
2014		$	11.66		$	0.14		$	(0.08	)		$	0.06			$	(0.14	)			—			$	(0.14	)		$	11.58		0.5	%		$	928		1.21	%		1.10	%		1.48	%		16	%
2013			12.04			0.13			(0.37	)			(0.24	)			(0.13	)		$	(0.01	)			(0.14	)			11.66		(2.0	)			1,066		1.06			1.10			1.46			20
2012			11.91			0.18			0.20				0.38				(0.18	)			(0.07	)			(0.25	)			12.04		3.1				1,365		1.46			1.10			1.43			15
2011			11.90			0.27			0.04				0.31				(0.28	)			(0.02	)			(0.30	)			11.91		2.6				842		2.33			1.10			1.49			16
2010			11.51			0.26			0.47				0.73				(0.26	)			(0.08	)			(0.34	)			11.90		6.4				487		2.23			1.12			1.59			14
Class C
2014		$	11.09		$	0.06		$	(0.08	)		$	(0.02	)		$	(0.06	)			—			$	(0.06	)		$	11.01		(0.2	)%		$	503		0.55	%		1.75	%		2.13	%		16	%
2013			11.46			0.05			(0.36	)			(0.31	)			(0.05	)		$	(0.01	)			(0.06	)			11.09		(2.7	)			803		0.43			1.75			2.11			20
2012			11.32			0.09			0.21				0.30				(0.09	)			(0.07	)			(0.16	)			11.46		2.7				1,772		0.80			1.75			2.08			15
2011			11.32			0.17			0.04				0.21				(0.19	)			(0.02	)			(0.21	)			11.32		1.9				2,234		1.51			1.75			2.14			16
2010			10.96			0.17			0.44				0.61				(0.17	)			(0.08	)			(0.25	)			11.32		5.7				1,716		1.50			1.77			2.24			14
Class I
2014		$	11.68		$	0.18		$	(0.08	)		$	0.10			$	(0.18	)			—			$	(0.18	)		$	11.60		0.9	%		$	14,705		1.58	%		0.75	%		1.13	%		16	%
2013			12.06			0.17			(0.36	)			(0.19	)			(0.18	)		$	(0.01	)			(0.19	)			11.68		(1.6	)			11,910		1.45			0.75			1.11			20
2012			11.92			0.22			0.21				0.43				(0.22	)			(0.07	)			(0.29	)			12.06		3.6				9,326		1.82			0.75			1.08			15
2011			11.91			0.32			0.03				0.35				(0.32	)			(0.02	)			(0.34	)			11.92		3.0				125		2.68			0.75			1.14			16
2010			11.52			0.30			0.47				0.77				(0.30	)			(0.08	)			(0.38	)			11.91		6.8				125		2.58			0.77			1.24			14

†	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 applicable sales charges.

††

The ratios do not include a reduction for custodian fee credits on cash balances maintained with the custodian (“Custodian Fee Credits”). Including such Custodian Fee Credits, the ratios for the year ended September 30, 2010 would have been 1.00% (Class AAA), 1.10% (Class A), 1.75% (Class C), and 0.75% (Class I), respectively. For the years ended September 30, 2014, 2013, 2012, and 2011, there were no Custodian Fee Credits.

†††

The ratios do not include a reduction for Custodian Fee Credits. Including such Custodian Fee Credits, the ratios for the year ended September 30, 2010 would have been 1.47% (Class AAA), 1.57% (Class A), 2.22% (Class C), and 1.22% (Class I), respectively. For the years ended September 30, 2014, 2013, 2012, and 2011, there were no Custodian Fee Credits.

(a)	Per share data is calculated using the average shares outstanding method.

See accompanying notes to financial statements.

TETON Westwood Funds

Notes to Financial Statements

1. Organization. The TETON Westwood Funds (the “Trust”) was organized as a Massachusetts business trust on June 12, 1986. The Trust is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as a diversified open-end management investment company and currently consists of seven active separate investment portfolios: TETON Westwood Mighty Mites Fund (“Mighty Mites Fund”), TETON Westwood SmallCap Equity Fund (“SmallCap Equity Fund”), TETON Westwood Mid-Cap Equity Fund (“Mid-Cap Equity Fund”), TETON Westwood Income Fund (“Income Fund”), TETON Westwood Equity Fund (“Equity Fund”), TETON Westwood Balanced Fund (“Balanced Fund”), and TETON Westwood Intermediate Bond Fund (“Intermediate Bond Fund”), (individually, a “Fund” and collectively, the “Funds”), each with four classes of shares. Each class of shares outstanding bears the same voting, dividend, liquidation, and other rights and conditions, except that the expenses incurred in the distribution and marketing of such shares are different for each class.

The investment objectives of each Fund are as follows:

—

Mighty Mites Fund seeks to provide long term capital appreciation by investing primarily in micro-capitalization equity securities.

—

SmallCap Equity Fund seeks to provide long term capital appreciation by investing primarily in smaller capitalization equity securities.

—

Mid-Cap Equity Fund seeks to provide long term growth of capital and future income by investing primarily in mid-cap equity securities.

—

Income Fund seeks to provide a high level of current income as well as long term capital appreciation.

—

Equity Fund seeks to provide capital appreciation. The Equity Fund’s secondary goal is to produce current income.

—

Balanced Fund seeks to provide capital appreciation and current income resulting in a high total investment return consistent with prudent investment risk and a balanced investment approach.

—

Intermediate Bond Fund seeks to maximize total return, while maintaining a level of current income consistent with the maintenance of principal and liquidity.

2. Significant Accounting Policies. The Trust’s financial statements are prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”), which may require the use of management estimates and assumptions. Actual results could differ from those estimates. The following is a summary of significant accounting policies followed by the Funds 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 Teton Advisors, Inc. (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,

TETON Westwood Funds

Notes to Financial Statements (Continued)

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.

The inputs and valuation techniques used to measure fair value of the Funds’ 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 a 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 Funds’ investments in securities by inputs used to value the Funds’ investments as of September 30, 2014 is as follows:


	Valuation Inputs
	Level 1 Quoted Prices			Level 2 Other Significant Observable Inputs			Level 3 Significant Unobservable Inputs			Total Market Value at 9/30/14
MIGHTY MITES FUND
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
Airlines		$	4,435,000		$	337,500			—		$	4,772,500
Consumer Products			19,528,733			—		$	31			19,528,764
Diversified Industrial			91,124,001			223,840			—			91,347,841
Financial Services			58,558,165			495,600			—			59,053,765
Health Care			93,870,059			—			28,640			93,898,699
Real Estate			16,662,354			—			203,063			16,865,417
Transportation			2,324,825			—			465			2,325,290
Other Industries(a)			644,178,130			—			—			644,178,130
Total Common Stocks			930,681,267			1,056,940			232,199			931,970,406
Preferred Stocks(a)			1,127,278			—			—			1,127,278
Convertible Preferred Stocks(a)			—			2,188,810			—			2,188,810
Rights(a)			186,000			—			452,000			638,000
Warrants(a)			31,099			—			0			31,099
Corporate Bonds(a)			—			40,281			106,090			146,371
U.S. Government Obligations			—			334,246,726			—			334,246,726
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	932,025,644		$	337,532,757		$	790,289		$	1,270,348,690

SMALLCAP EQUITY FUND
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks(a)		$	40,299,657			—			—		$	40,299,657
U.S. Government Obligations			—		$	1,094,967			—			1,094,967
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	40,299,657		$	1,094,967			—		$	41,394,624

MID-CAP EQUITY FUND
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks(a)		$	4,669,169			—			—		$	4,669,169
U.S. Government Obligations			—		$	344,981			—			344,981
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	4,669,169		$	344,981			—		$	5,014,150

INCOME FUND
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks(a)		$	8,504,550			—			—		$	8,504,550
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	8,504,550			—			—		$	8,504,550

EQUITY FUND
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks(a)		$	66,747,745			—			—		$	66,747,745
Short Term Investments			1,502,210			—			—			1,502,210
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	68,249,955			—			—		$	68,249,955

TETON Westwood Funds

Notes to Financial Statements (Continued)


	Valuation Inputs
	Level 1 Quoted Prices			Level 2 Other Significant Observable Inputs			Level 3 Significant Unobservable Inputs		Total Market Value at 9/30/14
BALANCED FUND
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks(a)		$	52,025,298			—		—		$	52,025,298
Corporate Bonds(a)			—		$	14,051,844		—			14,051,844
U.S. Government Agency Obligations			—			7,840,889		—			7,840,889
U.S. Government Obligations			—			5,662,974		—			5,662,974
Short Term Investments			4,262,082			—		—			4,262,082
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	56,287,380		$	27,555,707		—		$	83,843,087
INTERMEDIATE BOND FUND
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Corporate Bonds(a)			—		$	9,199,974		—		$	9,199,974
U.S. Government Agency Obligations			—			6,815,524		—			6,815,524
U.S. Government Obligations			—			3,756,842		—			3,756,842
Short Term Investments		$	1,740,090			—		—			1,740,090
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$	1,740,090		$	19,772,340		—		$	21,512,430

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

The Funds did not have material transfers among Level 1, Level 2, and Level 3 during the year ended September 30, 2014. The Funds’ policy is to recognize transfers among Levels as of the beginning of the reporting period.

There were no Level 3 investments held at September 30, 2014 or September 30, 2013 for SmallCap Equity Fund, Mid-Cap Equity Fund, Income Fund, Equity Fund, Balanced Fund, and Intermediate Bond Fund.

The following table reconciles Level 3 investments for Mighty Mites Fund for which significant unobservable inputs were used to determine fair value:


MIGHTY MITES FUND	Balance as of 9/30/13			Accrued discounts/ (premiums)			Realized gain/ (loss)				Change in unrealized appreciation/ depreciation†				Purchases			Sales			Transfers into Level 3††			Transfers out of Level 3††				Balance as of 9/30/14			Net change in unrealized appreciation/ depreciation on Level 3 investments still held at 9/30/14†
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
Health Care		$	640		$	—		$	—			$	27,997			$	—		$	—		$	3		$	—			$	28,640		$	27,997
Real Estate			983			—			—				421				201,659			—			—			—				203,063			421
Other Industries			24,256			—			(274	)			(2,817	)			—			—			31			(20,700	)			496			—
Total Common Stocks			25,879			—			(274	)			25,601				201,659			—			34			(20,700	)			232,199			28,418
Rights			346,000			—			—				2,409				103,591			—			—			—				452,000			2,409
Warrants			0			—			—				0				—			—			—			—				0			0
Corporate Bonds			40,860			—			—				—				106,090			—			—			(40,860	)			106,090			—
TOTAL INVESTMENTS IN SECURITIES		$	412,739		$	—		$	(274	)		$	28,010			$	411,340		$	—		$	34		$	(61,560	)		$	790,289		$	30,827

†	Net change in unrealized appreciation/depreciation on investments is included in the related amounts in the Statement of Operations.

††	The Fund’s policy is to recognize transfers into and transfers out of Level 3 as of the beginning of the reporting period.

TETON Westwood Funds

Notes to Financial Statements (Continued)

The following tables summarize the valuation techniques used and unobservable inputs utilized to determine the value of certain of the Fund’s Level 3 investments as of September 30, 2014.

Description

Balance at 9/30/14

Valuation Technique

Unobservable Input

Range

MIGHTY MITES FUND

INVESTMENTS IN SECURITIES:

ASSETS (Market Value):

Common Stocks:

Health Care

$28,640

Last Price

Discount Range

Real Estate

203,063

Restructure Plan/Cash Flow Analysis

Discount Range

Total Common Stocks

231,703

Rights

452,000

Last Price

Discount Range

Corporate Bonds

106,090

Restructure Plan

Discount Range

All Other Investments (a)

496

$790,289

(a)	Includes fair valued securities of investments developed using various valuation techniques and unobservable inputs.


Unobservable Input	Impact to Value if Input Increases	Impact to Value if Input Decreases
Discount Range	Decrease	Increase

Additional Information to Evaluate Qualitative Information.

General. The Funds use recognized industry pricing services – approved by the Board and unaffiliated with the Adviser –to value most of their securities, and use 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 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 and preferred equities, warrants, options, rights, and 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. Among the factors to be considered to fair value a security are 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 include back testing the prices realized in subsequent trades of these fair valued securities to fair values previously recognized.

Foreign Currency Translations. The books and records of the Funds 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 Funds 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 Funds 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

TETON Westwood Funds

Notes to Financial Statements (Continued)

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

Restricted Securities. Each Fund may invest up to 10% (except for the Mighty Mites Fund, SmallCap Equity Fund, and Income Fund which 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.

Investments in other Investment Companies. All Funds may invest, from time to time, in shares of other investment companies (or entities that would be considered investment companies but are excluded from the definition pursuant to certain exceptions under the 1940 Act) (the “Acquired Funds”) in accordance with the 1940 Act and related rules. Shareholders in these Funds would bear the pro rata portion of the periodic expenses of the Acquired Funds in addition to the Fund’s expenses. For the year ended September 30, 2014, both the Mighty Mites Fund’s and Intermediate Bond Fund’s pro rata portion of the periodic expenses charged by the Acquired Funds was 1 basis point. For the year ended September 30, 2014, the Equity Fund’s and Balanced Fund’s pro rata portion of the periodic expenses charged by the Acquired Funds was less than one basis point. During the year ended September 30, 2014, the SmallCap Equity Fund, Mid-Cap Equity Fund, and Income Fund held no investments in other investment companies.

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

Custodian Fee Credits and Interest Expense. When cash balances are maintained in a Fund’s custody account, the Fund receives credits which are used to offset custodian fees. The gross expenses paid under each custody arrangement are included in custodian fees in the Statements of Operations with the corresponding expense offset, if any, shown as “Custodian fee credits.” When cash balances are overdrawn, a Fund is charged an overdraft fee equal to 90% of the current Treasury Bill rate on outstanding balances. These amounts, if any, would be included in the Statements of Operations.

Distributions to Shareholders. Distributions from net investment income are declared and paid annually for the Mighty Mites Fund, SmallCap Equity Fund, Mid-Cap Equity Fund, and Equity Fund, and quarterly for the Income Fund and Balanced Fund. The Intermediate Bond Fund declares dividends daily and pays those dividends monthly. Distributions of net realized gain on investments are normally declared and paid at least annually by each Fund. 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 Funds, timing differences, and differing characterizations of distributions made by the Funds. 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 on the sale of securities no longer deemed passive foreign investment companies and reclassifications of

TETON Westwood Funds

Notes to Financial Statements (Continued)

distributions (Mighty Mites Fund), current year write-off of net operating loss (Mighty Mites Fund and SmallCap Equity Fund), disallowed offering expenses (Mid-Cap Equity Fund), and reclassifications of paydown loss (Intermediate Bond Fund). These reclassifications have no impact on the NAV of the Funds.

For the year ended September 30, 2014, the following reclassifications were made to increase/decrease such amounts with offsetting adjustments to paid-in capital:


	Accumulated Net Investment Income (Loss)				Accumulated Net Realized Gain (Loss) on Investments				Paid-in Capital
Mighty Mites Fund		$	7,605,099			$	(3,161,573	)		$	(4,443,526	)
SmallCap Equity Fund			153,863				—				(153,863	)
Mid-Cap Equity Fund			10,975				(190	)			(10,785	)
Income Fund			(4,778	)			238				4,540
Equity Fund			(648	)			648				—
Balanced Fund			(407	)			407				—
Intermediate Bond Fund			163				(163	)			—

The tax character of distributions paid during the years ended September 30, 2014 and 2013 was as follows:


	Year Ended September 30,				Year Ended September 30,				Year Ended September 30,				Year Ended September 30,
	2014		2013		2014		2013		2014		2013		2014		2013
	Mighty Mites Fund				SmallCap Equity Fund				Mid-Cap Equity Fund				Income Fund
Ordinary Income (inclusive of short term capital gains)	$	1,522,516	$	4,504,664	$	—	$	18,250	$	1,460	$	—	$	151,596	$	52,492
Net long term capital gains		64,620,529		10,376,781		—		—		5		—		—		—

Total distributions paid	$	66,143,045	$	14,881,445	$	—	$	18,250	$	1,465	$	—	$	151,596	$	52,492

	Equity Fund				Balanced Fund				Intermediate Bond Fund
Ordinary Income (inclusive of short term capital gains)	$	238,038	$	662,905	$	856,511	$	1,008,348	$	320,109	$	316,469
Net long term capital gains		—		—		5,991,808		—		—		24,268

Total distributions paid	$	238,038	$	662,905	$	6,848,319	$	1,008,348	$	320,109	$	340,737

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

At September 30, 2014, the components of accumulated earnings/losses on a tax basis were as follows:


	Mighty Mites Fund				SmallCap Equity Fund				Mid-Cap Equity Fund			Income Fund				Equity Fund			Balanced Fund			Intermediate Bond Fund
Undistributed ordinary income (inclusive of short term capital gains)		$	—			$	—			$	37,639		$	—			$	189,835		$	773,211		$	608
Undistributed long term capital gain			23,955,794				1,896,343				15,777			—				6,321,139			5,205,708			—
Accumulated capital loss carryforward			—				—				—			(1,598,033	)			—			—			(3,259	)
Unrealized appreciation			271,896,772				7,921,483				252,192			2,099,106				12,658,084			12,212,098			650,576
Qualified late year loss deferral*			(10,591,777	)			(113,892	)			—			(9,419	)			—			—			—
Other temporary differences**			—				—				—			—				—			—			(508	)

Total accumulated earnings		$	285,260,789			$	9,703,934			$	305,608		$	491,654			$	19,169,058		$	18,191,017		$	647,417

Qualified late year losses related to passive foreign investment companies, ordinary losses, and losses on sales of securities and foreign currency realized after October 31(certain ordinary losses incurred after December 31) and prior to the Funds’ year end may be elected as occurring on the first day of the following year.

**	Other temporary differences are due to distributions payable.

At September 30, 2014, the below Funds had net capital loss carryforwards for federal income tax purposes which are available to reduce future required distributions of net capital gains to shareholders. Under the Regulated Investment Company Modernization Act of 2010, the Funds are permitted to carry forward for an unlimited period capital losses incurred in years beginning after December 22, 2010. In addition, these losses must be utilized prior to the losses incurred in pre-enactment taxable years. As a result of the rule, pre-enactment capital loss carryforwards may have an increased likelihood of expiring unused. Additionally,

TETON Westwood Funds

Notes to Financial Statements (Continued)

post-enactment capital losses that are carried forward will retain their character as either short term or long term capital losses rather than being considered all short term as under previous law.

The following summarizes capital loss carryforwards and expiration dates for each Fund at September 30, 2014:


Expiring in Fiscal Year	Mighty Mites Fund		SmallCap Equity Fund		Mid-Cap Equity Fund		Income Fund		Equity Fund		Balanced Fund		Intermediate Bond Fund
2017		$—		$—		$—		$ 31,941		$—		$—		$—
2018		—		—		—		1,503,326		—		—		—
2019		—		—		—		62,766		—		—		—
Short term with no expiration		—		—		—		—		—		—		3,259

Total capital loss carryforwards		$—		$—		$—		$1,598,033		$—		$—		$3,259

During the year ended September 30, 2014, the Small Cap Equity Fund, Income Fund, Equity Fund, and Intermediate Bond Fund utilized capital loss carryforwards of $916,852, $662,722, $5,066,097, and $1,680, respectively.

At September 30, 2014, the temporary differences between book basis and tax basis unrealized appreciation/depreciation on investments was primarily due to deferral of losses from wash sales for tax purposes, mark-to-market adjustments on investments in passive foreign investment companies, and basis adjustments in partnerships.

The following summarizes the tax cost of investments and the related net unrealized appreciation at September 30, 2014:


	Mighty Mites Fund			SmallCap Equity Fund			Mid-Cap Equity Fund			Income Fund			Equity Fund			Balanced Fund			Intermediate Bond Fund
Aggregate cost of investments		$998,451,151			$33,473,141		$	4,761,958			$6,405,444			$55,591,871			$71,630,989		$	20,861,854

Gross unrealized appreciation		$314,375,868			$10,369,041		$	374,170			$2,301,126			$13,113,559			$12,598,971		$	671,220
Gross unrealized depreciation		(42,478,329	)		(2,447,558	)		(121,978	)		(202,020	)		(455,475	)		(386,873	)		(20,644	)

Net unrealized appreciation		$271,897,539			$ 7,921,483		$	252,192			$2,099,106			$12,658,084			$12,212,098		$	650,576

The Funds are required to evaluate tax positions taken or expected to be taken in the course of preparing the Funds’ 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 Funds as tax expense in the Statement of Operations if the tax positions were deemed not to meet the more-likely-than-not threshold. As of September 30, 2014, the Adviser has reviewed all open tax years and concluded that there was no impact to the Funds’ net assets or results of operations. The Funds’ federal and state tax returns for the prior three fiscal years remain open, subject to examination by the Internal Revenue Service and state taxing authorities. On an ongoing basis, the Adviser will monitor the Funds’ tax positions to determine if adjustments to this conclusion are necessary.

3. Investment Advisory Agreements and Other Transactions. The Funds have entered into investment advisory agreements (the “Advisory Agreements”) with the Adviser which provide that the Funds will pay the Adviser a fee, computed daily and paid monthly, at the annual rate of 1.00% for the Mighty Mites Fund, SmallCap Equity Fund, Mid-Cap Equity Fund, Income Fund, and Equity Fund, 0.75% for the Balanced Fund, and 0.60% for the Intermediate Bond Fund, of the value of a Fund’s average daily net assets. In accordance with the Advisory Agreements, the Adviser provides a continuous investment program for the Funds’ portfolios, oversees the administration of all aspects of the Funds’ business and affairs, and pays the compensation of all Officers and Trustees of the Funds who are affiliated persons of the Adviser.

There was a reduction in the advisory fee paid to the Adviser relating to certain portfolio holdings, i.e., unsupervised assets, of the Funds with respect to which the Adviser transferred dispositive and voting control to the Funds’ Proxy Voting Committee. During the year ended September 30, 2014, the Mighty Mites Fund’s Proxy Voting Committee exercised control and discretion over all rights to vote or consent with respect to such securities, and the Adviser reduced its fee with respect to such securities by $76,140.

The Adviser has contractually agreed to waive investment advisory fees and/or to reimburse expenses to the SmallCap Equity Fund, Mid-Cap Equity Fund, Income Fund, and Intermediate Bond Fund in the event annual expenses of such Funds exceed certain prescribed limits. Such fee waiver/reimbursement arrangements continue at least until January 31, 2015. For the year ended September 30, 2014, the Adviser waived fees or reimbursed expenses in the amounts of $32,802, $92,134, $36,616, and $83,262 for the SmallCap Equity Fund, Mid-Cap Equity Fund, Income Fund, and Intermediate Bond Fund, respectively. In addition, the SmallCap Equity Fund, Mid-Cap Equity Fund, Income Fund, and Intermediate Bond Fund are obliged to repay the Adviser for a period of two fiscal years following the fiscal year in which the Adviser reimbursed the Funds only to the extent that

TETON Westwood Funds

Notes to Financial Statements (Continued)

the operating expenses of the Funds fall below the applicable expense limitation for Class AAA of 1.50%, 1.50%, 2.00%, and 1.00%, respectively, and for Class A of 1.75%, 1.75%, 2.25%, and 1.10%, respectively, and for Class C of 2.25%, 2.25%, 2.75%, and 1.75%, respectively, and for Class I of 1.25%, 1.25%, 1.75%, and 0.75%, respectively, of average daily net assets, the annual limitation under the Advisory Agreements. As of September 30, 2014, the cumulative unreimbursed amounts which may be recovered by the Adviser within the next two fiscal years are as follows:


	For the year ended September 30, 2013, expiring September 30, 2015			For the year ended September 30, 2014, expiring September 30, 2016			Total
SmallCap Equity Fund		$	50,965		$	32,802		$	83,767
Mid-Cap Equity Fund			45,488			92,134			137,622
Income Fund			44,065			36,616			80,681
Intermediate Bond Fund			87,322			83,262			170,584

The Adviser has a Subadvisory Agreement with Westwood Management Corp. (the “Subadviser”) for the Equity Fund, Balanced Fund, and Intermediate Bond Fund. The Adviser paid the Subadviser out of its advisory fees with respect to these three Funds a fee, computed daily and payable monthly, in an amount equal on an annualized basis to the greater of (i) $150,000 per year on an aggregate basis for all applicable Funds or (ii) 35% of the net revenues to the Adviser from the applicable Funds.

The Adviser has a sub-administration agreement for each of the Funds with Gabelli Funds, LLC, an affiliate. Gabelli Funds, LLC has entered into an agreement with BNY Mellon Investment Servicing (US) Inc. to provide certain administrative services to the Funds.

As per the approval of the Board, the Mid-Cap Equity Fund compensates officers of the Fund, who are employed by the Fund and are not employed by the Adviser (although the officers may receive incentive based variable compensation from affiliates of the Adviser). For the year ended September 30, 2014, the Fund paid or accrued $1,481 in payroll expenses in the Statement of Operations.

The Trust pays each Trustee who is not considered an affiliated person an annual retainer of $9,000 plus $2,000 for each Board meeting attended, and they are reimbursed by the Trust for any out of pocket expenses incurred in attending meetings. All Board committee members receive $1,000 per meeting attended, the Chairman of the Audit Committee receives a $3,000 annual fee, and the Lead Trustee receives an annual fee of $2,000. A Trustee may receive a single meeting fee, allocated among the participating funds, for attending 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 Trust.

4. Distribution Plan. The Trust’s Board has adopted a distribution plan (the “Plan”) for each class of shares, except 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%, 0.50% (for the Intermediate Bond Fund’s Class A Shares at an annual rate of 0.35%), 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 (including maturities) of securities during the year ended September 30, 2014, other than short term securities, are as follows:


	Purchases (excluding U.S. Government Securities)		Sales (excluding U.S. Government Securities)		Purchases of U.S. Government Securities		Sales of U.S. Government Securities
Mighty Mites Fund		$247,976,361		$133,676,577		—		—
SmallCap Equity Fund		5,455,828		8,202,346		—		—
Mid-Cap Equity Fund		3,138,969		688,335
Income Fund		2,591,957		2,601,181		—		—
Equity Fund		35,881,172		48,568,746		—		—
Balanced Fund		27,711,926		36,713,753		$2,999,399		$1,000,000
Intermediate Bond Fund		1,763,363		1,086,819		1,370,908		2,600,000

6. Significant Shareholders. As of September 30, 2014, 61.2% of the Mid-Cap Equity Fund was beneficially owned by the Adviser and other affiliates, for which the affiliates and the Adviser have voting control, and 66.5% of the Intermediate Bond Fund and 8.6% of the SmallCap Equity Fund were beneficially owned by the Subadviser and other affiliates, for which the affiliates and the Subadviser have voting control.

TETON Westwood Funds

Notes to Financial Statements (Continued)

7. Transactions with Affiliates. During the year ended September 30, 2014, the Mighty Mites Fund and Income Fund paid brokerage commissions on security trades of $131,479 and $2,077, respectively, to G.research, Inc., an affiliate of the Adviser. Additionally, the Distributor retained a total of $183,025 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

The cost of calculating each Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement. During the year ended September 30, 2014, the Mighty Mites Fund, Equity Fund, and Balanced Fund each paid or accrued $45,000 to the Adviser in connection with the cost of computing these Funds’ NAVs. This expense was not charged during the year ended September 30, 2014 for the SmallCap Equity Fund, Mid-Cap Equity Fund, Income Fund, and Intermediate Bond Fund.

8. Shares of Beneficial Interest. The Funds offer four classes of shares – Class AAA Shares, Class A Shares, Class C Shares, and Class I Shares. Class AAA Shares are offered without a sales charge only to investors who acquire them directly from the Distributor, through selected broker/dealers, or the transfer agent. Class I Shares are offered without a sales charge, directly through the Distributor, or brokers that have entered into selling agreements specifically with respect to Class I Shares. Class A Shares are subject to a maximum front-end sales charge of 4.00%. Class C Shares are subject to a 1.00% contingent deferred sales charge for one year after purchase. Class B Shares were fully redeemed and closed on January 27, 2014 for the Mighty Mites Fund, Balanced Fund, and Intermediate Bond Fund.

The Mighty Mites Fund, SmallCap Equity Fund, Mid-Cap Equity Fund, and Income Fund impose a redemption fee of 2.00% on all classes of shares that are redeemed or exchanged on or before the seventh day of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the respective Fund as an increase in paid-in capital. The redemption fees retained by the Fund during the years ended September 30, 2014 and 2013, if any, can be found in the Statement of Changes in Net Assets under Redemption Fees.

Transactions in shares of beneficial interest were as follows:


	Year Ended September 30,						Year Ended September 30,						Year Ended September 30,					Year Ended September 30,
	2014			2013			2014			2013			2014			2013		2014			2013
	Mighty Mites Fund						SmallCap Equity Fund						Mid-Cap Equity Fund					Income Fund
Class AAA
Shares sold		5,284,081			7,502,160			60,394			220,341			94,193			63,098		100,837			239,994
Shares issued upon reinvestment of distributions		1,177,716			381,989			—			—			19			—		9,695			4,627
Shares redeemed		(10,590,878	)		(3,371,539	)		(285,204	)		(288,756	)		(11,820	)		—		(172,467	)		(228,479	)

Net increase/(decrease) in Class AAA Shares		(4,129,081	)		4,512,610			(224,810	)		(68,415	)		82,392			63,098		(61,935	)		16,142

Class A
Shares sold		2,923,626			2,614,975			35,414			38,137			44,298			17,957		5,624			52,518
Shares issued upon reinvestment of distributions		322,557			88,833			—			—			5			—		1,297			271
Shares redeemed		(1,426,681	)		(1,148,097	)		(62,842	)		(156,259	)		(2,985	)		—		(8,173	)		(10,411	)

Net increase/(decrease) in Class A Shares		1,819,502			1,555,711			(27,428	)		(118,122	)		41,318			17,957		(1,252	)		42,378

Class B*
Shares sold		124			—			—			—			—			—		—			—
Shares issued upon reinvestment of distributions		14			5			—			—			—			—		—			—
Shares redeemed		(287	)		(70	)		—			—			—			—		—			—

Net decrease in Class B Shares		(149	)		(65	)		—			—			—			—		—			—

Class C
Shares sold		3,628,556			2,786,543			13,065			21,567			13,765			7,114		15,461			22,728
Shares issued upon reinvestment of distributions		392,169			104,797			—			—			2			—		1,374			114
Shares redeemed		(1,304,569	)		(1,056,009	)		(34,427	)		(148,837	)		—			—		(30,784	)		(60,184	)

Net increase/(decrease) in Class C Shares		2,716,156			1,835,331			(21,362	)		(127,270	)		13,767			7,114		(13,949	)		(37,342	)

Class I
Shares sold		14,155,431			6,279,203			277,271			192,986			92,389			110,168		10,683			10,300
Shares issued upon reinvestment of distributions		432,965			130,100			—			381			109			—		464			171
Shares redeemed		(3,825,732	)		(2,078,323	)		(132,160	)		(334,566	)		—			—		(4,372	)		(6,672	)

Net increase/(decrease) in Class I Shares		10,762,664			4,330,980			145,111			(141,199	)		92,498			110,168		6,775			3,799

TETON Westwood Funds

Notes to Financial Statements (Continued)

Transactions in shares of beneficial interest (continued):


	Year Ended September 30,						Year Ended September 30,						Year Ended September 30,
	2014			2013			2014			2013			2014			2013
	Equity Fund						Balanced Fund						Intermediate Bond Fund
Class AAA
Shares sold		128,429			292,231			452,969			492,830			81,083			102,467
Shares issued upon reinvestment of distributions		16,882			56,590			450,647			73,366			6,572			10,817
Shares redeemed		(1,143,844	)		(1,970,199	)		(1,093,801	)		(1,897,920	)		(389,550	)		(296,417	)

Net decrease in Class AAA Shares		(998,533	)		(1,621,378	)		(190,185	)		(1,331,724	)		(301,895	)		(183,133	)

Class A
Shares sold		21,284			20,145			156,771			90,076			20,155			108,199
Shares issued upon reinvestment of distributions		188			2,114			32,083			3,575			746			1,269
Shares redeemed		(51,900	)		(73,053	)		(150,088	)		(79,773	)		(32,150	)		(131,358	)

Net increase/(decrease) in Class A Shares		(30,428	)		(50,794	)		38,766			13,878			(11,249	)		(21,890	)

Class B*
Shares issued upon reinvestment of distributions		—			—			6			1			0	(a)		2
Shares redeemed		—			—			(85	)		(522	)		(441	)		(1	)

Net increase/(decrease) in Class B Shares		—			—			(79	)		(521	)		(441	)		1

Class C
Shares sold		2,647			3,029			35,389			169,289			21,908			25,183
Shares issued upon reinvestment of distributions		—			152			27,183			1,562			298			624
Shares redeemed		(11,556	)		(24,437	)		(60,672	)		(188,419	)		(48,941	)		(107,987	)

Net increase/(decrease) in Class C Shares		(8,909	)		(21,256	)		1,900			(17,568	)		(26,735	)		(82,180	)

Class I
Shares sold		147,696			25,901			267,169			16,870			526,597			431,571
Shares issued upon reinvestment of distributions		495			1,192			19,192			1,063			12,901			193
Shares redeemed		(73,527	)		(282,527	)		(180,484	)		(10,837	)		(291,093	)		(185,355	)

Net increase/(decrease) in Class I Shares		74,664			(255,434	)		105,877			7,096			248,405			246,409

(a)	Amount represents less than 0.5 Shares.

*	Mighty Mites Fund, Balanced Fund, and Intermediate Bond Fund Class B Shares were fully redeemed and closed on January 27, 2014.

9. Transactions in Securities of Affiliated Issuers. The 1940 Act defines affiliated issuers as those in which a Fund’s holdings of an issuer represent 5% or more of the outstanding voting securities of the issuer. A summary of the Mighty Mites Fund’s transactions in the securities of these issuers during the year ended September 30, 2014 is set forth below:


	Beginning Shares		Shares Purchased		Shares Sold			Ending Shares		Dividend Income			Realized Gain			Market Value at September 30, 2014			Percent Owned of Shares Outstanding
Beasley Broadcast Group Inc., Cl. A		574,282		8,511		—			582,793		$	104,459			—		$	3,123,770		9.03	%
Bel Fuse, Cl. A		112,300		20,047		—			132,347			30,524			—			3,119,419		6.08	%
Burnham Holdings Inc., Cl. A		168,000		21,342		—			189,342			144,312			—			3,483,893		6.25	%
Edgewater Technology Inc.		672,189		20,083		—			692,272			—			—			4,755,909		6.09	%
General Chemical Group Inc.		267,226		—		—			267,226			—			—			5,345		8.59	%
MOCON Inc.*		140,360		189,273		—			329,633			132,131			—			4,921,421		5.82	%
Sevcon Inc.		391,235		76,329		(2,000	)		465,564			—		$	5,022			3,794,347		13.02	%
SL Industries Inc.		263,788		12,094		(5,282	)		270,600			—			137,624			13,210,692		6.53	%
Strattec Security Corp.		188,796		12,500		(4,296	)		197,000			90,097			302,265			16,025,950		5.51	%
The L.S. Starrett Co., Cl. A		315,443		3,572		(315	)		318,700			127,471			182			4,410,808		5.16	%

Total											$	628,994		$	445,093		$	56,851,554

*	Security was not affiliated at September 30, 2013.

10. Indemnifications. The Funds enter into contracts that contain a variety of indemnifications. The Funds’ maximum exposure under these arrangements is unknown. However, the Funds have not had prior claims or losses pursuant to these contracts. Management has reviewed the Funds’ 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.

Report of Independent Registered Public Accounting Firm

To the Board of Trustees and Shareholders of

The TETON Westwood Funds:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of TETON Westwood Mighty Mites^SM Fund, TETON Westwood SmallCap Equity Fund, TETON Westwood Income Fund, TETON Westwood Equity Fund, TETON Westwood Balanced Fund, TETON Westwood Intermediate Bond Fund and TETON Westwood Mid-Cap Equity Fund (hereafter referred to as the “Funds”) at September 30, 2014, the results of each of their operations, the changes in each of their net assets and the financial highlights for each of the periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2014 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

November 28, 2014

2014 Tax Notice to Shareholders (Unaudited)

U.S. Government Income: – The percentage of the ordinary income dividend paid by the Balanced Fund and Intermediate Bond Fund (collectively, the “Funds”) during the year ended September 30, 2014 which was derived from U.S. Treasury securities was 8.41% and 0.57%, respectively. 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 Funds did not meet this strict requirement during the year ended September 30, 2014. Due to the diversity in state and local tax law, it is recommended that you consult your personal tax adviser for the applicability of the information provided as to your specific situation.

Mighty Mites Fund – During the year ended September 30, 2014, the Fund paid to shareholders ordinary income dividends (comprised of short term capital gains) totaling $0.032, $0.032, $0.032, and $0.032 per share for Class AAA, Class A, Class C, and Class I Shares, respectively, and long term capital gains totaling $64,620,529. 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 September 30, 2014, 100% of the ordinary income dividend 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 100% of the ordinary income distribution as qualified short term gain.

SmallCap Equity Fund – During the year ended September 30, 2014, the Fund paid no dividends to shareholders.

Mid-Cap Equity Fund – During the year ended September 30, 2014, the Fund paid to shareholders ordinary income dividends (comprised of net investment income and short term capital gains) totaling $0.003, $0.003, $0.003, and $0.010 per share for Class AAA, Class A, Class C, and Class I Shares, respectively, and long term capital gains totaling $5. 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 September 30, 2014, 78.51% of the ordinary income dividend qualifies for the dividends received deduction available to corporations. The Fund designates 82.17% of the ordinary income distributions as qualified dividend income, pursuant to the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund designates 11.83% of the ordinary income distributions as qualified interest income, pursuant to the American Jobs Creation Act of 2004. The Fund designates 45.53% of the ordinary income distribution as qualified short term gain.

Income Fund – During the year ended September 30, 2014, the Fund paid to shareholders ordinary income dividends (comprised of net investment income) totaling $0.204, $0.188, $0.171, and $0.226 per share for Class AAA, Class A, Class C, and Class I Shares, respectively. For the year ended September 30, 2014, 100% of the ordinary income dividend qualifies for the dividends received deduction available to corporations. The Fund designates 100% of the ordinary income distributions as qualified dividend income, pursuant to the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund designates 0.06% of the ordinary income distributions as qualified interest income, pursuant to the American Jobs Creation Act of 2004.

Equity Fund – During the year ended September 30, 2014, the Fund paid to shareholders ordinary income dividends (comprised of net investment income) totaling $0.042, $0.009 and $0.073 per share for Class AAA, Class A, and Class I Shares, respectively. For the year ended September 30, 2014, 100% of the ordinary income dividend 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 0.01% of the ordinary income distribution as qualified interest income, pursuant to the American Jobs Creation Act of 2004.

Balanced Fund – During the year ended September 30, 2014, the Fund paid to shareholders ordinary income dividends (comprised of net investment income) totaling $0.139, $0.105, $0.040, and $0.171 per share for Class AAA, Class A, Class C, and Class I Shares, respectively, and long term capital gains totaling $5,991,808. 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 September 30, 2014, 56.83% of the ordinary income dividend qualifies for the dividends received deduction available to corporations. The Fund designates 61.68% of the ordinary income distributions as qualified dividend income, pursuant to the Jobs and Growth Tax Relief Reconciliation Act of 2003. The Fund designates 64.13% of the ordinary income distributions as qualified interest income, pursuant to the American Jobs Creation Act of 2004. The Fund designates 100% of the ordinary income distribution as qualified short term gain.

Intermediate Bond Fund – During the year ended September 30, 2014, the Fund paid to shareholders ordinary income dividends (comprised of net investment income) totaling $0.154, $0.142, $0.063, and $0.183 per share for Class AAA, Class A, Class C, and Class I Shares, respectively. The Fund designates 89.74% of the ordinary income distributions as qualified interest income, pursuant to the American Jobs Creation Act of 2004.

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.

TETON Westwood Funds

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

In determining whether to approve the continuance of each of the Agreements, the Board considered the following information:

1) The nature, extent, and quality of services provided by the Adviser and the Subadviser.

The Board reviewed in detail the nature and extent of the services provided by the Adviser and the Subadviser under the Agreements and the quality of those services over the past year. The Board noted that these services included managing the investment program of the Funds, including the purchase and sale of portfolio securities, as well as the provision of general corporate services. The Board considered that the Adviser also provided, at its expense, office facilities for use by the Funds and supervisory personnel responsible for supervising the performance of administrative, accounting, and related services including, for each Fund, monitoring to assure compliance with stated investment policies and restrictions under the 1940 Act and related securities regulations. The Board noted that, in addition to managing the investment program for the Funds, the Adviser provided certain non-advisory and compliance services, including services under the Funds’ Rule 38a-1 compliance program.

The Board also considered that the Adviser paid for all compensation of officers and Board Members of the Funds that were affiliated with the Adviser and that the Adviser further provided services to shareholders of the Funds who had invested through various programs offered by third party financial intermediaries. The Board evaluated these factors based on its direct experience with the Adviser and Subadviser and in consultation with Fund Counsel. The Board noted that the Adviser had engaged, at its expense, BNY Mellon Investment Servicing (US) Inc. (BNY), to assist it in performing certain of its administrative functions. The Board concluded that the nature and extent of the services provided was reasonable and appropriate in relation to the advisory fee, that the level of services provided by the Adviser, either directly or through BNY, and by the Subadviser, had not diminished over the past year and that the quality of service continued to be high.

The Board reviewed the personnel responsible for providing services to the Funds and concluded, based on their experience and interaction with the Adviser and Subadviser, that (i) the Adviser and Subadviser were able to retain quality personnel, (ii) the Adviser, Subadviser, and their agents exhibited a high level of diligence and attention to detail in carrying out their advisory and administrative responsibilities under the Agreements, (iii) the Adviser and Subadviser were responsive to requests of the Board, (iv) the scope and depth of the Adviser’s and Subadviser’s resources were adequate, and (v) the Adviser and Subadviser had kept the Board apprised of developments relating to each Fund and the industry in general. The Board also focused on the Adviser’s reputation and longstanding relationship with the Funds. The Board also believed that the Adviser had devoted substantial resources and made substantial commitments to address new regulatory compliance requirements applicable to the Funds.

2) The performance of the Funds, the Adviser, and the Subadviser.

The Board reviewed the investment performance of each Fund, on an absolute basis, as compared with its Lipper peer group of other SEC registered funds, and against each Fund’s broad based securities market benchmarks as reflected in each Fund’s prospectuses and annual report. The Board also considered rankings and ratings of the Funds issued by Lipper over the short, intermediate, and long term. The Board considered each Fund’s one, three, five, and, ten year average annual total return for the periods ended June 30, 2014, but placed greatest emphasis on a Fund’s longer term performance. The peer groups considered by the Board were developed by Lipper and were comprised of funds within the same Lipper peer group category (the “Peer Group”), regardless of asset size or primary channel of distribution. Each Fund’s performance against the performance Peer Group (the “Performance Peer Group”) was considered by the Board as providing an objective comparative benchmark against which each Fund’s performance could be assessed. In general, the Board considered these comparisons helpful in their assessment as to whether the Adviser was obtaining for the Funds’ shareholders the total return performance that was available in the marketplace, given each Fund’s investment objectives, strategies, limitations, and restrictions. In reviewing the Funds’ performance, the Board noted that the Equity Fund’s performance was below the median for the one year, three year, and five year periods and above the median for the ten year period; the Balanced Fund’s performance was below the median for the one year and five year periods and above the median for the three year and ten year periods; the SmallCap Equity Fund’s performance was above the median for the one year, five year, and ten year periods and below the median for the three year period; the Mighty Mites Fund’s performance was below the median for the one year and five year periods and above the median for the three year and ten year periods; the Income Fund’s performance was below the median for the one year, three year, and five year periods; the Mid-Cap Equity Fund’s performance was below the median for the one year period; and the Intermediate Bond Fund’s performance was below the median for the one year, three year, five year and ten year periods. The Board also noted that the Income Fund had changed its investment objective in 2005 and therefore only had nine years of Peer Group performance data for comparison purposes. The Board Members concluded that the Funds’ performance was reasonable in comparison with that of the Performance Peer Groups.

In connection with its assessment of the performance of the Adviser and the Subadviser, the Board considered the Adviser’s and Subadviser’s financial condition and whether they had the resources necessary to continue to carry out their responsibilities

under the Agreements. The Board concluded that the Adviser and Subadviser had the financial resources necessary to continue to perform their obligations under the Agreements and to continue to provide the high quality services that they have provided to the Funds to date.

3) The cost of the advisory services and the profits to the Adviser and Subadviser and their affiliates from the relationship with the Funds.

In connection with the Board’s consideration of the cost of the advisory and sub-advisory services and the profits to the Adviser, Subadviser and their affiliates from their relationships with the Fund, the Board considered a number of factors. First, the Board compared the level of the advisory fee for each Fund against comparative Lipper expense peer groups (“Expense Peer Group”). The Board also considered comparative non-management fee expenses and comparative total fund expenses of the Funds and each Expense Peer Group. The Board considered this information as useful in assessing whether the Adviser and Subadviser were providing services at a cost that was competitive with other similar funds. In assessing this information, the Board considered both the comparative contract rates as well as the level of the advisory fees after waivers and/or reimbursements. The Board noted that the SmallCap Equity Fund, the Income Fund, and the Intermediate Bond Fund operated pursuant to a Fee Waiver and Expense Deferral Agreement with the Adviser wherein the Adviser had agreed to waive a portion of its fee or reimburse a Fund for a portion of its expenses necessary to limit the Fund’s total operating expenses to the level set forth in the respective Fund’s prospectus. The Board noted that the Mid-Cap Equity Fund operated pursuant to an Expense Limitation Agreement with the Adviser wherein the Adviser had agreed to limit a portion of its fee or reimburse that Fund for a portion of its expenses necessary to limit the Fund’s total operating expenses to the level set forth in the Fund’s prospectus. The Board noted that the advisory fees and expense ratios for the Equity Fund, the SmallCap Equity Fund, and the Mighty Mites Fund were higher than average when compared with those of their Expense Peer Groups. The Board noted that with respect to the Balanced Fund, the advisory fee was lower than average and expense ratios were higher than average when compared with its Expense Peer Group. Finally, the Board noted that although the Intermediate Bond Fund’s, Mid-Cap Equity Fund’s, and Income Fund’s net advisory fees were lower than average, after considering their fee waivers, their expense ratios were higher than average when compared with their Expense Peer Groups. The Board also reviewed the fees charged by the Adviser and Subadviser to provide similar advisory services to other registered investment companies with similar investment objectives and to separate accounts, noting that in some cases the fees charged by the Adviser or Subadviser were higher and, in other cases lower, than the fees charged to the Funds. In evaluating this information, the Board considered the difference in services provided by the Adviser and Subadviser to these other accounts. In particular, the Board considered the differences in risks involved in managing separate accounts and the Funds from a compliance and regulatory perspective.

The Board also considered an analysis prepared by the Adviser of the estimated profitability to the Adviser of its relationship with the Funds and reviewed with the Adviser its cost allocation methodology in connection with its profitability. In this regard, the Board reviewed Proforma Income Statements of the Adviser for the year ended December 31, 2013. The Board considered one analysis for the Adviser as a whole, and a second analysis for the Adviser with respect to each of the Funds. With respect to the Fund analysis, the Board received an analysis based on each Fund’s average net assets during the period as well as a proforma analysis of profitability at higher and lower asset levels. The Board concluded that the profitability of the Funds to the Adviser under either analysis was not excessive.

4) The extent to which economies of scale will be realized as the Funds grow and whether fee levels reflect those economies of scale.

With respect to the Board’s consideration of economies of scale, the Board discussed whether economies of scale would be realized by the Funds at higher asset levels. The Board also reviewed data from the Expense Peer Groups to assess whether the Expense Peer Group funds had advisory fee breakpoints and, if so, at what asset levels. The Board also assessed whether certain of the Adviser’s costs would increase if asset levels rise. The Board concluded that under foreseeable conditions, they were unable to assess at this time whether economies of scale would be realized if the Funds were to experience significant asset growth. In the event there were to be significant asset growth in the Funds, the Board determined to reassess whether the advisory fee appropriately took into account any economies of scale that had been realized as a result of that growth.

5) Other Factors.

In addition to the above factors, the Board also discussed other benefits received by the Adviser and Subadviser from their management of the Funds. The Board considered that the Adviser and Subadviser do use soft dollars in connection with their management of the Funds.

Based on a consideration of all these factors in their totality, the Board Members, including all of the Independent Board Members, determined that each Fund’s advisory fee and, with respect to the Equity Fund, the Balanced Fund, and the Intermediate Bond Fund, the sub-advisory fee, was fair and reasonable with respect to the quality of services provided and in light of the other factors described above that the Board deemed relevant. Accordingly, the Board Members determined to approve the continuation of each Fund’s Advisory Agreement and, with respect to the Equity Fund, the Balanced Fund, and the Intermediate Bond Fund, the Subadvisory agreements. The Board based its decision on evaluations of all these factors as a whole and did not consider any one factor as all important or controlling.

TETON Westwood Funds

Additional Fund Information (Unaudited)

The business and affairs of the Trust are managed under the direction of its Board of Trustees. Information pertaining to the Trustees and officers of the Trust is set forth below. The Trust’s Statement of Additional Information includes additional information about the TETON Westwood Funds’ Trustees and is available, without charge, upon request, by calling 800-WESTWOOD (800-937-8966) or by writing to the TETON Westwood Funds at One Corporate Center, Rye, NY 10580-1422.


Name, Position(s), Address¹and 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 Trustee³
INDEPENDENT TRUSTEES⁴:

Anthony J. Colavita Trustee Age: 78	Since 1994	37	President of the law firm of Anthony J. Colavita, P.C.	—

James P. Conn Trustee Age: 76	Since 1994	21	Former Managing Director and Chief Investment Officer of Financial Security Assurance Holdings Ltd. (1992-1998)	Director of First Republic Bank (banking) through January 2008

Werner J. Roeder, MD Trustee Age: 74	Since 1994	23	Medical Director of Lawrence Hospital and practicing private physician	—

Salvatore J. Zizza Trustee Age: 68	Since 2004	31	Chairman of Zizza & Associates Corp. (financial consulting); Chairman of Metropolitan Paper Recycling, Inc. (recycling) (since 2005); Chairman of Harbor Diversified, Inc. (biotechnology) (since 1999); Chairman of BAM (semiconductor and aerospace manufacturing) (since 2000); Chairman of Bergen Cove Realty Inc. (since 2002)	Director and Vice Chairman of Trans-Lux Corporation (business services); Director and Chairman of Harbor Diversified Inc. (pharmaceuticals); Chairman of Bion Environmental Technologies (technology); Director, Chairman, and CEO of General Employment Enterprises (staffing services) (2009-2012)
OFFICERS:
Bruce N. Alpert President Age: 62	Since 1994	—	Executive Vice President and Chief Operating Officer of Gabelli Funds, LLC since 1988; and an Officer of registered investment companies in the Gabelli/GAMCO Funds complex; Director of Teton Advisors, Inc. 1998-2012; Chairman of Teton Advisors, Inc. 2008-2010; President of Teton Advisors, Inc., 1998-2008; Senior Vice President of GAMCO Investors, Inc. since 2008	—

Andrea R. Mango Secretary Age: 42	Since November 2013	—	Counsel of Gabelli Funds, LLC; 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: 56	Since 2006	—	President and Chief Operating Officer of the Open-End Fund Division of Gabelli Funds, LLC since 2010; Senior Vice President of GAMCO Investors, Inc. since 2009; Vice President of Gabelli Funds, LLC since 2007; Officer of registered investment companies in the Gabelli/GAMCO Funds Complex	—

Richard J. Walz Chief Compliance Officer Age: 55	Since November 2013	—	Chief Compliance Officer of the Gabelli/GAMCO Funds Complex; Chief Compliance Officer of AEGON USA Investment Management LLC 2011-2013; Chief Compliance Officer of Cutwater Asset Management 2004-2011	—

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

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 Trust’s Amended By-Laws and Amended and Restated 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	This column includes only directorships of companies required to report to the SEC under the Securities Exchange Act of 1934, i.e., public companies, or other investment companies registered under the Investment Company Act of 1940.

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

TETON WESTWOOD FUNDS

TETON Westwood Mighty Mites^SM Fund

TETON Westwood SmallCap Equity Fund

TETON Westwood Mid-Cap Equity Fund

TETON Westwood Income Fund

TETON Westwood Equity Fund

TETON Westwood Balanced Fund

TETON Westwood Intermediate Bond Fund

One Corporate Center

Rye, New York 10580-1422

General and Account Information:

800-WESTWOOD [800-937-8966]

fax: 914-921-5118

website: www.tetonadv.com

e-mail: info@tetonadv.com

Board of Trustees



ANTHONY J. COLAVITA				WERNER J. ROEDER, MD
President,				Medical Director,
Anthony J. Colavita, P.C.				Lawrence Hospital

JAMES P. CONN				SALVATORE J. ZIZZA
Former Chief Investment Officer,				Chairman,
Financial Security Assurance Holdings Ltd.				Zizza & Associates Corp.

Officers

BRUCE N. ALPERT				RICHARD J. WALZ
President				Chief Compliance Officer

ANDREA R. MANGO				AGNES MULLADY
Secretary				Treasurer

Investment Adviser

TETON Advisors, Inc.

Custodian

The Bank of New York Mellon

Distributor

G.distributors, LLC

Legal Counsel

Paul Hastings LLP

We have separated the portfolio managers’ commentaries 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 managers’ commentaries is unrestricted. The financial statements and investment portfolio are mailed separately from the commentaries. Both the commentaries and the financial statements, including the portfolio of investments, will be available on our website at www.tetonadv.com.

This report is submitted for the information of the shareholders of the TETON Westwood Funds. It is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.

GABWWQ314AR

Item 2. Code of Ethics.

(a)

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

(c)

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

(d)

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

Item 3. Audit Committee Financial Expert.

As of the end of the period covered by the report, the registrant’s board of directors has determined that James P. Conn is qualified to serve as an audit committee financial expert serving on its audit committee and that he is “independent.”

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 $160,000 in 2013 and $164,800 in 2014.

Audit-Related Fees

(b)

The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are $0 in 2013 and $0 in 2014.

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 $27,080 in 2013 and $27,890 in 2014. Tax fees represent tax compliance services provided in connection with the review of the Registrant’s tax returns.

All Other Fees

	(d)	The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 in 2013 and $0 in 2014.

	(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 Advisers, Inc., and any affiliate of Gabelli Funds, LLC (“Gabelli”) that provides services to the registrant (a “Covered Services Provider”) if the 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) N/A

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

performed by persons other than the principal accountant’s full-time, permanent employees was 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 $27,080 in 2013 and $27,890 in 2014.

(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 TETON Westwood Funds


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


Date		12/4/2014

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		12/4/2014


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


Date		12/4/2014

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

TETON Westwood Mighty Mites Fund (WMMAX) N-CSRCertified annual shareholder report (management investment company)