Gabelli Small Cap Growth Fund NCSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number 811-06367

Gabelli Equity Series Funds, Inc. .

(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: March 31, 2017

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

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

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.


The Gabelli Equity Income Fund Semiannual Report — March 31, 2017

To Our Shareholders,		Mario J. Gabelli, CFA Portfolio Manager

For the six months ended March 31, 2017, the net asset value (“NAV”) per Class AAA Share of The Gabelli Equity Income Fund increased 7.5% compared with an increase of 10.1% for the Standard & Poor’s (“S&P”) 500 Index. See below for additional performance information.

Enclosed are the financial statements, including the schedule of investments, as of March 31, 2017.

Comparative Results


Average Annual Returns through March 31, 2017 (a)(b) (Unaudited)											Since
											Inception
	Six Months		1 Year		5 Year		10 Year		15 Year		(01/02/92)
Class AAA (GABEX)		7.48%		13.38%		9.64%		6.31%		7.74%		9.95%
S&P 500 Index		10.12		17.17		13.30		7.51		7.09		9.31(c)
Nasdaq Composite Index		11.99		22.93		15.38		10.60		9.23		9.58(c)
Lipper Equity Income Fund Average		9.26		16.09		11.34		5.93		6.60		8.45
Class A (GCAEX)		7.51		13.39		9.65		6.32		7.74		9.95
With sales charge (d)		1.33		6.87		8.35		5.70		7.31		9.69
Class C (GCCEX)		7.08		12.52		8.82		5.53		7.04		9.52
With contingent deferred sales charge (e)		6.08		11.52		8.82		5.53		7.04		9.52
Class I (GCIEX)		7.62		13.67		9.92		6.57		7.91		10.05

In the current prospectuses dated January 27, 2017, the expense ratios for Class AAA, A, C, and I Shares are 1.39%, 1.39%, 2.14%, and 1.14%, respectively. See page 11 for the expense ratios for the six months ended March 31, 2017. Class AAA and Class I Shares do not have a sales charge. The maximum sales charge for Class A and C Shares is 5.75% and 1.00%, respectively.

(a)

Returns represent past performance and do not guarantee future results. Total returns and average annual returns reflect changes in share price, reinvestment of distributions, and are net of expenses. Investment returns and the principal value of an investment will fluctuate. When shares are redeemed, they may be worth more or less than their original cost. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of purchase. Performance returns for periods of less than one year are not annualized. 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 www.gabelli.com. The Class AAA Share NAVs are used to calculate performance for the periods prior to the issuance of Class A Shares and Class C Shares on December 31, 2003 and Class I Shares on January 11, 2008. The actual performance of the Class A Shares and Class C Shares would have been lower due to the additional fees and expenses associated with these classes of shares. The actual performance of the Class I Shares would have been higher due to lower expenses related to this class of shares. The S&P 500 Index is a market capitalization weighted index of 500 large capitalization stocks commonly used to represent the U.S. equity market. The Nasdaq Composite Index is an unmanaged indicator of stock market performance. The Lipper Equity Income Fund Average includes the 30 largest equity funds in this category tracked by Lipper, Inc. Dividends are considered reinvested, except for the Nasdaq Composite Index. You cannot invest directly in an index.

(b)

The Fund’s fiscal year ends September 30.

(c)

S&P 500 Index and Nasdaq Composite Index since inception performance is as of December 31, 1991.

(d)

Performance results include the effect of the maximum 5.75% sales charge at the beginning of the period.

(e)

Assuming payment of the 1% maximum contingent deferred sales charge imposed on redemptions made within one year of purchase.


The Gabelli Equity Income Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from October 1, 2016 through March 31, 2017		Expense Table

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

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

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

To do so, simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000

= 8.6), then multiply the result by the number given for your Fund under the heading “Expenses Paid During Period” to estimate the expenses you paid during this period.

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

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


	Beginning Account Value 10/01/16	Ending Account Value 03/31/17		Annualized Expense Ratio		Expenses Paid During Period*
*The Gabelli Equity Income Fund*
Actual Fund Return
Class AAA	$1,000.00		$1,074.80		1.41%		$ 7.29
Class A	$1,000.00		$1,075.10		1.41%		$ 7.29
Class C	$1,000.00		$1,070.80		2.16%		$11.15
Class I	$1,000.00		$1,076.20		1.16%		$ 6.00
Hypothetical 5% Return
Class AAA	$1,000.00		$1,017.90		1.41%		$ 7.09
Class A	$1,000.00		$1,017.90		1.41%		$ 7.09
Class C	$1,000.00		$1,014.16		2.16%		$10.85
Class I	$1,000.00		$1,019.15		1.16%		$ 5.84

*	Expenses are equal to the Fund’s annualized expense ratio for the last six months multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (182 days), then divided by 365.

Summary of Portfolio Holdings (Unaudited)

The following table presents portfolio holdings as a percent of net assets as of March 31, 2017:

The Gabelli Equity Income Fund


Financial Services	21.1	%
Food and Beverage	14.3	%
Health Care	10.5	%
Retail	6.9	%
Consumer Products	4.6	%
Diversified Industrial	4.5	%
Energy and Utilities: Oil	3.3	%
Telecommunications	3.3	%
Automotive: Parts and Accessories	2.4	%
Broadcasting	2.0	%
Aerospace	2.0	%
Entertainment	1.9	%
Equipment and Supplies	1.8	%
Computer Software and Services	1.6	%
Specialty Chemicals	1.6	%
Business Services	1.5	%
Energy and Utilities: Services	1.5	%
Building and Construction	1.4	%
Electronics	1.4	%
Energy and Utilities: Natural Gas	1.3	%
Real Estate Investment Trusts	1.1	%
Cable and Satellite	1.1	%


Computer Hardware	1.0	%
Machinery	0.9	%
Environmental Services	0.9	%
Agriculture	0.8	%
Wireless Communications	0.8	%
Metals and Mining	0.7	%
Communications Equipment	0.7	%
Energy and Utilities: Integrated	0.6	%
Transportation	0.5	%
Automotive	0.4	%
Aviation: Parts and Services	0.4	%
Energy and Utilities: Electric	0.3	%
Hotels and Gaming	0.3	%
Consumer Services	0.2	%
Energy and Utilities: Water	0.2	%
Paper and Forest Products	0.0	%*
Real Estate	0.0	%*
Publishing	0.0	%*
Other Assets and Liabilities (Net)	0.2	%


	100.0	%

*	Amount represents less than 0.05%

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

Proxy Voting

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

The Gabelli Equity Income Fund

Schedule of Investments — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS — 99.6%
		Aerospace — 2.0%
	64,000	Aerojet Rocketdyne Holdings Inc.†	$	359,828	$	1,388,800
	2,000	Lockheed Martin Corp.		47,350		535,200
	10,000	Raytheon Co.		279,200		1,525,000
	97,000	Rockwell Automation Inc.		3,592,399		15,103,870
	2,000	Rockwell Collins Inc.		15,844		194,320
	1,400,000	Rolls-Royce Holdings plc		10,045,580		13,225,584

				14,340,201		31,972,774


		Agriculture — 0.8%
	90,000	Archer Daniels Midland Co.		2,386,667		4,143,600
	80,000	Monsanto Co.		1,395,675		9,056,000
	12,000	The Mosaic Co.		186,246		350,160

				3,968,588		13,549,760


		Automotive — 0.4%
	214,000	Navistar International Corp.†		4,167,904		5,268,680
	30,000	PACCAR Inc.		1,348,822		2,016,000

				5,516,726		7,284,680


		Automotive: Parts and Accessories — 2.4%
	15,000	Adient plc		705,000		1,090,050
	164,000	Dana Inc.		2,605,637		3,166,840
	352,000	Genuine Parts Co.		14,628,700		32,528,320
	32,000	Modine Manufacturing Co.†		237,394		390,400
	2,500	O’Reilly Automotive Inc.†		62,700		674,600
	25,000	Tenneco Inc.		377,913		1,560,500

				18,617,344		39,410,710


		Aviation: Parts and Services — 0.4%
	100,000	Arconic Inc.		1,882,016		2,634,000
	29,000	United Technologies Corp.		1,453,950		3,254,090

				3,335,966		5,888,090


		Broadcasting — 2.0%
	347,500	CBS Corp., Cl. A, Voting		8,267,956		24,460,525
	65,575	Liberty Global plc, Cl. A†		1,481,226		2,352,175
	158,000	Liberty Global plc, Cl. C†		3,557,432		5,536,320
	36,000	MSG Networks Inc., Cl. A†		134,967		840,600

				13,441,581		33,189,620


		Building and Construction — 1.4%
	200,000	Fortune Brands Home & Security Inc.		1,974,872		12,170,000
	49,000	Herc Holdings Inc.†		1,576,954		2,395,610
	218,000	Johnson Controls International plc		4,478,617		9,182,160

				8,030,443		23,747,770


		Business Services — 1.5%
	37,000	Automatic Data Processing Inc.		1,358,159		3,788,430
	90,000	Diebold Nixdorf Inc.		2,691,375		2,763,000


Shares			Cost		Market Value
	100,000	MasterCard Inc., Cl. A	$	864,079	$	11,247,000
	2,000	MSC Industrial Direct Co. Inc., Cl. A		132,352		205,520
	40,000	Pentair plc		1,223,885		2,511,200
	30,000	S&P Global Inc.		1,225,693		3,922,200
	4,000	Vectrus Inc.†		61,245		89,400

				7,556,788		24,526,750


		Cable and Satellite — 1.1%
	10,000	AMC Networks Inc., Cl. A†		389,742		586,800
	167,000	DISH Network Corp., Cl. A†		3,388,521		10,602,830
	16,000	EchoStar Corp., Cl. A†		478,840		911,200
	8,181	Liberty Global plc LiLAC, Cl. A†		221,309		181,945
	20,030	Liberty Global plc LiLAC, Cl. C†		541,872		461,491
	60,000	Scripps Networks Interactive Inc., Cl. A		2,582,949		4,702,200

				7,603,233		17,446,466


		Communications Equipment — 0.7%
	430,000	Corning Inc.		5,496,825		11,610,000


		Computer Hardware — 1.0%
	22,000	Apple Inc.		1,611,288		3,160,520
	77,000	International Business Machines Corp.		6,120,171		13,408,780

				7,731,459		16,569,300


		Computer Software and Services — 1.6%
	10,000	CDK Global Inc.		151,748		650,100
	100,000	Fidelity National Information Services Inc.		1,648,845		7,962,000
	280,000	Hewlett Packard Enterprise Co.		3,269,102		6,636,000
	50,000	Microsoft Corp.		1,397,000		3,293,000
	23,000	NetScout Systems Inc.†		371,369		872,850
	163,000	Yahoo! Inc.†		2,658,679		7,564,830

				9,496,743		26,978,780


		Consumer Products — 4.6%
	44,000	Altria Group Inc.		517,039		3,142,480
	81,000	Edgewell Personal Care Co.†		3,402,906		5,924,340
	60,000	Energizer Holdings Inc.		744,798		3,345,000
	2,000	National Presto Industries Inc.		60,046		204,400
	50,000	Philip Morris International Inc.		1,501,172		5,645,000
	92,000	Reckitt Benckiser Group plc		2,835,852		8,398,321
	25,000	Svenska Cellulosa AB, Cl. A		485,531		823,043
	1,000,000	Swedish Match AB		12,530,354		32,531,122
	120,000	The Procter & Gamble Co.		6,634,812		10,782,000
	80,000	Unilever NV - NY Shares		1,607,207		3,974,400

				30,319,717		74,770,106


		Consumer Services — 0.2%
	3,500	Allegion plc		50,080		264,950

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Consumer Services (Continued)
	76,000	Rollins Inc.	$	168,607	$	2,821,880

				218,687		3,086,830


		Diversified Industrial — 4.5%
	92,000	Crane Co.		3,022,292		6,884,360
	80,000	Eaton Corp. plc		3,769,548		5,932,000
	635,000	General Electric Co.		10,524,243		18,923,000
	150,000	Honeywell International Inc.		4,338,399		18,730,500
	50,000	ITT Inc.		1,004,526		2,051,000
	50,000	Jardine Matheson Holdings Ltd.		2,372,853		3,212,500
	180,000	Jardine Strategic Holdings Ltd.		4,227,653		7,560,000
	120,000	Textron Inc.		763,372		5,710,800
	350,000	Toray Industries Inc.		2,392,238		3,102,937
	37,000	Trinity Industries Inc.		622,753		982,350

				33,037,877		73,089,447


		Electronics — 1.4%
	45,000	Sony Corp.		1,174,377		1,522,231
	85,000	Sony Corp., ADR		2,025,391		2,867,050
	74,000	TE Connectivity Ltd.		2,500,525		5,516,700
	160,000	Texas Instruments Inc.		4,058,668		12,889,600

				9,758,961		22,795,581


		Energy and Utilities: Electric — 0.3%
	10,000	American Electric Power Co. Inc.		343,190		671,300
	7,000	Avangrid Inc.		137,482		299,180
	45,000	El Paso Electric Co.		351,450		2,272,500
	50,000	Korea Electric Power Corp., ADR†		650,030		1,036,500
	105,000	The AES Corp.		518,708		1,173,900

				2,000,860		5,453,380


		Energy and Utilities: Integrated — 0.6%
	5,512	California Resources Corp.†		109,927		82,901
	5,000	Duke Energy Corp.		232,724		410,050
	200,000	Energy Transfer Equity LP		1,172,695		3,946,000
	29,000	Eni SpA.		304,221		474,887
	14,000	Eversource Energy		211,873		822,920
	6,500	Iberdrola SA, ADR		98,020		185,900
	64,000	OGE Energy Corp.		853,373		2,238,720
	59,000	PNM Resources Inc.		607,016		2,183,000

				3,589,849		10,344,378


		Energy and Utilities: Natural Gas — 1.3%
	2,000	Atmos Energy Corp.		52,608		157,980
	82,000	Kinder Morgan Inc.		2,633,430		1,782,680
	200,000	National Fuel Gas Co.		8,744,249		11,924,000
	15,000	ONE Gas Inc.		62,574		1,014,000
	100,000	ONEOK Inc.		950,979		5,544,000


Shares			Cost		Market Value
	12,000	Southwest Gas Holdings Inc.	$	246,965	$	994,920

				12,690,805		21,417,580


		Energy and Utilities: Oil — 3.3%
	170,000	Anadarko Petroleum Corp.		8,487,661		10,540,000
	1,500	Apache Corp.		83,360		77,085
	60,000	BP plc, ADR		2,465,794		2,071,200
	100,000	Chevron Corp.		3,963,114		10,737,000
	97,000	ConocoPhillips		1,868,720		4,837,390
	16,000	Denbury Resources Inc.†		47,450		41,280
	39,000	Devon Energy Corp.		1,150,715		1,627,080
	100,000	Exxon Mobil Corp.		2,740,792		8,201,000
	106,000	Hess Corp.		6,323,282		5,110,260
	24,000	Marathon Oil Corp.		536,370		379,200
	22,000	Marathon Petroleum Corp.		305,868		1,111,880
	44,000	Occidental Petroleum Corp.		1,545,094		2,787,840
	3,000	PetroChina Co. Ltd., ADR		234,161		219,750
	100,000	Royal Dutch Shell plc, Cl. A, ADR		4,387,400		5,273,000
	17,000	Total SA, ADR		282,789		857,140

				34,422,570		53,871,105


		Energy and Utilities: Services — 1.5%
	345,000	Halliburton Co.		10,163,305		16,977,450
	93,000	Oceaneering International Inc.		2,001,490		2,518,440
	50,000	Schlumberger Ltd.		1,999,420		3,905,000
	100,000	Weatherford International plc†		1,082,690		665,000

				15,246,905		24,065,890


		Energy and Utilities: Water — 0.2%
	18,000	Aqua America Inc.		132,783		578,700
	80,000	Severn Trent plc		2,133,400		2,387,521

				2,266,183		2,966,221


		Entertainment — 1.9%
	140,000	Grupo Televisa SAB, ADR		3,208,156		3,631,600
	12,000	The Madison Square Garden Co, Cl. A†		347,057		2,396,520
	64,000	Time Warner Inc.		1,538,072		6,253,440
	155,000	Twenty-First Century Fox Inc., Cl. B		4,830,463		4,925,900
	294,000	Viacom Inc., Cl. A		11,552,581		14,332,500

				21,476,329		31,539,960


		Environmental Services — 0.9%
	50,000	Republic Services Inc.		1,684,307		3,140,500
	160,000	Waste Management Inc.		5,307,780		11,667,200

				6,992,087		14,807,700


		Equipment and Supplies — 1.7%
	60,000	A.O. Smith Corp.		208,117		3,069,600
	16,346	Danaher Corp.		476,946		1,398,073
	183,000	Flowserve Corp.		2,365,375		8,860,860
	24,000	Graco Inc.		1,307,940		2,259,360

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Equipment and Supplies (Continued)
	12,000	Ingersoll-Rand plc	$	249,750	$	975,840
	22,000	Minerals Technologies Inc.		757,033		1,685,200
	186,500	Mueller Industries Inc.		3,696,433		6,383,895
	16,000	Parker-Hannifin Corp.		835,168		2,565,120
	15,000	Tenaris SA, ADR		306,100		512,100

				10,202,862		27,710,048


		Financial Services — 21.1%
	6,500	Alleghany Corp.†		1,001,491		3,995,290
	220,000	AllianceBernstein Holding LP		2,898,171		5,027,000
	235,000	American Express Co.		8,383,426		18,590,850
	140,000	American International Group Inc.		3,196,704		8,740,200
	27,000	Argo Group International Holdings Ltd.		605,879		1,830,600
	19,000	Banco Popular Espanol SA†		141,050		18,445
	5,195	Banco Santander Chile, ADR		29,250		130,291
	93,000	Banco Santander SA, ADR		699,738		564,510
	335,000	Bank of America Corp.		3,395,384		7,902,650
	13,056	BNP Paribas SA		580,935		869,536
	384,000	Citigroup Inc.		14,216,228		22,970,880
	12,000	Deutsche Bank AG†		197,322		205,920
	57,000	Dundee Corp., Cl. A†		681,292		174,448
	44,000	Eaton Vance Corp.		1,344,334		1,978,240
	130,000	Federated Investors Inc., Cl. B		3,202,051		3,424,200
	34,000	Fidelity Southern Corp.		281,974		760,920
	165,000	H&R Block Inc.		2,657,891		3,836,250
	54,000	Interactive Brokers Group Inc., Cl. A		820,617		1,874,880
	245,000	Janus Capital Group Inc.		2,159,085		3,234,000
	240,000	JPMorgan Chase & Co.		8,149,374		21,081,600
	82,000	Julius Baer Group Ltd.		2,712,412		4,093,246
	30,000	Kemper Corp.		795,002		1,197,000
	90,100	Kinnevik AB, Cl. A		1,682,511		2,686,716
	19,000	Kinnevik AB, Cl. B		278,394		506,771
	335,000	Legg Mason Inc.		6,681,494		12,096,850
	15,000	Leucadia National Corp.		263,160		390,000
	110,000	Loews Corp.		4,225,687		5,144,700
	134,000	M&T Bank Corp.		9,515,118		20,733,820
	330,000	Marsh & McLennan Companies Inc.		9,904,960		24,383,700
	300,000	Morgan Stanley		7,001,380		12,852,000
	262,000	Navient Corp.		2,121,415		3,867,120
	60,000	Northern Trust Corp.		2,586,193		5,194,800
	60,000	Och-Ziff Capital Management Group LLC, Cl. A		285,790		135,600
	40,000	Oritani Financial Corp.		400,000		680,000
	40,000	Popular Inc.		1,006,510		1,629,200
	280,000	SLM Corp.†		1,288,367		3,388,000
	170,000	State Street Corp.		7,766,302		13,533,700
	284,000	Sterling Bancorp.		3,091,639		6,730,800


Shares			Cost		Market Value
	12,000	SunTrust Banks Inc.	$	251,737	$	663,600
	77,000	T. Rowe Price Group Inc.		3,357,105		5,247,550
	100,000	TD Ameritrade Holding Corp.		1,692,686		3,886,000
	1,000,000	The Bank of New York Mellon Corp.		28,005,472		47,230,000
	3,000	The Dun & Bradstreet Corp.		105,969		323,820
	18,500	The Goldman Sachs Group Inc.		2,239,746		4,249,820
	134,000	The Hartford Financial Services Group Inc.		4,223,029		6,441,380
	104,500	The PNC Financial Services Group Inc.		5,544,491		12,565,080
	16,000	The Travelers Companies Inc.		636,771		1,928,640
	50,000	W. R. Berkley Corp.		1,802,579		3,531,500
	108,000	Waddell & Reed Financial Inc., Cl. A		2,182,196		1,836,000
	580,000	Wells Fargo & Co.		17,813,900		32,282,800
	309,000	Wright Investors’ Service Holdings Inc.†		757,026		201,159

				184,861,237		346,842,082


		Food and Beverage — 14.3%
	1,000	Ajinomoto Co. Inc.		15,519		19,730
	21,000	Anheuser-Busch InBev SA/NV		344,388		2,305,255
	356,000	Brown-Forman Corp., Cl. A		6,727,526		16,756,920
	178,500	Campbell Soup Co.		5,637,633		10,217,340
	80,000	Coca-Cola Amatil Ltd., ADR		246,845		659,200
	20,000	Coca-Cola European Partners plc		450,000		753,800
	14,500	Coca-Cola Femsa SAB de CV, ADR		590,410		1,039,650
	9,000	Constellation Brands Inc., Cl. A		111,631		1,458,630
	136,000	Danone SA		6,835,990		9,250,635
	570,000	Davide Campari-Milano SpA		4,009,951		6,609,806
	96,000	Diageo plc, ADR		5,503,813		11,095,680
	50,000	Dr Pepper Snapple Group Inc.		909,059		4,896,000
	132,000	Fomento Economico Mexicano SAB de CV, ADR		3,153,416		11,684,640
	220,000	General Mills Inc.		5,882,682		12,982,200
	2,750,000	Grupo Bimbo SAB de CV, Cl. A		2,204,405		6,837,453
	148,000	Heineken NV.		6,988,553		12,599,373
	17,000	Heineken NV, ADR		430,190		721,650
	230,000	ITO EN Ltd.		4,740,133		8,398,006
	39,000	Kellogg Co.		2,082,651		2,831,790
	2,000	McCormick & Co. Inc., Cl. V		137,120		194,760
	28,000	McCormick & Co. Inc., Non-Voting		1,282,199		2,731,400
	753,000	Mondelēz International Inc., Cl. A		14,359,651		32,439,240
	115,000	Nestlé SA		3,174,203		8,823,192
	65,000	Nestlé SA, ADR		3,829,280		4,998,500
	112,000	Nissin Foods Holdings Co. Ltd.		3,674,644		6,207,132

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Food and Beverage (Continued)
	3,500,000	Parmalat SpA	$	9,623,611	$	11,447,865
	100,000	PepsiCo Inc.		6,444,340		11,186,000
	45,000	Pernod Ricard SA		3,674,041		5,323,882
	58,000	Remy Cointreau SA		3,534,133		5,678,231
	40,000	Sapporo Holdings Ltd.		932,502		1,081,470
	71,000	The Kraft Heinz Co.		2,125,573		6,447,510
	160,000	The Coca-Cola Co.		3,550,158		6,790,400
	1,000	The Hershey Co.		36,300		109,250
	91,000	Tootsie Roll Industries Inc.		1,746,636		3,398,850
	4,000	Tyson Foods Inc., Cl. A		31,963		246,840
	118,000	Yakult Honsha Co. Ltd.		3,061,394		6,550,256

				118,082,543		234,772,536


		Health Care — 10.5%
	35,000	Abbott Laboratories		983,290		1,554,350
	12,000	AbbVie Inc.		298,060		781,920
	36,000	Aetna Inc.		1,423,297		4,591,800
	4,000	Allergan plc.		576,000		955,680
	78,000	Baxter International Inc.		1,729,585		4,045,080
	21,000	Bio-Rad Laboratories Inc., Cl. A†		2,151,515		4,186,140
	80,000	Boston Scientific Corp.†		490,079		1,989,600
	420,000	Bristol-Myers Squibb Co.		10,321,764		22,839,600
	200,000	Eli Lilly & Co.		7,008,141		16,822,000
	20,000	Express Scripts Holding Co.†		1,010,819		1,318,200
	13,000	GlaxoSmithKline plc, ADR		574,785		548,080
	20,600	Henry Schein Inc.†		521,297		3,501,382
	155,000	Johnson & Johnson		9,420,707		19,305,250
	3,000	Laboratory Corp. of America Holdings†		192,372		430,410
	50,000	Mead Johnson Nutrition Co.		2,222,899		4,454,000
	345,000	Merck & Co. Inc.		9,819,021		21,921,300
	236,000	Novartis AG, ADR		12,898,248		17,527,720
	215,000	Patterson Cos., Inc.		7,565,090		9,724,450
	311,000	Pfizer Inc.		5,302,341		10,639,310
	115,000	Roche Holding AG, ADR		2,186,738		3,683,450
	32,000	Roche Holding AG, Genusschein		4,669,076		8,172,116
	40,000	Tenet Healthcare Corp.†		918,390		708,400
	1,000	UnitedHealth Group Inc.		26,333		164,010
	87,500	William Demant Holding A/S†		854,734		1,828,145
	61,854	Wright Medical Group NV†		1,273,574		1,924,897
	50,000	Zimmer Biomet Holdings Inc.		2,907,785		6,105,500
	62,000	Zoetis Inc.		1,793,580		3,308,940

				89,139,520		173,031,730


		Hotels and Gaming — 0.3%
	8,000	Las Vegas Sands Corp.		19,953		456,560
	78,000	MGM Resorts International		799,235		2,137,200


Shares			Cost		Market Value
	15,200	Wynn Resorts Ltd.	$	529,409	$	1,742,072

				1,348,597		4,335,832


		Machinery — 0.9%
	6,000	Caterpillar Inc.		35,181		556,560
	90,000	Deere & Co.		3,930,677		9,797,400
	100,000	Xylem Inc.		2,608,556		5,022,000

				6,574,414		15,375,960


		Metals and Mining — 0.7%
	30,000	Alcoa Corp.		560,214		1,032,000
	220,000	Freeport-McMoRan Inc.†		2,553,476		2,939,200
	237,000	Newmont Mining Corp.		7,046,043		7,811,520

				10,159,733		11,782,720


		Paper and Forest Products — 0.0%
	15,000	International Paper Co.		469,570		761,700


		Publishing — 0.0%
	3,000	Value Line Inc.		41,976		51,630


		Real Estate — 0.0%
	9,749	Griffin Industrial Realty Inc.		215,514		301,732


		Real Estate Investment Trusts — 1.1%
	45,600	Ryman Hospitality Properties Inc.		1,742,930		2,819,448
	470,000	Weyerhaeuser Co.		9,844,344		15,970,600

				11,587,274		18,790,048


		Retail — 6.9%
	16,000	Compagnie Financiere Richemont SA		540,728		1,265,113
	24,562	Copart Inc.†		433,098		1,521,125
	75,000	Costco Wholesale Corp.		3,711,893		12,576,750
	377,000	CVS Health Corp.		13,031,934		29,594,500
	97,200	Ingles Markets Inc., Cl. A		1,718,799		4,194,180
	408,000	J.C. Penney Co. Inc.†		4,275,735		2,513,280
	425,000	Macy’s Inc.		6,051,219		12,597,000
	90,000	Seven & i Holdings Co. Ltd.		2,692,986		3,526,273
	166,000	The Home Depot Inc.		4,640,772		24,373,780
	27,000	Tractor Supply Co.		278,125		1,862,190
	115,000	Walgreens Boots Alliance Inc.		3,580,660		9,550,750
	41,000	Wal-Mart Stores Inc.		1,841,970		2,955,280
	10,000	Weis Markets Inc.		300,480		596,500
	180,000	Whole Foods Market Inc.		2,898,304		5,349,600

				45,996,703		112,476,321


		Specialty Chemicals — 1.6%
	15,000	Albemarle Corp.		154,896		1,584,600
	6,000	Ashland Global Holdings Inc.		275,062		742,859
	180,000	Ferro Corp.†		577,134		2,734,200
	8,000	FMC Corp.		186,076		556,720
	46,000	H.B. Fuller Co.		950,216		2,371,760

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Specialty Chemicals (Continued)
	109,000	International Flavors & Fragrances Inc.	$	4,878,552	$	14,445,770
	2,400	NewMarket Corp.		9,263		1,087,752
	1,000	Quaker Chemical Corp.		10,797		131,660
	20,000	Sensient Technologies Corp.		395,247		1,585,200
	20,000	The Chemours Co.		210,932		770,000

				7,648,175		26,010,521


		Telecommunications — 3.2%
	5,000	AT&T Inc.		119,500		207,750
	330,000	BCE Inc.		6,632,294		14,609,100
	50,000	BT Group plc		204,914		199,336
	32,000	BT Group plc, ADR		469,025		642,880
	21,000	CenturyLink Inc.		668,888		494,970
	65,000	Cincinnati Bell Inc.†		919,240		1,150,500
	285,000	Deutsche Telekom AG, ADR		4,233,443		5,001,750
	13,500	Harris Corp.		1,078,762		1,502,145
	33,000	Loral Space & Communications Inc.†		1,317,447		1,300,200
	25,000	Orange SA, ADR		424,798		388,500
	47,000	Proximus SA		1,462,751		1,474,861
	45,010	Telefonica SA, ADR		428,921		503,662
	316,000	Telephone & Data Systems Inc.		9,068,289		8,377,160
	24,000	TELUS Corp.		185,454		779,095
	25,000	TELUS Corp., New York		561,870		812,000
	300,000	Verizon Communications Inc.		10,344,978		14,625,000

				38,120,574		52,068,909


		Transportation — 0.5%
	142,500	GATX Corp.		4,719,293		8,686,800


		Wireless Communications — 0.8%
	9,000	Millicom International Cellular SA		513,014		503,190
	30,000	Millicom International Cellular SA, SDR		2,004,780		1,672,981
	228,000	NTT DoCoMo Inc.		3,309,462		5,309,351
	70,000	Turkcell Iletisim Hizmetleri A/S, ADR†		1,018,249		579,600
	26,000	United States Cellular Corp.†		1,060,411		970,580
	134,000	Vodafone Group plc, ADR		5,880,075		3,541,620

				13,785,991		12,577,322

		TOTAL COMMON STOCKS		820,110,703		1,635,958,769


		CONVERTIBLE PREFERRED STOCKS — 0.1%
		Telecommunications — 0.1%
	30,000	Cincinnati Bell Inc., 6.750%, Ser. B		625,446		1,485,600


Shares			Cost		Market Value
		RIGHTS — 0.0%
		Financial Services — 0.0%
	12,000	Deutsche Bank AG, expire 04/06/17†	$	0	$	28,320

		Retail — 0.0%
	250,017	Safeway Casa Ley, CVR, expire 01/30/19†		27,343		95,006
	250,017	Safeway PDC, CVR, expire 01/30/18†		1,313		5,000

		TOTAL RIGHTS		28,656		128,326


		WARRANTS — 0.0%
		Retail — 0.0%
	105	Sears Holdings Corp., expire 12/15/19†		522		327


Principal Amount
		CONVERTIBLE CORPORATE BONDS — 0.0%
		Building and Construction — 0.0%
	$ 1,025,000	Layne Christensen Co., 4.250%, 11/15/18		1,019,817		908,406

		CORPORATE BONDS — 0.1%
		Energy and Utilities: Electric — 0.0%
	200,000	Texas Competitive Electric Holdings Co. LLC, 10.250%, 11/01/18†		0		0


		Equipment and Supplies — 0.1%
	932,000	Mueller Industries Inc., 6.000%, 03/01/27		932,000		929,670


		Retail — 0.0%
	3,000	Sears Holdings Corp., 8.000%, 12/15/19		2,682		2,370

		TOTAL CORPORATE BONDS		934,682		932,040


		TOTAL INVESTMENTS — 99.8%	$	822,719,826		1,639,413,468

		Other Assets and Liabilities (Net) — 0.2%				2,753,115

		NET ASSETS — 100.0%			$	1,642,166,583


†		Non-income producing security.
ADR		American Depositary Receipt
CVR		Contingent Value Right
SDR		Swedish Depositary Receipt

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Statement of Assets and Liabilities

March 31, 2017 (Unaudited)


Assets:
Investments, at value (cost $822,719,826)	$	1,639,413,468
Foreign currency, at value (cost $11,212)		11,258
Cash		42,015
Receivable for investments sold		5,559,568
Receivable for Fund shares sold		1,185,794
Dividends and interest receivable		4,073,066
Prepaid expenses		62,747

Total Assets		1,650,347,916

Liabilities:
Payable for Fund shares redeemed		3,317,709
Payable for investment advisory fees		1,415,076
Payable for distribution fees		435,697
Payable for accounting fees		7,500
Line of credit payable		2,549,000
Other accrued expenses		456,351

Total Liabilities		8,181,333

Net Assets (applicable to 66,892,847 shares outstanding)	$	1,642,166,583

Net Assets Consist of:
Paid-in capital	$	720,514,339
Distributions in excess of net investment income		(5,357,240	)
Accumulated net realized gain on investments and foreign currency transactions		110,350,282
Net unrealized appreciation on investments		816,693,642
Net unrealized depreciation on foreign currency translations		(34,440	)

Net Assets	$	1,642,166,583


Shares of Capital Stock, each at $0.001 par value:
Class AAA:
Net Asset Value, offering, and redemption price per share ($750,100,717 ÷ 30,011,329 shares outstanding; 150,000,000 shares authorized)	$	24.99

Class A:
Net Asset Value and redemption price per share ($129,223,798 ÷ 5,192,334 shares outstanding; 50,000,000 shares authorized)	$	24.89

Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price)	$	26.41

Class C:
Net Asset Value and offering price per share ($284,181,541 ÷ 13,151,275 shares outstanding; 50,000,000 shares authorized)	$	21.61	(a)

Class I:
Net Asset Value, offering, and redemption price per share ($478,660,527 ÷ 18,537,909 shares outstanding; 50,000,000 shares authorized)	$	25.82

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

Statement of Operations

For the Six Months Ended March 31, 2017 (Unaudited)


Investment Income:
Dividends (net of foreign withholding taxes of $466,827)	$	21,212,204
Interest		52,472
Other income*		67,326
Total Investment Income		21,332,002
Expenses:
Investment advisory fees		8,484,161
Distribution fees - Class AAA		983,558
Distribution fees - Class A		187,350
Distribution fees - Class C		1,458,387
Shareholder services fees		754,622
Shareholder communication expenses		138,053
Interest expense		113,338
Custodian fees		106,338
Legal and audit fees		71,116
Registration expenses		48,453
Directors’ fees		28,934
Accounting fees		22,500
Miscellaneous expenses		61,491

Total Expenses		12,458,301

Less:
Expenses paid indirectly by broker (See Note 6)		(7,138	)

Net Expenses		12,451,163

Net Investment Income		8,880,839

Net Realized and Unrealized Gain/(Loss) on Investments, Securities Sold Short, and Foreign Currency:
Net realized gain on investments		144,388,989
Net realized gain on securities sold short		9,861
Net realized loss on foreign currency transactions		(72,040	)

Net realized gain on investments, securities sold short, and foreign currency transactions		144,326,810

Net change in unrealized appreciation/depreciation:
on investments		(31,622,150	)
on foreign currency translations		(7,306	)

Net change in unrealized appreciation/depreciation on investments and foreign currency translations		(31,629,456	)

Net Realized and Unrealized Gain/(Loss) on Investments, Securities Sold Short, and Foreign Currency		112,697,354

Net Increase in Net Assets Resulting from Operations	$	121,578,193

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

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Statement of Changes in Net Assets


	Six Months Ended March 31, 2017 (Unaudited)				Year Ended September 30, 2016
Operations:
Net investment income		$	8,880,839			$	18,933,756
Net realized gain on investments, securities sold short, and foreign currency transactions			144,326,810				185,422,705
Net change in unrealized appreciation/depreciation on investments and foreign currency translations			(31,629,456	)			10,943,889

Net Increase in Net Assets Resulting from Operations			121,578,193				215,300,350

Distributions to Shareholders:
Net investment income
Class AAA			(7,531,552	)*			(9,078,082	)
Class A			(1,437,288	)*			(1,758,236	)
Class C			(3,203,327	)*			(1,304,743	)
Class I			(4,346,638	)*			(7,020,663	)

			(16,518,805	)			(19,161,724	)

Net realized gain
Class AAA			(10,794,156	)*			(83,259,250	)
Class A			(2,059,909	)*			(16,104,680	)
Class C			(4,590,981	)*			(34,165,941	)
Class I			(6,229,564	)*			(51,342,435	)

			(23,674,610	)			(184,872,306	)

Return of capital
Class AAA			(8,493,026	)*			(32,303,440	)
Class A			(1,620,772	)*			(6,305,011	)
Class C			(3,612,262	)*			(16,125,596	)
Class I			(4,901,528	)*			(14,445,009	)

			(18,627,588	)			(69,179,056	)

Total Distributions to Shareholders			(58,821,003	)			(273,213,086	)


Capital Share Transactions:
Class AAA			(112,753,857	)			(127,327,265	)
Class A			(37,392,419	)			(17,529,218	)
Class C			(30,662,380	)			(4,788,500	)
Class I			(24,183,812	)			(170,384,648	)

Net Decrease in Net Assets from Capital Share Transactions			(204,992,468	)			(320,029,631	)


Redemption Fees			656				3,762

Net Decrease in Net Assets			(142,234,622	)			(377,938,605	)
Net Assets:
Beginning of year			1,784,401,205				2,162,339,810

End of period (including undistributed net investment income of $0 and $2,280,726, respectively)		$	1,642,166,583			$	1,784,401,205

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

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Financial Highlights

Selected data for a share of capital stock outstanding throughout each period:


				Income from Investment Operations											Distributions																									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				Return of Capital				Total Distributions				Redemption Fees (a)(b)			Net Asset Value, End of Period			Total Return †			Net Assets End of Period (in 000’s)			Net Investment Income	Operating Expenses	Portfolio Turnover Rate
Class AAA
2017(c)		$	24.06		$	0.13		$	1.64			$	1.77			$	(0.24	)		$	(0.34	)		$	(0.26	)		$	(0.84	)		$	0.00		$	24.99		7.48	%		$	750,101	1.10%(d)	1.41%(d)(e)(f)	0%(g)
2016			25.08			0.26			2.72				2.98				(0.26	)			(2.35	)			(1.39	)			(4.00	)			0.00			24.06		11.31				833,154	0.99	1.39(e)	1
2015			28.55			0.25			(1.71	)			(1.46	)			(0.18	)			(1.83	)			—				(2.01	)			0.00			25.08		(5.40	)			985,647	0.88	1.37(e)	3
2014			26.68			0.30			3.05				3.35				(0.44	)			(0.38	)			(0.66	)			(1.48	)			0.00			28.55		12.64				1,604,629	1.06	1.37	4
2013			22.54			0.29			4.49				4.78				(0.64	)			—				—				(0.64	)			0.00			26.68		21.38				1,726,724	1.15	1.39	6
2012			18.52			0.25			4.13				4.38				(0.35	)			—				(0.01	)			(0.36	)			0.00			22.54		23.78				1,603,696	1.17	1.40	6
Class A
2017(c)		$	23.96		$	0.13		$	1.64			$	1.77			$	(0.24	)		$	(0.34	)		$	(0.26	)		$	(0.84	)		$	0.00		$	24.89		7.51	%		$	129,224	1.08%(d)	1.41%(d)(e)(f)	0%(g)
2016			24.99			0.26			2.71				2.97				(0.26	)			(2.35	)			(1.39	)			(4.00	)			0.00			23.96		11.31				160,593	0.99	1.39(e)	1
2015			28.45			0.26			(1.71	)			(1.45	)			(0.18	)			(1.83	)			—				(2.01	)			0.00			24.99		(5.38	)			183,418	0.90	1.37(e)	3
2014			26.59			0.30			3.04				3.34				(0.44	)			(0.38	)			(0.66	)			(1.48	)			0.00			28.45		12.64				209,501	1.07	1.37	4
2013			22.47			0.28			4.48				4.76				(0.64	)			—				—				(0.64	)			0.00			26.59		21.36				215,353	1.14	1.39	6
2012			18.47			0.25			4.11				4.36				(0.35	)			—				(0.01	)			(0.36	)			0.00			22.47		23.73				164,177	1.19	1.40	6
Class C
2017(c)		$	20.99		$	0.04		$	1.42			$	1.46			$	(0.24	)		$	(0.34	)		$	(0.26	)		$	(0.84	)		$	0.00		$	21.61		7.08	%		$	284,181	0.36%(d)	2.16%(d)(e)(f)	0%(g)
2016			22.48			0.06			2.45				2.51				(0.09	)			(2.35	)			(1.56	)			(4.00	)			0.00			20.99		10.51				306,349	0.24	2.14(e)	1
2015			25.99			0.04			(1.54	)			(1.50	)			(0.18	)			(1.83	)			—				(2.01	)			0.00			22.48		(6.10	)			329,846	0.15	2.12(e)	3
2014			24.59			0.08			2.80				2.88				(0.25	)			(0.38	)			(0.85	)			(1.48	)			0.00			25.99		11.78				321,772	0.31	2.12	4
2013			20.97			0.09			4.17				4.26				(0.64	)			—				—				(0.64	)			0.00			24.59		20.50				224,804	0.38	2.14	6
2012			17.38			0.09			3.86				3.95				(0.21	)			—				(0.15	)			(0.36	)			0.00			20.97		22.85				161,842	0.46	2.15	6
Class I
2017(c)		$	24.80		$	0.17		$	1.69			$	1.86			$	(0.24	)		$	(0.34	)		$	(0.26	)		$	(0.84	)		$	0.00		$	25.82		7.62	%		$	478,661	1.37%(d)	1.16%(d)(e)(f)	0%(g)
2016			25.68			0.33			2.79				3.12				(0.32	)			(2.35	)			(1.33	)			(4.00	)			0.00			24.80		11.59				484,305	1.24	1.14(e)	1
2015			29.11			0.34			(1.76	)			(1.42	)			(0.18	)			(1.83	)			—				(2.01	)			0.00			25.68		(5.15	)			663,429	1.15	1.12(e)	3
2014			27.11			0.38			3.10				3.48				(0.51	)			(0.38	)			(0.59	)			(1.48	)			0.00			29.11		12.92				652,719	1.28	1.12	4
2013			22.84			0.35			4.56				4.91				(0.64	)			—				—				(0.64	)			0.00			27.11		21.67				382,333	1.38	1.14	6
2012			18.71			0.33			4.16				4.49				(0.36	)			—				—				(0.36	)			0.00			22.84		24.13				309,157	1.54	1.15	6

†

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 period including reinvestment of distributions and does not reflect applicable sales charges. Total return for a period of less than one year is not annualized.

(a)

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

(b)

Amount represents less than $0.005 per share.

(c)

For the six months ended March 31, 2017, unaudited.

(d)

Annualized.

(e)

The Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. For the six months ended March 31, 2017 and the years ended September 30, 2016 and 2015, there was no impact to the expense ratios.

(f)

The Fund incurred interest expense during the six months ended March 31, 2017. If interest expense had not been incurred, the ratio of operating expenses to average net assets would have been 1.39% (Class AAA and Class A), 2.14% (Class C), and 1.14% (Class I). For the years ended September 30, 2016, 2015, 2014, 2013, and 2012, the effect of interest expense was minimal.

(g)

Amount represents less than 0.5%.

See accompanying notes to financial statements.

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited)

1. Organization. The Gabelli Equity Income Fund is a series of the Gabelli Equity Series Funds, Inc. (the “Corporation”). The Corporation was incorporated on July 25, 1991 in Maryland. The Fund is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and one of three separately managed portfolios of the Corporation. The Fund seeks to provide a high level of total return on its assets with an emphasis on income. The Fund commenced investment operations on January 2, 1992.

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

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

Portfolio securities primarily traded on 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 obligations 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. Such debt obligations are valued through prices provided by a pricing service approved by the Board. Certain securities are valued principally using dealer quotations.

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

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited) (Continued)

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

●

Level 1 — quoted prices in active markets for identical securities;

●

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

●

Level 3 — significant unobservable inputs (including the Board’s determinations as to the fair value of investments).

A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input both individually and in the aggregate that is significant to the fair value measurement. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of the Fund’s investments in securities by inputs used to value the Fund’s investments as of March 31, 2017 is as follows:


	Valuation Inputs
	Level 1 Quoted Prices		Level 2 Other Significant Observable Inputs		Level 3 Other Significant Observable Inputs		Total Market Value at 3/31/17
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks (a)		$1,635,958,769		—		—		$1,635,958,769
Convertible Preferred Stocks (a)		1,485,600		—		��		1,485,600
Rights (a)		28,320		$ 100,006		—		128,326
Warrants (a)		327		—		—		327
Convertible Corporate Bonds (a)		—		908,406		—		908,406
Corporate Bonds (a)		—		932,040		$ 0		932,040

TOTAL INVESTMENTS IN SECURITIES – ASSETS		$1,637,473,016		$1,940,452		$ 0		$1,639,413,468

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

The Fund did not have material transfers among Level 1, Level 2, and Level 3 during the six months ended March 31, 2017. The Fund’s policy is to recognize transfers among Levels as of the beginning of the reporting period.

Additional Information to Evaluate Qualitative Information.

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

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited) (Continued)

available, such as securities not traded for several days, or for which current bids are not available, or which are restricted as to transfer. When fair valuing a security, factors to consider include recent prices of comparable securities that are publicly traded, reliable prices of securities not publicly traded, the use of valuation models, current analyst reports, valuing the income or cash flow of the issuer, or cost if the preceding factors do not apply. A significant change in the unobservable inputs could result in a lower or higher value in Level 3 securities. The circumstances of Level 3 securities are frequently monitored to determine if fair valuation measures continue to apply.

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

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

The Fund’s derivative contracts held at March 31, 2017, if any, are not accounted for as hedging instruments under GAAP and are disclosed in the Schedule of Investments together with the related counterparty.

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

Unrealized gains related to swaps are reported as an asset and unrealized losses are reported as a liability in the Statement of Assets and Liabilities. The change in value of swaps, including the accrual of periodic amounts of interest to be received or paid on swaps, is reported as unrealized gain or loss in the Statement

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited) (Continued)

of Operations. A realized gain or loss is recorded upon payment or receipt of a periodic payment or termination of swap agreements. At March 31, 2017, the Fund held no investments in equity contract for difference swap agreements.

Securities Sold Short. The Fund may enter into short sale transactions. Short selling involves selling securities that may or may not be owned and, at times, borrowing the same securities for delivery to the purchaser, with an obligation to replace such borrowed securities at a later date. The proceeds received from short sales are recorded as liabilities and the Fund records an unrealized gain or loss to the extent of the difference between the proceeds received and the value of an open short position on the day of determination. The Fund records a realized gain or loss when the short position is closed out. By entering into a short sale, the Fund bears the market risk of an unfavorable change in the price of the security sold short. Dividends on short sales are recorded as an expense by the Fund on the ex-dividend date and interest expense is recorded on the accrual basis. The broker retains collateral for the value of the open positions, which is adjusted periodically as the value of the position fluctuates. At March 31, 2017, there were no short sales outstanding.

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

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

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

Restricted Securities. The Fund may invest up to 15% of its net assets in securities for which the markets are restricted. Restricted securities include securities whose disposition is subject to substantial legal or contractual restrictions. The sale of restricted securities often requires more time and results in higher brokerage charges or dealer discounts and other selling expenses than the sale of securities eligible for trading on national securities exchanges or in the over-the-counter markets. Restricted securities may sell at a price lower than similar securities that are not subject to restrictions on resale. Securities freely saleable among qualified institutional investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. At March 31, 2017, the Fund held no restricted securities.

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited) (Continued)

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

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

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

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

The tax character of distributions paid during the year ended September 30, 2016 was as follows:


Distributions paid from:
Ordinary income	$	19,177,983
Net long term capital gains		184,856,047
Return of capital		69,179,056

Total distributions paid	$	273,213,086

The Fund has a fixed distribution policy. Under the policy, the Fund declares and pays monthly distributions from net investment income, capital gains, and paid-in capital. The actual source of the distribution is determined after the end of the calendar year. Pursuant to this policy, distributions during the calendar year are made in excess of required distributions. To the extent such distributions are made from current earnings and profits, they are considered ordinary income or long term capital gains. The Fund’s current distribution policy may restrict the Fund’s ability to pass through to shareholders all of its net realized long term capital gains as a Capital Gain Dividend, subject to the maximum federal income tax rate of 20%, and may cause such gains to be treated as ordinary income subject to a maximum federal income tax rate of 39.6%. In addition, certain U.S. shareholders who are individuals, estates, or trusts and whose income exceeds certain thresholds will be required

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited) (Continued)

to pay 3.8% Medicare tax on their “net investment income,” which includes dividends received from the Fund and capital gains from the sale or other disposition of shares of the Fund. Distributions sourced from paid-in capital should not be considered as dividend yield or the total return from an investment in the Fund. The Board continues to evaluate its distribution policy in light of ongoing economic and market conditions and may change the amount of the monthly distributions in the future.

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

The following summarizes the tax cost of investments and the related net unrealized appreciation at March 31, 2017:


		Gross	Gross
		Unrealized	Unrealized	Net Unrealized
	Cost	Appreciation	Depreciation	Appreciation
Investments	$829,778,266	$827,963,549	$(18,328,347)	$809,635,202

The Fund is required to evaluate tax positions taken or expected to be taken in the course of preparing the Fund’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Income tax and related interest and penalties would be recognized by the Fund as tax expense in the Statement of Operations if the tax positions were deemed not to meet the more-likely-than-not threshold. For the six months ended March 31, 2017, the Fund did not incur any income tax, interest, or penalties. As of March 31, 2017, the Adviser has reviewed all open tax years and concluded that there was no impact to the Fund’s net assets or results of operations. The Fund’s federal and state tax returns for the prior three fiscal years remain open, subject to examination. On an ongoing basis, the Adviser will monitor the Fund’s tax positions to determine if adjustments to this conclusion are necessary.

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

The Corporation pays each Director who is not considered an affiliated person an annual retainer of $18,000 plus $2,000 for each Board meeting attended, and they are reimbursed for any out of pocket expenses incurred in attending meetings. All Board committee members receive $1,000 per meeting attended. The Chairman of the Audit Committee receives a $3,000 annual fee, and the Lead Director receives an annual fee of $2,000. A Director may receive a single meeting fee, allocated among the participating funds, for attending certain meetings held on behalf of multiple funds. Directors who are directors or employees of the Adviser or an affiliated company receive no compensation or expense reimbursement from the Corporation.

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

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited) (Continued)

5. Portfolio Securities. Purchases and sales of securities during the six months ended March 31, 2017, other than short term securities and U.S. Government obligations, aggregated $7,049,079 and $313,248,880, respectively.

6. Transactions with Affiliates and Other Arrangements. During the six months ended March 31, 2017, the Fund paid $148,112 in brokerage commissions on security trades to G.research, LLC, an affiliate of the Adviser. Additionally, the Distributor retained a total of $66,131 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

During the six months ended March 31, 2017, the Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. The amount of such expenses paid through this directed brokerage arrangement during this period was $7,138.

The cost of calculating the Fund’s NAV per share is a Fund expense pursuant to the Advisory Agreement. During the six months ended March 31, 2017, the Fund paid or accrued $22,500 to the Adviser in connection with the cost of computing the Fund’s NAV.

During the six months ended March 31, 2017, the Fund engaged in sale transactions with funds that have a common investment adviser. These sale transactions complied with Rule 17a-7 under the Act and amount to $3,131.

7. Line of Credit. The Fund participates in an unsecured line of credit, which expires on March 8, 2018 and may be renewed annually, of up to $75,000,000 under which it may borrow up to 10% of its net assets from the custodian for temporary borrowing purposes. Borrowings under this arrangement bear interest at a floating rate equal to the higher of the overnight Federal Funds rate plus 125 basis points or the 30 day LIBOR plus 125 basis points in effect on that day. This amount, if any, would be included in “interest expense” in the Statement of Operations. At March 31, 2017, there was $2,549,000 outstanding under the line of credit.

The average daily amount of borrowings outstanding under the line of credit during the six months ended March 31, 2017 was $10,835,692 with a weighted average interest rate of 1.90%. The maximum amount borrowed at any time during the six months ended March 31, 2017 was $55,607,000.

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

The Fund imposes a redemption fee of 2.00% on all classes of shares that are redeemed or exchanged on or before the seventh day after the date of a purchase. The redemption fee is deducted from the proceeds otherwise payable to the redeeming shareholders and is retained by the Fund as an increase in paid-in capital. The redemption fees retained by the Fund during the six months ended March 31, 2017 and the year ended September 30, 2016, if any, can be found in the Statement of Changes in Net Assets under Redemption Fees.

The Gabelli Equity Income Fund

Notes to Financial Statements (Unaudited) (Continued)

Transactions in shares of capital stock were as follows:


	Six Months Ended March 31, 2017 (Unaudited)						Year Ended September 30, 2016
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		525,162		$	12,893,884			1,436,608		$	37,106,495
Shares issued upon reinvestment of distributions		1,046,912			25,513,491			4,791,800			117,986,705
Shares redeemed		(6,189,179	)		(151,161,232	)		(10,900,808	)		(282,420,465	)

Net decrease		(4,617,105	)	$	(112,753,857	)		(4,672,400	)	$	(127,327,265	)

Class A
Shares sold		585,984		$	14,205,479			1,339,365		$	34,432,584
Shares issued upon reinvestment of distributions		190,155			4,613,454			883,107			21,644,670
Shares redeemed		(2,286,245	)		(56,211,352	)		(2,859,662	)		(73,606,472	)

Net decrease		(1,510,106	)	$	(37,392,419	)		(637,190	)	$	(17,529,218	)

Class C
Shares sold		1,029,149		$	21,782,739			2,876,079		$	66,322,080
Shares issued upon reinvestment of distributions		470,392			9,951,632			2,069,324			44,696,486
Shares redeemed		(2,945,087	)		(62,396,751	)		(5,019,513	)		(115,807,066	)

Net decrease		(1,445,546	)	$	(30,662,380	)		(74,110	)	$	(4,788,500	)

Class I
Shares sold		2,570,885		$	65,514,870			2,668,289		$	70,894,899
Shares issued upon reinvestment of distributions		558,754			14,060,305			2,591,553			65,764,539
Shares redeemed		(4,121,599	)		(103,758,987	)		(11,564,857	)		(307,044,086	)

Net decrease		(991,960	)	$	(24,183,812	)		(6,305,015	)	$	(170,384,648	)

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

10. 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.

The Gabelli Equity Income Fund

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

During the six months ended March 31, 2017, the Board of Directors of the Corporation approved the continuation of the investment advisory agreement with the Adviser for the Fund on the basis of the recommendation by the directors (the “Independent Board Members”) who are not “interested persons” of the Fund. The following paragraphs summarize the material information and factors considered by the Independent Board Members as well as their conclusions relative to such factors.

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

Investment Performance. The Independent Board Members reviewed the short, medium, and long term performance of the Fund against a peer group of equity income funds. The Independent Board Members noted that the Fund’s performance was in the third quartile of the funds in its category for the one year and three year periods, and the second quartile for the five year period.

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

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

Sharing of Economies of Scale. The Independent Board Members noted that the investment management fee schedule for the Fund does not take into account any potential economies of scale that may develop.

Service and Cost Comparisons. The Independent Board Members compared the expense ratios of the investment management fee, other expenses, and total expenses of the Fund with similar expense ratios of the peer group of equity income funds and noted that the Adviser’s management fee includes substantially all administrative services for the Fund as well as investment advisory services. The Independent Board Members noted that the Fund’s expense ratios were above average within this group. The Independent Board Members also noted that the Fund’s size was above average within this group. The Independent Board Members also noted that the management fee structure was the same as that in effect for most of the Gabelli funds. The Independent Board Members did not compare the management fee with the fees for other types of accounts managed by the Adviser.

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

The Gabelli Equity Income Fund

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

Based on a consideration of all these factors in their totality, the Board Members, including all of the Independent Board Members, determined that the Fund’s 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 the Fund’s Advisory Agreement. The Board Members based their decision on evaluations of all these factors as a whole and did not consider any one factor as all important or controlling.

This page was intentionally left blank.

GABELLI EQUITY INCOME FUND

One Corporate Center

Rye, NY 10580-1422

Portfolio Manager Biography

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

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

Gabelli Equity Series Funds, Inc.

THE GABELLI EQUITY INCOME FUND

One Corporate Center

Rye, New York 10580-1422


t		800-GABELLI (800-422-3554)

f		914-921-5118

e		info@gabelli.com

		GABELLI.COM

Net Asset Value per share available daily

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

BOARD OF DIRECTORS

Mario J. Gabelli, CFA

Chairman and

Chief Executive Officer,

GAMCO Investors, Inc.

Executive Chairman,

Associated Capital Group, Inc.

Anthony J. Colavita

President,

Anthony J. Colavita, P.C.

Vincent D. Enright

Former Senior Vice

President and Chief

Financial Officer,

KeySpan Corp.

John D. Gabelli

Senior Vice President,

G.research, LLC

Robert J. Morrissey

Partner,

Morrissey, Hawkins & Lynch

Kuni Nakamura

President,

Advanced Polymer, Inc.

Anthony R. Pustorino

Certified Public Accountant,

Professor Emeritus,

Pace University

Anthonie C. van Ekris

Chairman,

BALMAC International, Inc.

Salvatore J. Zizza

Chairman,

Zizza & Associates Corp.

OFFICERS

Bruce N. Alpert

President

Agnes Mullady

Vice President

Andrea R. Mango

Secretary

John C. Ball

Treasurer

Richard J. Walz

Chief Compliance Officer

DISTRIBUTOR

G.distributors, LLC

CUSTODIAN, TRANSFER AGENT, AND DIVIDEND DISBURSING AGENT

State Street Bank and Trust Company

LEGAL COUNSEL

Skadden, Arps, Slate, Meagher &

Flom LLP

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

GAB444Q117SR

LOGO

The Gabelli Focus Five Fund

Semiannual Report — March 31, 2017

To Our Shareholders,

For the six months ended March 31, 2017, the net asset value (“NAV”) per Class I Share of The Gabelli Focus Five Fund decreased 0.3% compared with the Fund’s benchmark the Blended Index, which increased 9.3%. The benchmark consists of 50% of the Russell 2500 Index, 25% of the Russell 1000 Index, and 25% of the MSCI AC World Ex-U.S. Index. See below for additional performance information.

Enclosed are the financial statements, including the schedule of investments, as of March 31, 2017.

Comparative Results

Average Annual Returns through March 31, 2017 (a)(b) (Unaudited)


	Six Months			1 Year			5 Year			10 Year			Since January 1, 2012(c)			Since Inception (12/31/02)
Class I (GWSIX)		(0.26	)%		8.21	%		8.46	%		5.51	%		10.04	%		7.98	%
Class AAA (GWSVX)		(0.61	)		7.72			8.14			5.23			9.71			7.78
Russell 2500 Index		10.11			21.53			12.60			7.71			14.60	(d)		11.48
Russell 1000 Index		10.09			17.43			13.26			7.58			15.22			9.68
MSCI AC World Ex-U.S. Index		6.69			13.70			4.84			1.82			6.76			8.45
Blended Index		9.32			18.51			10.76			6.18			12.73			10.26
Class A (GWSAX)		(0.60	)		7.72			8.15			5.24			9.72			7.81
With sales charge (e)		(6.32	)		1.53			6.87			4.60			8.49			7.35
Class C (GWSCX)		(0.94	)		6.95			7.35			4.46			8.91			7.02
With contingent deferred sales charge (f)		(1.93	)		5.95			7.35			4.46			8.91			7.02

In the current prospectuses dated January 27, 2017, the expense ratios for Class AAA, A, C, and I Shares are 1.42%, 1.42%, 2.17%, and 1.17%, respectively. See page 7 for the expense ratios for the six months ended March 31, 2017. Class AAA and Class I Shares have no sales charge. The maximum sales charge for Class A and C Shares is 5.75% and 1.00%, respectively.

(a)

Returns represent past performance and do not guarantee future results. Total returns and average annual returns reflect changes in share price, reinvestment of distributions, and are net of expenses. Investment returns and the principal value of an investment will fluctuate. When shares are redeemed, they may be worth more or less than their original cost. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. Returns would have been lower had the Adviser not reimbursed certain expenses of the Fund. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of purchase. Performance returns for periods less than one year are not annualized. Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The prospectuses contain information about these and other matters and should be read carefully before investing. To obtain a prospectus please visit our website at www.gabelli.com. The Class AAA Share NAVs are used to calculate performance for the periods prior to the issuance of Class I Shares on January 11, 2008. The actual performance of Class I Shares would have been higher due to lower expenses associated with this class of shares. The Russell 2500 Index is a market capitalization weighted index of 2,500 U.S. traded stocks of small and mid capitalization stocks. The Russell 1000 Index is a market capitalization weighted index of 1,000 U.S. traded large capitalization stocks. The Morgan Stanley Capital International All Country World Index excluding the U.S. (MSCI ACWI Ex-U.S.) is a market capitalization weighted index of small, mid, and large capitalization stocks across developed and emerging markets, excluding U.S. stocks. The Blended Index consists of a 50% Russell 2500 Index, 25% Russell 1000 Index, and 25% MSCI ACWI Ex-U.S. Index. Dividends are considered reinvested. You cannot invest directly in an index.

(b)

The Fund’s fiscal year ends September 30.

(c)

On January 1, 2012, the Fund began operating under its current name.

(d)

Russell 2500 Index performance is as of December 31, 2011.

(e)

Performance results include the effect of the maximum 5.75% sales charge at the beginning of the period.

(f)

Assuming payment of the 1% maximum contingent deferred sales charge imposed on redemptions made within one year of purchase.


The Gabelli Focus Five Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from October 1, 2016 through March 31, 2017		Expense Table

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

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.


	Beginning Account Value 10/01/16	Ending Account Value 03/31/17	Annualized Expense Ratio		Expenses Paid During Period*
*The Gabelli Focus Five Fund*
Actual Fund Return
Class AAA	$1,000.00	$ 993.90		1.46%		$ 7.26
Class A	$1,000.00	$ 994.00		1.46%		$ 7.26
Class C	$1,000.00	$ 990.60		2.21%		$10.97
Class I	$1,000.00	$ 997.40		1.21%		$ 6.03
Hypothetical 5% Return
Class AAA	$1,000.00	$1,017.65		1.46%		$ 7.34
Class A	$1,000.00	$1,017.65		1.46%		$ 7.34
Class C	$1,000.00	$1,013.91		2.21%		$11.10
Class I	$1,000.00	$1,018.90		1.21%		$ 6.09

*	Expenses are equal to the Fund’s annualized expense ratio for the last six months multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (182 days), then divided by 365.

Summary of Portfolio Holdings (Unaudited)

The following table presents portfolio holdings as a percent of net assets as of March 31, 2017:


The Gabelli Focus Five Fund

Cable and Satellite	10.8	%
Food and Beverage	9.7	%
Hotels and Gaming	9.2	%
Computer Software and Services	9.1	%
U.S. Government Obligations	9.0	%
Retail	8.9	%
Consumer Products	7.9	%
Financial Services	6.8	%
Health Care Equipment and Services	6.7	%
Building and Construction	3.9	%
Energy and Utilities	3.4	%




Telecommunications	3.0	%
Pharmaceuticals	2.8	%
Automotive: Parts and Accessories	2.7	%
Entertainment	2.4	%
Health Care Equipment and Supplies	2.2	%
Semiconductors	1.2	%
Specialty Chemicals	1.0	%
Other Assets and Liabilities (Net)	(0.7	)%


	100.0	%

Proxy Voting

Portfolio Manager Biography

Daniel M. Miller has been the portfolio manager of The Gabelli Focus Five Fund since inception of the investment strategy on January 1, 2012. He is also a Managing Director of GAMCO Investors, Inc. Mr. Miller joined the Firm in 2002 and graduated magna cum laude with a degree in finance from the University of Miami in Coral Gables, Florida.

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

The Gabelli Focus Five Fund

Schedule of Investments — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS — 91.7%
		Automotive: Parts and Accessories — 2.7%
	57,500	Delphi Automotive plc	$	3,802,094	$	4,628,175


		Building and Construction — 3.9%
	275,000	Armstrong Flooring Inc.†		4,846,617		5,065,500
	75,000	Taylor Morrison Home Corp., Cl. A†		1,009,825		1,599,000

				5,856,442		6,664,500


		Cable and Satellite — 10.8%
	99,193	EchoStar Corp., Cl. A†		3,906,719		5,649,041
	370,000	Liberty Global plc, Cl. C†		10,458,426		12,964,800

				14,365,145		18,613,841


		Computer Software and Services — 9.1%
	11,000	Alphabet Inc., Cl. C†		6,797,837		9,125,160
	1,081,970	Internap Corp.†		3,405,296		4,024,929
	160,000	Twitter Inc.†		2,689,993		2,392,000

				12,893,126		15,542,089


		Consumer Products — 7.9%
	130,000	Edgewell Personal Care Co.†		9,880,414		9,508,200
	85,000	Newell Brands Inc.		3,987,377		4,009,450

				13,867,791		13,517,650


		Energy and Utilities — 3.4%
	125,000	Canadian Solar Inc.†		1,428,557		1,533,750
	650,000	Weatherford International plc†		3,007,946		4,322,500

				4,436,503		5,856,250


		Entertainment — 2.4%
	70,000	Take-Two Interactive Software Inc.†		1,141,937		4,148,900


		Financial Services — 6.8%
	165,000	Blackhawk Network Holdings Inc.†		5,250,502		6,699,000
	85,000	Interactive Brokers Group Inc., Cl. A		2,897,052		2,951,200
	911,687	Och-Ziff Capital Management Group LLC, Cl. A		3,248,879		2,060,413

				11,396,433		11,710,613


		Food and Beverage — 9.7%
	821,419	Inventure Foods Inc.†		5,066,224		3,630,672
	292,700	Maple Leaf Foods Inc.		4,874,476		7,104,828
	35,000	Mondelēz International Inc., Cl. A		1,440,282		1,507,800
	50,000	Post Holdings Inc.†		1,664,675		4,376,000

				13,045,657		16,619,300


Shares			Cost		Market Value
		Health Care Equipment and Services — 6.7%
	6,793,900	BioScrip Inc.†(a)	$	20,377,822	$	11,549,630


		Health Care Equipment and Supplies — 2.2%
	95,000	Alere Inc.†		3,263,486		3,774,350


		Hotels and Gaming — 9.2%
	573,200	MGM Resorts International		11,967,053		15,705,680


		Pharmaceuticals — 2.8%
	200,000	Akorn Inc.†		4,154,734		4,816,000


		Retail — 8.9%
	40,000	Advance Auto Parts Inc.		5,952,819		5,930,400
	450,000	Ascena Retail Group Inc.†		2,318,403		1,917,000
	425,000	Hertz Global Holdings Inc.†		10,050,522		7,454,500

				18,321,744		15,301,900


		Semiconductors — 1.2%
	90,678	Integrated Device Technology Inc.†		1,647,458		2,146,348


		Specialty Chemicals — 1.0%
	35,000	Methanex Corp.		1,046,280		1,641,500


		Telecommunications — 3.0%
	475,000	Gogo Inc.†		4,408,291		5,225,000


		TOTAL COMMON STOCKS		145,991,996		157,461,726


Principal Amount
		U.S. GOVERNMENT OBLIGATIONS — 9.0%
	$15,418,000	U.S. Treasury Bills, 0.466% to 0.751%††, 04/13/17 to 06/22/17		15,400,553		15,400,233


		TOTAL INVESTMENTS — 100.7%	$	161,392,549		172,861,959


		Other Assets and Liabilities (Net) — (0.7)%				(1,267,929	)


		NET ASSETS — 100.0%			$	171,594,030



(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.

See accompanying notes to financial statements.

The Gabelli Focus Five Fund

Statement of Assets and Liabilities

March 31, 2017 (Unaudited)


Assets:
Investments, at value (cost $141,014,727)	$	161,312,329
Investments in affiliates, at value (cost $20,377,822)		11,549,630
Foreign currency, at value (cost $23,842)		23,905
Deposit at brokers		364,872
Receivable for investments sold		1,090,887
Receivable for Fund shares sold		249,684
Dividends receivable		8,866
Prepaid expenses		31,854

Total Assets		174,632,027

Liabilities:
Payable to custodian		30,524
Payable for investments purchased		2,174,347
Payable for Fund shares redeemed		538,490
Payable for investment advisory fees		147,960
Payable for distribution fees		47,536
Payable for accounting fees		7,500
Other accrued expenses		91,640

Total Liabilities		3,037,997

Net Assets (applicable to 13,007,961 shares outstanding)	$	171,594,030

Net Assets Consist of:
Paid-in capital	$	165,391,424
Accumulated net investment loss		(3,433,141	)
Accumulated net realized loss on investments, written options, and foreign currency transactions		(1,833,726	)
Net unrealized appreciation on investments		11,469,410
Net unrealized appreciation on foreign currency translations		63

Net Assets	$	171,594,030


Shares of Capital Stock, each at $0.001 par value:
Class AAA:
Net Asset Value, offering, and redemption price per share ($23,004,506 ÷ 1,708,504 shares outstanding; 100,000,000 shares authorized)		$13.46
Class A:
Net Asset Value and redemption price per share ($30,573,627 ÷ 2,247,654 shares outstanding; 50,000,000 shares authorized)		$13.60
Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price)		$14.43
Class C:
Net Asset Value and offering price per share ($41,324,796 ÷ 3,505,222 shares outstanding; 50,000,000 shares authorized)		$11.79	(a)
Class I:
Net Asset Value, offering, and redemption price per share ($76,691,101 ÷ 5,546,581 shares outstanding; 50,000,000 shares authorized)		$13.83

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

Statement of Operations

For the Six Months Ended March 31, 2017 (Unaudited)


Investment Income:
Dividends - unaffiliated (net of foreign withholding taxes of $12,312)	$	215,985
Interest		22,039
Other income*		2,010

Total Investment Income		240,034

Expenses:
Investment advisory fees		989,425
Distribution fees - Class AAA		34,988
Distribution fees - Class A		46,945
Distribution fees - Class C		236,069
Shareholder services fees		79,563
Registration expenses		36,590
Shareholder communications expenses		24,597
Accounting fees		22,500
Legal and audit fees		18,694
Custodian fees		10,659
Directors’ fees		3,780
Interest expense		381
Miscellaneous expenses		12,619

Total Expenses		1,516,810

Less:
Expenses paid indirectly by broker (See Note 6)		(1,447	)

Net Expenses		1,515,363

Net Investment Loss		(1,275,329	)

Net Realized and Unrealized Gain/(Loss) on Investments, Written Options, and Foreign Currency:
Net realized gain on investments - unaffiliated		13,793,155
Net realized loss on investments - affiliated		(10,019,703	)
Net realized gain on written options		340,371
Net realized gain on foreign currency transactions		126

Net realized gain on investments, written options, and foreign currency transactions		4,113,949

Net change in unrealized appreciation/depreciation:
on investments		(6,990,224	)
on written options		(6,209	)
on foreign currency translations		63

Net change in unrealized appreciation/depreciation on investments, written options, and foreign currency translations		(6,996,370	)

Net Realized and Unrealized Gain/(Loss) on Investments, Written Options, and Foreign Currency		(2,882,421	)

Net Decrease in Net Assets Resulting from Operations	$	(4,157,750	)

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

See accompanying notes to financial statements.

The Gabelli Focus Five Fund

Statement of Changes in Net Assets


	Six Months Ended March 31, 2017 (Unaudited)				Year Ended September 30, 2016
Operations:
Net investment loss		$	(1,275,329	)		$	(3,085,327	)
Net realized gain/(loss) on investments, written options, and foreign currency transactions			4,113,949				(571,284	)
Net change in unrealized appreciation/depreciation on investments, written options, and foreign currency translations			(6,996,370	)			37,905,931

Net Increase/(Decrease) in Net Assets Resulting from Operations			(4,157,750	)			34,249,320

Distributions to Shareholders:
Net realized gain
Class AAA			(353,970	)			—
Class A			(461,898	)			—
Class C			(646,935	)			—
Class I			(968,549	)			—

Total Distributions to Shareholders			(2,431,352	)			—


Capital Share Transactions:
Class AAA			(9,675,112	)			(9,685,248	)
Class A			(12,004,231	)			(20,369,724	)
Class C			(14,687,856	)			(19,956,810	)
Class I			(24,205,919	)			(87,459,731	)

Net Decrease in Net Assets from Capital Share Transactions			(60,573,118	)			(137,471,513	)


Redemption Fees			654				2,568

Net Decrease in Net Assets			(67,161,566	)			(103,219,625	)
Net Assets:
Beginning of year			238,755,596				341,975,221

End of period (including undistributed net investment income of $0 and $0, respectively)		$	171,594,030			$	238,755,596

See accompanying notes to financial statements.

The Gabelli Focus Five Fund

Financial Highlights

Selected data for a share of capital stock outstanding throughout each period:


			Income (Loss) from Investment Operations						Distributions												Ratios to Average Net Assets/ Supplemental Data
Year Ended September 30	Net Asset Value, Beginning of Year		Net Investment Loss (a)(b)		Net Realized and Unrealized Gain (Loss) on Investments		Total from Investment Operations		Net Realized Gain on Investments		Total Distributions		Redemption Fees (b)(c)		Net Asset Value, End of Period			Total Return †			Net Assets End of Period (in 000’s)			Net Investment Loss (a)			Expenses Net of Waivers/ Reimbursements		Expenses Before Waivers/ Reimbursements		Portfolio Turnover Rate
Class AAA
2017(d)		$13.70		$(0.08)		$(0.01)		$(0.09)		$(0.15)		$(0.15)		$0.00		$	13.46		(0.61	)%		$	23,004		(1.22	)%(e)		1.46%(e)		1.46%(e)(f)		36	%
2016		12.00		(0.14)		1.84		1.70		—		—		0.00			13.70		14.17				33,695		(1.11	)		1.42		1.42(f)		60
2015		15.22		(0.12)		(1.81)		(1.93)		(1.29)		(1.29)		0.00			12.00		(14.11	)			38,960		(0.83	)		1.37		1.37(f)		73
2014		13.72		(0.09)		1.75		1.66		(0.16)		(0.16)		0.00			15.22		12.15				57,565		(0.58	)		1.38		1.38		94
2013		11.11		(0.14)		3.13		2.99		(0.38)		(0.38)		0.00			13.72		27.74				50,275		(1.05	)		1.54(g)		1.54(g)		69
2012		8.19		(0.11)		3.10		2.99		(0.07)		(0.07)		0.00			11.11		36.71				11,714		(1.09	)		2.01		2.69(h)		140
Class A
2017(d)		$13.84		$(0.08)		$(0.01)		$(0.09)		$(0.15)		$(0.15)		$0.00		$	13.60		(0.60	)%		$	30,574		(1.22	)%(e)		1.46%(e)		1.46%(e)(f)		36	%
2016		12.12		(0.14)		1.86		1.72		—		—		0.00			13.84		14.19				43,775		(1.10	)		1.42		1.42(f)		60
2015		15.36		(0.12)		(1.83)		(1.95)		(1.29)		(1.29)		0.00			12.12		(14.11	)			57,987		(0.83	)		1.37		1.37(f)		73
2014		13.85		(0.09)		1.76		1.67		(0.16)		(0.16)		0.00			15.36		12.11				105,369		(0.59	)		1.38		1.38		94
2013		11.21		(0.14)		3.16		3.02		(0.38)		(0.38)		0.00			13.85		27.76				192,157		(1.05	)		1.54(g)		1.54(g)		69
2012		8.26		(0.13)		3.15		3.02		(0.07)		(0.07)		0.00			11.21		36.76				7,574		(1.20	)		2.01		2.69(h)		140
Class C
2017(d)		$12.06		$(0.11)		$(0.01)		$(0.12)		$(0.15)		$(0.15)		$0.00		$	11.79		(0.94	)%		$	41,325		(1.97	)%(e)		2.21%(e)		2.21%(e)(f)		36	%
2016		10.64		(0.21)		1.63		1.42		—		—		0.00			12.06		13.35				57,796		(1.85	)		2.17		2.17(f)		60
2015		13.73		(0.20)		(1.60)		(1.80)		(1.29)		(1.29)		0.00			10.64		(14.74	)			70,274		(1.58	)		2.12		2.12(f)		73
2014		12.49		(0.18)		1.58		1.40		(0.16)		(0.16)		0.00			13.73		11.25				87,443		(1.31	)		2.13		2.13		94
2013		10.22		(0.22)		2.87		2.65		(0.38)		(0.38)		0.00			12.49		26.80				55,865		(1.79	)		2.29(g)		2.29(g)		69
2012		7.59		(0.17)		2.87		2.70		(0.07)		(0.07)		0.00			10.22		35.79				1,913		(1.83	)		2.76		3.44(h)		140
Class I
2017(d)		$14.05		$(0.06)		$(0.01)		$(0.07)		$(0.15)		$(0.15)		$0.00		$	13.83		(0.26	)%		$	76,691		(0.97	)%(e)		1.21%(e)		1.21%(e)(f)		36	%
2016		12.27		(0.11)		1.89		1.78		—		—		0.00			14.05		14.51				103,490		(0.85	)		1.17		1.17(f)		60
2015		15.50		(0.09)		(1.85)		(1.94)		(1.29)		(1.29)		0.00			12.27		(13.90	)			174,754		(0.58	)		1.12		1.12(f)		73
2014		13.94		(0.05)		1.77		1.72		(0.16)		(0.16)		0.00			15.50		12.39				318,785		(0.30	)		1.13		1.13		94
2013		11.26		(0.11)		3.17		3.06		(0.38)		(0.38)		0.00			13.94		28.00				110,170		(0.79	)		1.29(g)		1.29(g)		69
2012		8.27		(0.09)		3.15		3.06		(0.07)		(0.07)		0.00			11.26		37.21				14,862		(0.84	)		1.76		2.44(h)		140

†	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 period including reinvestment of distributions and does not reflect applicable sales charges. Total return for a period of less than one year is not annualized.

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

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

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

(d)	For the six months ended March 31, 2017, unaudited.

(e)	Annualized.

(f)	The Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. For the six months ended March 31, 2017 and the years ended September 30, 2016 and 2015, there was no impact to the expense ratios.

(g)

Under an expense deferral agreement with the Adviser, the Adviser recovered from the Fund $140,973 for the year ended September 30, 2013, representing previously reimbursed expenses from the Adviser. Had such payment not been made, the expense ratio would have been 1.48% (Class AAA and Class A), 2.23% (Class C), and 1.23% (Class I).

(h)	During the year ended September 30, 2012, expenses were voluntarily reduced and/or reimbursed. If such fee reductions and/or reimbursements had not occurred, the ratio would have been as shown.

See accompanying notes to financial statements.

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited)

1. Organization. The Gabelli Focus Five Fund is a series of Gabelli Equity Series Funds, Inc. (the “Corporation”). The Corporation was incorporated on July 25, 1991 in Maryland. The Fund is a non-diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and one of three separately managed portfolios of the Corporation. The Fund seeks to provide a high level of capital appreciation. The Fund commenced investment operations on December 31, 2002.

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited) (Continued)

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

●

Level 1 — quoted prices in active markets for identical securities;

●

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

●

Level 3 — significant unobservable inputs (including the Board’s determinations as to the fair value of investments).


	Valuation Inputs
	Level 1 Quoted Prices		Level 2 Other Significant Observable Inputs		Total Market Value at 3/31/17
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks (a)		$157,461,726		—		$157,461,726
U.S. Government Obligations		—		$15,400,233		15,400,233
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$157,461,726		$15,400,233		$172,861,959

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

The Fund did not have transfers between Level 1 and Level 2 during the six months ended March 31, 2017. The Fund’s policy is to recognize transfers among Levels as of the beginning of the reporting period.

There were no Level 3 investments held at March 31, 2017 or September 30, 2016.

Additional Information to Evaluate Qualitative Information.

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited) (Continued)

current analyst reports, valuing the income or cash flow of the issuer, or cost if the preceding factors do not apply. The circumstances of Level 3 securities are frequently monitored to determine if fair valuation measures continue to apply.

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

Collateral requirements differ by type of derivative. Collateral requirements are set by the broker or exchange clearing house for exchange traded derivatives, while collateral terms are contract specific for derivatives traded over-the-counter. Securities pledged to cover obligations of the Fund under derivative contracts are noted in the Schedule of Investments. Cash collateral, if any, pledged for the same purpose will be reported, separately as Deposit at brokers, in the Statement of Assets and Liabilities.

Options. The Fund may purchase or write call or put options on securities or indices for the purpose of increasing the income of the Fund. As a writer of put options, the Fund receives a premium at the outset and then bears the risk of unfavorable changes in the price of the financial instrument underlying the option. The Fund would incur a loss if the price of the underlying financial instrument decreases between the date the option is written and the date on which the option is terminated. The Fund would realize a gain, to the extent of the premium, if the price of the financial instrument increases between those dates.

As a purchaser of put options, the Fund pays a premium for the right to sell to the seller of the put option the underlying security at a specified price. The seller of the put has the obligation to purchase the underlying security upon exercise at the exercise price. If the price of the underlying security declines, the Fund would realize a gain upon sale or exercise. If the price of the underlying security increases or stays the same, the Fund would realize a loss upon sale or at expiration date, but only to the extent of the premium paid.

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited) (Continued)

If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security. In the case of call options, these exercise prices are referred to as “in-the-money,” “at-the-money,” and “out-of-the-money,” respectively. The Fund may write (a) in-the-money call options when the Adviser expects that the price of the underlying security will remain stable or decline during the option period, (b) at-the-money call options when the Adviser expects that the price of the underlying security will remain stable, decline, or advance moderately during the option period, and (c) out-of-the-money call options when the Adviser expects that the premiums received from writing the call option will be greater than the appreciation in the price of the underlying security above the exercise price. By writing a call option, the Fund limits its opportunity to profit from any increase in the market value of the underlying security above the exercise price of the option. Out-of-the-money, at-the-money, and in-the-money put options (the reverse of call options as to the relation of exercise price to market price) may be utilized in the same market environments that such call options are used in equivalent transactions. At March 31, 2017, the Fund held no option positions.

The Fund’s volume of activity in equity options contracts while outstanding during the six months ended March 31, 2017 had an average monthly market value of approximately $115,030. Please refer to Note 5 for option activity during the six months ended March 31, 2017.

For the six months ended March 31, 2017, the effect of equity option positions if any, can be found in the Statement of Operations under Net Realized and Unrealized Gain/(Loss) on Investments, Written Options, and Foreign Currency, within Net realized gain on written options and Net change in unrealized appreciation/depreciation on written options.

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited) (Continued)

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

No distributions were paid during the year ended September 30, 2016.

At September 30, 2016, the Fund had short term capital loss carryforwards with no expiration of $1,624,137. The Fund is permitted to carry capital losses forward for an unlimited period. Capital losses that are carried forward will retain their character as either short term or long term capital losses.

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited) (Continued)

The following summarizes the tax cost of investments and the related net unrealized depreciation at March 31, 2017:


	Cost/ Premiums		Gross Unrealized Appreciation	Gross Unrealized Depreciation			Net Unrealized Appreciation
Investments	$	162,514,783	$26,612,258		$(16,265,082	)	$10,347,176

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited) (Continued)

Written options activity for the Fund for the six months ended March 31, 2017 was as follows:


	Number of Contracts			Premiums
Options outstanding at September 30, 2016		500			$	39,959
Options written		4,700				628,427
Options repurchased		(3,200	)			(490,027	)
Options expired		(1,754	)			(154,016	)
Options exercised		(246	)			(24,343	)

Options outstanding at March 31, 2017		—				—

6. Transactions with Affiliates and Other Arrangements. During the six months ended March 31, 2017, the Distributor retained a total of $13,106 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

7. Line of Credit. The Fund participates in an unsecured line of credit, which expires on March 8, 2018 and may be renewed annually, of up to $75,000,000 under which it may borrow up to 10% of its net assets from the custodian for temporary borrowing purposes. Borrowings under this arrangement bear interest at a floating rate equal to the higher of the overnight Federal Funds rate plus 125 basis points or the 30 day LIBOR plus 125 basis points in effect on that day. This amount, if any, would be included in “Interest expense” in the Statement of Operations. At March 31, 2017, there were no borrowings outstanding under the line of credit.

The average daily amount of borrowings outstanding under the line of credit during the six months ended March 31, 2017 was $18,214 with a weighted average interest rate of 2.04%. The maximum amount borrowed at any time during the six months ended March 31, 2017 was $2,270,000.

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

The Gabelli Focus Five Fund

Notes to Financial Statements (Unaudited) (Continued)

Transactions in shares of capital stock were as follows:


	Six Months Ended March 31, 2017 (Unaudited)						Year Ended September 30, 2016
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		88,882		$	1,171,349			325,047		$	3,981,673
Shares issued upon reinvestment of distributions		26,864			339,562			—			—
Shares redeemed		(866,316	)		(11,186,023	)		(1,113,757	)		(13,666,921	)

Net decrease		(750,570	)	$	(9,675,112	)		(788,710	)	$	(9,685,248	)

Class A
Shares sold		163,079		$	2,174,806			545,886		$	6,946,569
Shares issued upon reinvestment of distributions		32,313			412,635			—			—
Shares redeemed		(1,110,517	)		(14,591,672	)		(2,168,667	)		(27,316,293	)

Net decrease		(915,125	)	$	(12,004,231	)		(1,622,781	)	$	(20,369,724	)

Class C
Shares sold		156,578		$	1,781,438			745,654		$	8,293,234
Shares issued upon reinvestment of distributions		47,717			529,185			—			—
Shares redeemed		(1,490,718	)		(16,998,479	)		(2,559,094	)		(28,250,044	)

Net decrease		(1,286,423	)	$	(14,687,856	)		(1,813,440	)	$	(19,956,810	)

Class I
Shares sold		1,012,366		$	13,516,807			1,608,302		$	20,528,256
Shares issued upon reinvestment of distributions		70,411			913,230			—			—
Shares redeemed		(2,902,459	)		(38,635,956	)		(8,485,808	)		(107,987,987	)

Net decrease		(1,819,682	)	$	(24,205,919	)		(6,877,506	)	$	(87,459,731	)

9. Transactions in Securities of Affiliated Issuers. The 1940 Act defines affiliated issuers as those in which the Fund’s holdings of an issuer represent 5% or more of the outstanding voting securities of the issuer. A summary of the Fund’s transactions in the securities of these issuers during the six months ended March 31, 2017 is set forth below:


	Beginning Shares		Shares Purchased		Shares Sold		Ending Shares		Dividend Income		Realized Loss				Value at March 31, 2017			Percent Owned of Shares Outstanding

Bioscrip Inc.		8,956,023		347,377		2,509,500		6,793,900		—		$	(10,019,703	)		$	11,549,630	5.62%

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

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

The Gabelli Focus Five Fund

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

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

Investment Performance. The Independent Board Members reviewed the performance of the Fund over various periods against a peer group of mid cap value funds. The Independent Board Members noted that the Fund’s performance was in the fourth quartile for the one year, three year, and five year periods.

Profitability. The Independent Board Members reviewed summary data regarding the recent profitability of the Fund to the Adviser both with an administrative overhead charge and without such a charge. The Independent Board Members also noted that an affiliated broker of the Adviser received distribution fees and minor amounts of sales commissions and that the Adviser received a moderate level of soft dollar research benefits through the Fund’s portfolio brokerage.

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

Service and Cost Comparisons. The Independent Board Members compared the expense ratios of the investment management fee, other expenses, and total expenses of the Fund with similar expense ratios of the peer group of mid cap value funds and noted that the Adviser’s management fee includes substantially all administrative services for the Fund as well as investment advisory services. The Independent Board Members also noted that the management fee structure was the same as that in effect for most of the Gabelli funds. The Independent Board Members did not compare the management fee with the fees for other types of accounts managed by the Adviser.

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

The Gabelli Focus Five Fund

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

This page was intentionally left blank.

Gabelli Equity Series Funds, Inc.

THE GABELLI FOCUS FIVE FUND

One Corporate Center

Rye, New York 10580-1422

t 800-GABELLI (800-422-3554)

f 914-921-5118

e info@gabelli.com

GABELLI.COM

Net Asset Value per share available daily

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

BOARD OF DIRECTORS

Mario J. Gabelli, CFA

Chairman and Chief

Executive Officer,

GAMCO Investors, Inc,

Executive Chairman,

Associated Capital Group, Inc.

Anthony J. Colavita

President,

Anthony J. Colavita, P.C.

Vincent D. Enright

Former Senior Vice

President and Chief

Financial Officer,

KeySpan Corp.

John D. Gabelli

Senior Vice President,

G.research, LLC

Robert J. Morrissey

Partner,

Morrissey, Hawkins & Lynch

Kuni Nakamura

President,

Advanced Polymer, Inc.

Anthony R. Pustorino

Certified Public Accountant, Professor Emeritus,

Pace University

Anthonie C. van Ekris

Chairman,

BALMAC International, Inc.

Salvatore J. Zizza

Chairman,

Zizza & Associates Corp.

OFFICERS

Bruce N. Alpert

President

Agnes Mullady

Vice President

Andrea R. Mango

Secretary

John C. Ball

Treasurer

Richard J. Walz

Chief Compliance Officer

DISTRIBUTOR

G.distributors, LLC

CUSTODIAN, TRANSFER AGENT, AND DIVIDEND DISBURSING AGENT

State Street Bank and Trust Company

LEGAL COUNSEL

Skadden, Arps, Slate, Meagher & Flom LLP

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

GAB840Q117SR

LOGO


The Gabelli Small Cap Growth Fund Semiannual Report — March 31, 2017
		Mario J. Gabelli, CFA
To Our Shareholders,		Portfolio Manager

For the six months ended March 31, 2017, the net asset value (“NAV”) per Class AAA Share of The Gabelli Small Cap Growth Fund increased 11.5% compared with an increase of 11.5% for the Russell 2000 Index. See below for additional performance information.

Enclosed are the financial statements, including the schedule of investments, as of March 31, 2017.

Comparative Results


Average Annual Returns through March 31, 2017 (a)(b) (Unaudited)						Since Inception (10/22/91)
	Six Months	1 Year	5 Year	10 Year	15 Year	Since Inception (10/22/91)
Class AAA (GABSX)	11.50%	20.03%	12.27%	8.33%	10.14%	12.67%
Russell 2000 Index	11.52	26.22	12.35	7.12	8.38	9.79
Class A (GCASX)	11.49	20.01	12.27	8.33	10.14	12.66
With sales charge (c)	5.08	13.11	10.95	7.69	9.70	12.40
Class C (GCCSX)	11.08	19.12	11.43	7.53	9.42	12.23
With contingent deferred sales charge (d)	10.08	18.12	11.43	7.53	9.42	12.23
Class I (GACIX)	11.63	20.31	12.55	8.58	10.31	12.77

In the current prospectuses dated January 27, 2017, the expense ratios for Class AAA, A, C, and I Shares are 1.39%, 1.39%, 2.14%, and 1.14%, respectively. See page 15 for the expense ratios for the six months ended March 31, 2017. Class AAA and Class I Shares have no sales charge. The maximum sales charge for Class A and C Shares is 5.75% and 1.00%, respectively.

��

(a) Returns represent past performance and do not guarantee future results. Total returns and average annual returns reflect changes in share price, reinvestment of distributions, and are net of expenses. Investment returns and the principal value of an investment will fluctuate. When shares are redeemed, they may be worth more or less than their original cost. Current performance may be lower or higher than the performance data presented. Visit www.gabelli.com for performance information as of the most recent month end. The Fund imposes a 2% redemption fee on shares sold or exchanged within seven days after the date of purchase. Performance returns for periods of less than one year are not annualized. Investors should carefully consider the investment objectives, risks, charges, and expenses of the Fund before investing. The prospectuses contain information about these and other matters and should be read carefully before investing. To obtain a prospectus please visit our website at www.gabelli.com. The Class AAA Share NAVs are used to calculate performance for the periods prior to the issuance of Class A Shares and Class C Shares on December 31, 2003, and the Class I Shares on January 11, 2008. The actual performance of the Class A Shares and Class C Shares would have been lower due to the additional fees and expenses associated with these classes of shares. The actual performance of the Class I Shares would have been higher due to lower expenses associated with this class of shares. Investing in small capitalization securities involves special risks because these securities may trade less frequently and experience more abrupt price movements than large capitalization securities. The Russell 2000 Index is an unmanaged indicator which measures the performance of the small cap segment of the U.S. equity market. Dividends are considered reinvested. You cannot invest directly in an index.

(b) The Fund’s fiscal year ends September 30.

(d) Assuming payment of the 1% maximum contingent deferred sales charge imposed on redemptions made within one year of purchase.


The Gabelli Small Cap Growth Fund
Disclosure of Fund Expenses (Unaudited)
For the Six Month Period from October 1, 2016 through March 31, 2017		Expense Table

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


	Beginning Account Value 10/01/16	Ending Account Value 03/31/17		Annualized Expense Ratio		Expenses Paid During Period*
*The Gabelli Small Cap Growth Fund*
Actual Fund Return
Class AAA	$1,000.00		$1,115.00		1.38%		$ 7.28
Class A	$1,000.00		$1,114.90		1.38%		$ 7.28
Class C	$1,000.00		$1,110.80		2.13%		$11.21
Class I	$1,000.00		$1,116.30		1.13%		$ 5.96
Hypothetical 5% Return
Class AAA	$1,000.00		$1,018.05		1.38%		$ 6.94
Class A	$1,000.00		$1,018.05		1.38%		$ 6.94
Class C	$1,000.00		$1,014.31		2.13%		$10.70
Class I	$1,000.00		$1,019.30		1.13%		$ 5.69

*	Expenses are equal to the Fund’s annualized expense ratio for the last six months multiplied by the average account value over the period, multiplied by the number of days in the most recent fiscal half year (182 days), then divided by 365.

Summary of Portfolio Holdings (Unaudited)

The following table presents portfolio holdings as a percent of net assets as of March 31, 2017:

The Gabelli Small Cap Growth Fund


Food and Beverage	10.7	%
Equipment and Supplies	8.8	%
Diversified Industrial	6.4	%
Energy and Utilities	6.3	%
Business Services	6.2	%
Automotive: Parts and Accessories	6.0	%
Retail	5.9	%
Health Care	5.2	%
Specialty Chemicals	5.0	%
Financial Services	4.3	%
Aviation: Parts and Services	3.8	%
Building and Construction	3.7	%
Hotels and Gaming	3.4	%
Computer Software and Services	2.5	%
Entertainment	2.1	%
Broadcasting	2.0	%
Telecommunications	1.9	%
Machinery	1.8	%
Electronics	1.6	%
Cable	1.5	%
Consumer Products	1.5	%
Consumer Services	1.4	%
Real Estate	1.2	%


Publishing	1.0	%
Automotive	0.9	%
Transportation	0.9	%
Aerospace	0.8	%
Metals and Mining	0.8	%
Environmental Services	0.7	%
Home Furnishings	0.4	%
Manufactured Housing and Recreational Vehicles	0.4	%
Wireless Communications	0.2	%
Closed-End Funds	0.1	%
Communications Equipment	0.1	%
U.S. Government Obligations	0.0	%*
Educational Services	0.0	%*
Closed-End Business Development Company	0.0	%*
Paper and Forest Products	0.0	%*
Agriculture	0.0	%*
Other Assets and Liabilities (Net)	0.5	%

	100.0	%

*	Amount represents less than 0.05%

Proxy Voting

The Gabelli Small Cap Growth Fund

Schedule of Investments — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS — 99.0%
		Aerospace — 0.8%
	1,240,000	Aerojet Rocketdyne Holdings Inc.†	$	8,011,576	$	26,908,000
	25,000	Embraer SA, ADR		430,623		552,000
	20,000	Innovative Solutions & Support Inc.†		69,694		60,400

				8,511,893		27,520,400


		Agriculture — 0.0%
	500,000	Black Earth Farming Ltd., SDR†		547,399		379,437
	12,000	Cadiz Inc.†		93,950		180,600

				641,349		560,037


		Automotive — 0.9%
	1,332,200	Navistar International Corp.†		36,473,987		32,798,764
	15,000	PACCAR Inc.		627,598		1,008,000

				37,101,585		33,806,764


		Automotive: Parts and Accessories — 5.9%
	14,039	Adient plc		659,810		1,020,178
	236,000	BorgWarner Inc.		1,330,291		9,862,440
	510,000	Brembo SpA		5,310,834		37,731,230
	90,022	China Automotive Systems Inc.†		447,666		449,210
	274,000	Cooper Tire & Rubber Co.		6,951,349		12,151,900
	1,185,000	Dana Inc.		10,629,525		22,882,350
	1,128,307	Federal-Mogul Holdings Corp.†		12,411,080		11,283,070
	500	Lear Corp.		69,856		70,790
	750,000	Modine Manufacturing Co.†		9,389,024		9,150,000
	22,000	Monro Muffler Brake Inc.		150,657		1,146,200
	177,500	O’Reilly Automotive Inc.†		4,663,019		47,896,600
	45,000	Puradyn Filter Technologies Inc.†		11,732		2,407
	185,000	SORL Auto Parts Inc.†		1,037,077		714,100
	80,375	Spartan Motors Inc.		388,580		643,000
	200,000	Standard Motor Products Inc.		1,551,316		9,828,000
	207,000	Strattec Security Corp.(a)		4,420,973		5,754,600
	385,000	Superior Industries International Inc.		6,301,729		9,759,750
	475,000	Tenneco Inc.		4,109,505		29,649,500
	26,000	Thor Industries Inc.		240,934		2,499,380
	35,000	Uni-Select Inc.		831,975		930,894
	14,000	Visteon Corp.†		1,432,188		1,371,300

				72,339,120		214,796,899


		Aviation: Parts and Services — 3.8%
	25,000	AAR Corp.		302,990		840,750
	9,500	Astronics Corp.†		15,743		301,435
	18,675	Astronics Corp., Cl. B†		30,072		593,865
	30,000	B/E Aerospace Inc.		1,588,379		1,923,300


Shares			Cost		Market Value

	9,600,000	BBA Aviation plc	$	21,992,440	$	36,624,695
	438,000	Curtiss-Wright Corp.		12,114,399		39,971,880
	44,000	Ducommun Inc.†		868,225		1,266,760
	875,000	Kaman Corp.		16,739,206		42,113,750
	61,000	KLX Inc.†		2,313,775		2,726,700
	85,000	Moog Inc., Cl. A†		703,065		5,724,750
	16,200	Moog Inc., Cl. B†		471,841		1,090,098
	68,000	Woodward Inc.		1,052,020		4,618,560

				58,192,155		137,796,543


		Broadcasting — 2.0%
	247,034	Beasley Broadcast Group Inc., Cl. A		1,430,627		2,865,594
	10,000	Cogeco Communications Inc.		340,851		534,271
	23,300	Cogeco Inc.		592,837		1,043,537
	25,000	Gray Television Inc.†		73,674		362,500
	71,200	Gray Television Inc., Cl. A†		373,008		939,840
	420,000	ITV plc		1,355,190		1,151,889
	20,000	Liberty Broadband Corp., Cl. A†		124,003		1,701,800
	52,362	Liberty Broadband Corp., Cl. C†		730,014		4,524,077
	116,500	Liberty Global plc LiLAC, Cl. A†		3,809,476		2,590,960
	283,000	Liberty Global plc LiLAC, Cl. C†		9,205,117		6,520,320
	20,000	Liberty Media Corp.-Liberty Formula One, Cl. A†		66,962		654,000
	40,000	Liberty Media Corp.-Liberty Formula One, Cl. C†		139,035		1,366,000
	80,000	Liberty Media Corp.-Liberty SiriusXM, Cl. A†		271,567		3,113,600
	145,000	Liberty Media Corp.-Liberty SiriusXM, Cl. C†		487,936		5,623,100
	360,000	MSG Networks Inc., Cl. A†		2,378,357		8,406,000
	169,100	Nexstar Media Group Inc.		10,374,285		11,862,365
	150,000	Pandora Media Inc.†		2,027,795		1,771,500
	594,500	Salem Media Group Inc.		2,056,752		4,429,025
	169,000	Sinclair Broadcast Group Inc., Cl. A		1,323,964		6,844,500
	450,000	Sirius XM Holdings Inc.		219,282		2,317,500
	60,000	TiVo Corp.		1,332,742		1,125,000
	33,000	Tribune Media Co., Cl. A		1,001,076		1,229,910

				39,714,550		70,977,288


		Building and Construction — 3.7%
	196,126	Armstrong Flooring Inc.†		3,491,269		3,612,641
	55,000	Beazer Homes USA Inc.†		924,311		667,150
	260,000	CalAtlantic Group Inc.		4,201,792		9,737,000
	295,000	D.R. Horton Inc.		3,487,620		9,826,450
	52,000	Gibraltar Industries Inc.†		1,113,797		2,142,400
	390,000	Herc Holdings Inc.†		13,036,562		19,067,100

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Building and Construction (Continued)
	750,000	Hovnanian Enterprises Inc., Cl. A†	$	1,928,866	$	1,702,500
	1,000	JELD-WEN Holding Inc.†		23,000		32,850
	140,385	Johnson Controls International plc		2,752,473		5,913,016
	200,000	KB Home		2,123,861		3,976,000
	370,000	Layne Christensen Co.†		6,879,794		3,270,800
	61,000	Lennar Corp., Cl. A		848,493		3,122,590
	479,000	Lennar Corp., Cl. B		13,120,316		20,022,200
	600,000	Louisiana-Pacific Corp.†		5,071,723		14,892,000
	200	Masonite International Corp.†		14,909		15,850
	126,000	MDC Holdings Inc.		2,993,987		3,786,300
	150,000	Meritage Homes Corp.†		3,332,016		5,520,000
	2,700	NVR Inc.†		1,908,453		5,688,576
	345,000	PulteGroup Inc.		2,447,272		8,124,750
	200	Titan Machinery Inc.†		2,572		3,068
	375,000	Toll Brothers Inc.†		7,339,496		13,541,250

				77,042,582		134,664,491


		Business Services — 6.2%
	36,000	ACCO Brands Corp.†		266,315		473,400
	100,000	Ascent Capital Group Inc., Cl. A†		2,136,061		1,413,000
	120,000	Blackhawk Network Holdings Inc.†		2,777,945		4,872,000
	525,006	Clear Channel Outdoor Holdings Inc., Cl. A		1,909,003		3,176,286
	1,130,000	Diebold Nixdorf Inc.		36,525,174		34,691,000
	559,000	Edgewater Technology Inc.†		2,762,887		4,164,550
	95,000	GP Strategies Corp.†		791,180		2,403,500
	30,000	GSE Systems Inc.†		130,842		102,000
	6,224,861	Internap Corp.†(a)(b)		12,790,414		23,156,483
	17,000	Landauer Inc.		443,034		828,750
	1,100,000	Live Nation Entertainment Inc.†		11,276,960		33,407,000
	210,000	Loomis AB, Cl. B		2,237,130		6,646,393
	200,000	Macquarie Infrastructure Corp.		1,613,089		16,116,000
	94,000	McGrath RentCorp		2,555,092		3,155,580
	345,000	Scientific Games Corp., Cl. A†		4,181,040		8,159,250
	15,000	Sealed Air Corp.		362,982		653,700
	21,900	Sequential Brands Group Inc.†		211,008		85,191
	115,000	Sohgo Security Services Co. Ltd.		1,389,979		4,291,970
	36,500	Stamps.com Inc.†		336,171		4,319,775
	175,720	Team Inc.†		5,144,336		4,753,226
	220,000	The Brink’s Co.		4,775,332		11,759,000


Shares			Cost		Market Value

	2,000,000	The Interpublic Group of Companies Inc.	$	15,460,476	$	49,140,000
	33,050	TransAct Technologies Inc.		168,459		267,705
	403,000	Trans-Lux Corp.†(a)		3,940,122		735,475
	47,000	United Rentals Inc.†		587,456		5,877,350
	14,444	Vectrus Inc.†		306,666		322,823

				115,079,153		224,971,407


		Cable — 1.5%
	167,000	AMC Networks Inc., Cl. A†		2,124,059		9,799,560
	2,800	Cable One Inc.		778,529		1,748,516
	50,000	DISH Network Corp., Cl. A†		968,420		3,174,500
	36,000	EchoStar Corp., Cl. A†		708,109		2,050,200
	297,990	Liberty Global plc, Cl. A†		7,607,076		10,688,901
	734,391	Liberty Global plc, Cl. C†		18,704,379		25,733,061

				30,890,572		53,194,738


		Closed-End Business Development Company — 0.0%
	108,000	MVC Capital Inc.		1,160,867		970,920


		Closed-End Funds — 0.1%
	83,296	The Central Europe, Russia, and Turkey Fund Inc.		2,374,116		1,743,385
	31,977	The European Equity Fund Inc.		318,173		266,049
	110,853	The New Germany Fund Inc.		1,520,104		1,637,299

				4,212,393		3,646,733

		Communications Equipment — 0.1%
	355,000	Communications Systems Inc.		2,922,982		1,562,000
	52,000	Fortinet Inc.†		1,067,508		1,994,200

				3,990,490		3,556,200


		Computer Software and Services — 2.5%
	158,000	Activision Blizzard Inc.		2,434,228		7,877,880
	44,000	Avid Technology Inc.†		436,719		205,040
	12,000	CommerceHub Inc., Cl. A†		126,588		185,760
	14,000	CommerceHub Inc., Cl. C†		98,978		217,420
	222,000	comScore Inc.†		6,711,108		4,792,980
	350,000	FalconStor Software Inc.†		908,240		139,230
	264,933	Global Sources Ltd.†		1,743,276		2,185,697
	75,077	Guidance Software Inc.†		671,365		442,954
	42,000	InterXion Holding NV†		687,045		1,661,520
	20,000	Mercury Systems Inc.†		303,410		781,000
	20,187	MKS Instruments Inc.		367,981		1,387,856
	284,000	NCR Corp.†		2,710,294		12,973,120
	3,996	NetScout Systems Inc.†		14,188		151,648
	65,000	Quantum Corp.†		204,798		56,550
	12,000	Rocket Internet SE†		305,549		205,210
	100,000	Rockwell Automation Inc.		2,731,906		15,571,000
	10,000	SecureWorks Corp., Cl. A†		127,406		95,000
	150,000	Stratasys Ltd.†		4,020,370		3,073,500
	246,300	Tyler Technologies Inc.†		951,218		38,068,128

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Computer Software and Services (Continued)
	2,000	Zedge Inc., Cl. B†	$	7,168	$	6,140

				25,561,835		90,077,633


		Consumer Products — 1.5%
	275,000	1-800-FLOWERS.COM Inc., Cl. A†		1,090,703		2,805,000
	74,000	Brunswick Corp.		1,881,888		4,528,800
	33,500	Chofu Seisakusho Co. Ltd.		484,644		783,261
	100,000	Church & Dwight Co. Inc.		266,314		4,987,000
	90,000	Ginko International Co. Ltd.		1,135,282		824,586
	2,000	Harley-Davidson Inc.		4,712		121,000
	145,000	Hunter Douglas NV		6,246,437		9,746,794
	2,800	Kobayashi Pharmaceutical Co. Ltd.		115,862		135,561
	14,000	LCI Industries		237,825		1,397,200
	271,498	Marine Products Corp.		172,581		2,951,183
	10,000	National Presto Industries Inc.		300,897		1,022,000
	12,000	Newell Brands Inc.		112,731		566,040
	415,000	Sally Beauty Holdings Inc.†		2,718,474		8,482,600
	220,000	Samick Musical Instruments Co. Ltd.		299,584		456,407
	13,000	Shimano Inc.		1,500,919		1,897,512
	9,750	Steven Madden Ltd.†		36,466		375,863
	150,000	Swedish Match AB		2,992,162		4,879,668
	87,425	Syratech Corp.†		17,426		262
	25,000	The Scotts Miracle-Gro Co.		771,996		2,334,750
	22,000	WD-40 Co.		606,916		2,396,900
	100,000	Wolverine World Wide Inc.		486,710		2,497,000

				21,480,529		53,189,387


		Consumer Services — 1.4%
	53,000	Bowlin Travel Centers Inc.†		53,947		96,195
	2,750	Collectors Universe Inc.		1,420		71,775
	18,000	IAC/InterActiveCorp.†		199,991		1,326,960
	265,017	KAR Auction Services Inc.		3,573,437		11,573,292
	20,000	Liberty Expedia Holdings Inc., Cl. A†		257,948		909,600
	100,000	Liberty Interactive Corp. QVC Group, Cl. A†		1,487,382		2,002,000
	37,000	Liberty TripAdvisor Holdings Inc., Cl. A†		393,577		521,700
	30,000	Liberty Ventures, Cl. A†		328,297		1,334,400
	895,000	Rollins Inc.		2,267,896		33,231,350

				8,563,895		51,067,272


		Diversified Industrial — 6.3%
	17,200	Acuity Brands Inc.		239,211		3,508,800
	30,000	Aegion Corp.†		561,304		687,300
	100,000	Albany International Corp., Cl. A		2,202,678		4,605,000


Shares			Cost		Market Value

	238,000	Ampco-Pittsburgh Corp.	$	3,329,928	$	3,343,900
	6,000	Anixter International Inc.†		57,120		475,800
	54,000	Burnham Holdings Inc., Cl. A		1,027,533		866,700
	40,076	Covisint Corp.†		103,328		82,156
	402,000	Crane Co.		9,587,092		30,081,660
	120,000	EnPro Industries Inc.		6,570,400		8,539,200
	115,000	Greif Inc., Cl. A		2,267,516		6,335,350
	117,970	Greif Inc., Cl. B		5,709,954		7,703,441
	1,230,000	Griffon Corp.		13,317,143		30,319,500
	35,440	Handy & Harman Ltd.†		903,509		963,968
	35,000	Haynes International Inc.		1,705,221		1,334,200
	190,000	Jardine Strategic Holdings Ltd.		3,487,637		7,980,000
	489,850	Katy Industries Inc.†(a)		644,852		93,071
	48,000	Key Technology Inc.†		678,183		636,480
	200,000	Kimball International Inc., Cl. B		2,029,334		3,300,000
	50,000	L.B. Foster Co., Cl. A		642,804		625,000
	80,000	Lawson Products Inc.†		1,171,587		1,796,000
	95,000	Lincoln Electric Holdings Inc.		2,555,503		8,251,700
	60,500	Lindsay Corp.		1,469,781		5,331,260
	29,200	Lydall Inc.†		316,544		1,565,120
	31,000	Matthews International Corp., Cl. A		738,674		2,097,150
	596,076	Myers Industries Inc.		6,711,998		9,447,805
	126,000	Oil-Dri Corp. of America		1,382,128		4,696,020
	125,000	Olin Corp.		2,446,749		4,108,750
	310,000	Park-Ohio Holdings Corp.		3,082,761		11,144,500
	19,000	Pentair plc		727,134		1,192,820
	98,000	Raven Industries Inc.		2,426,663		2,846,900
	32,000	Roper Technologies Inc.		620,029		6,607,680
	313,000	Sevcon Inc.†(a)		1,981,995		4,676,220
	140,000	Sevcon Inc.†(a)		1,081,886		2,044,014
	96,000	Sonoco Products Co.		2,940,089		5,080,320
	200	Spectrum Brands Holdings Inc.		22,606		27,802
	58,000	Standex International Corp.		1,563,076		5,808,700
	270,046	Steel Partners Holdings LP		4,557,818		5,211,888
	7,000	T Hasegawa Co. Ltd.		105,119		132,920
	8,000	Terex Corp.		190,480		251,200
	390,000	Textron Inc.		2,523,213		18,560,100
	538,571	Tredegar Corp.		9,209,268		9,451,921
	244,000	Trinity Industries Inc.		3,786,904		6,478,200

				106,676,752		228,290,516


		Educational Services — 0.0%
	59,000	Career Education Corp.†		416,169		513,300
	125,000	Corinthian Colleges Inc.†		209,899		125
	183,000	Universal Technical Institute Inc.		2,556,950		631,350

				3,183,018		1,144,775

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Electronics — 1.6%
	196,000	Badger Meter Inc.	$	2,797,399	$	7,203,000
	283,000	Bel Fuse Inc., Cl. A(a)		6,411,650		6,265,620
	550,000	CTS Corp.		5,306,161		11,715,000
	568,000	Cypress Semiconductor Corp.		4,584,805		7,815,680
	40,000	Daktronics Inc.		362,126		378,000
	80,000	Dolby Laboratories Inc., Cl. A		3,254,229		4,192,800
	1,167	Fortive Corp.		4,776		70,277
	245,000	Gentex Corp.		3,067,460		5,225,850
	20,000	IMAX Corp.†		158,565		680,000
	44,000	InvenSense Inc.†		558,356		555,720
	70,000	KEMET Corp.†		270,334		840,000
	80,000	MOCON Inc.		1,193,450		1,740,000
	359,947	Park Electrochemical Corp.		5,851,373		6,428,653
	60,000	Renesas Electronics Corp.†		389,832		628,941
	200,000	Stoneridge Inc.†		1,868,892		3,628,000

				36,079,408		57,367,541


		Energy and Utilities — 6.3%
	12,000	Amec Foster Wheeler plc, ADR		35,093		79,080
	70,000	Avangrid Inc.		2,750,953		2,991,800
	125,000	Avista Corp.		4,157,796		4,881,250
	310,000	Black Hills Corp.		7,825,474		20,605,700
	70,000	Black Ridge Oil and Gas Inc.†		0		3,355
	270,271	Callon Petroleum Co.†		2,037,944		3,556,766
	46,000	Chesapeake Utilities Corp.		838,953		3,183,200
	6,000	Clean Energy Fuels Corp.†		52,782		15,300
	38,000	CMS Energy Corp.		197,906		1,700,120
	22,000	Connecticut Water Service Inc.		443,186		1,169,300
	40,000	CONSOL Energy Inc.†		582,641		671,200
	11,000	Consolidated Water Co. Ltd.		141,093		128,150
	155,000	Covanta Holding Corp.		438,363		2,433,500
	95,000	Diamondback Energy Inc.†		4,942,774		9,852,925
	406,000	El Paso Electric Co.		5,906,970		20,503,000
	80,000	Energy Recovery Inc.†		352,081		665,600
	60,000	EXCO Resources Inc.†		69,000		37,194
	20,000	Gamesa Corporacion Tecnologica SA		117,491		473,234
	135,000	Great Plains Energy Inc.		2,496,694		3,944,700
	110,000	Hawaiian Electric Industries Inc.		2,784,810		3,664,100
	44,000	Middlesex Water Co.		755,374		1,625,800
	95,000	National Fuel Gas Co.		5,556,830		5,663,900
	15,000	Northwest Natural Gas Co.		715,241		886,500
	76,500	NorthWestern Corp.		2,327,018		4,490,550
	80,000	Oceaneering International Inc.		1,366,984		2,166,400
	300,000	Otter Tail Corp.		7,092,607		11,370,000
	12,000	Patterson-UTI Energy Inc.		241,902		291,240


Shares			Cost		Market Value

	1,250,000	PNM Resources Inc.	$	14,688,912	$	46,250,000
	72,000	Rowan Companies plc, Cl. A†		2,499,120		1,121,760
	2,075,000	RPC Inc.		1,558,047		37,993,250
	110,000	SJW Group		2,143,221		5,304,200
	175,500	Southwest Gas Holdings Inc.		4,302,243		14,550,705
	15,000	Spire Inc.		594,172		1,012,500
	100,000	SunEdison Inc.†		91,317		7,350
	29,000	Tesoro Corp.		334,093		2,350,740
	42,000	The York Water Co.		587,880		1,472,100
	14,000	Vestas Wind Systems A/S		132,040		1,138,293
	220,000	Westar Energy Inc.		4,036,837		11,939,400

				85,195,842		230,194,162


		Entertainment — 2.0%
	19,579	AMC Entertainment Holdings Inc., Cl. A		677,433		615,760
	50,000	Discovery Communications Inc., Cl. A†		863,334		1,454,500
	100,000	Discovery Communications Inc., Cl. C†		926,160		2,831,000
	431,384	Dover Motorsports Inc.		1,595,309		949,045
	25,000	Eros International plc†		277,344		257,500
	7,000	Global Eagle Entertainment Inc.†		71,676		22,330
	69,000	International Speedway Corp., Cl. A		2,180,287		2,549,550
	6,814	International Speedway Corp., Cl. B		167,786		252,459
	22,000	Liberty Media Corp.-Liberty Braves, Cl. A†		295,106		526,680
	250,604	Liberty Media Corp.-Liberty Braves, Cl. C†		3,842,274		5,926,785
	14,000	Lions Gate Entertainment Corp., Cl. A		286,293		371,840
	62,845	Lions Gate Entertainment Corp., Cl. B†		1,549,913		1,532,154
	25,000	Manchester United plc, Cl. A		391,011		422,500
	254,000	Pinnacle Entertainment Inc.†		2,839,720		4,958,080
	165,000	Take-Two Interactive Software Inc.†		1,484,183		9,779,550
	124,000	The Madison Square Garden Co, Cl. A†		6,688,655		24,764,040
	260,000	Twenty-First Century Fox Inc., Cl. A		673,473		8,421,400
	157,000	Universal Entertainment Corp.		2,117,510		5,020,390
	150,000	World Wrestling Entertainment Inc., Cl. A		1,647,848		3,333,000

				28,575,315		73,988,563


		Environmental Services — 0.7%
	400,000	Republic Services Inc.		5,798,456		25,124,000

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Equipment and Supplies — 8.7%
	88,000	A.O. Smith Corp.	$	328,585	$	4,502,080
	525,000	AMETEK Inc.		925,486		28,392,000
	41,000	AZZ Inc.		1,307,305		2,439,500
	10,000	Belden Inc.		119,356		691,900
	55,500	Chart Industries Inc.†		1,875,039		1,939,170
	526,000	CIRCOR International Inc.		15,057,382		31,265,440
	317,000	Core Molding Technologies Inc.†		584,285		5,652,110
	165,000	Crown Holdings Inc.†		666,877		8,736,750
	2,335	Danaher Corp.		15,131		199,713
	178,000	Donaldson Co. Inc.		1,577,779		8,102,560
	215,000	Entegris Inc.†		1,209,536		5,031,000
	830,063	Federal Signal Corp.		5,906,469		11,463,170
	300,000	Flowserve Corp.		2,954,946		14,526,000
	315,000	Franklin Electric Co. Inc.		1,582,139		13,560,750
	244,000	Graco Inc.		8,720,951		22,970,160
	93,000	IDEX Corp.		705,777		8,696,430
	455,000	Interpump Group SpA		2,802,617		10,581,621
	67,000	Itron Inc.†		2,752,959		4,066,900
	37,000	Littelfuse Inc.		706,680		5,916,670
	55,000	Maezawa Kyuso Industries Co. Ltd.		359,609		761,789
	80,000	Minerals Technologies Inc.		3,960,234		6,128,000
	6,000	MSA Safety Inc.		179,592		424,140
	700,000	Mueller Industries Inc.		18,816,308		23,961,000
	540,000	Mueller Water Products Inc., Cl. A		4,114,354		6,382,800
	10,000	Plantronics Inc.		262,977		541,100
	2,000	Regal Beloit Corp.		59,351		151,300
	4,000	Teleflex Inc.		60,933		774,920
	280,000	Tennant Co.		5,791,145		20,342,000
	870,000	The Gorman-Rupp Co.		14,653,416		27,318,000
	150,000	The Greenbrier Companies Inc.		2,216,486		6,465,000
	266,363	The L.S. Starrett Co., Cl. A		3,261,907		2,796,811
	100,000	The Manitowoc Co. Inc.†		153,409		570,000
	75,000	The Middleby Corp.†		1,121,311		10,233,750
	40,000	The Timken Co.		1,374,376		1,808,000
	48,000	The Toro Co.		845,248		2,998,080
	7,500	Valmont Industries Inc.		172,236		1,166,250
	130,000	Vicor Corp.†		1,050,308		2,093,000
	7,875	Watsco Inc., Cl. B		23,627		1,128,527
	174,000	Watts Water Technologies Inc., Cl. A		4,593,766		10,848,900

				112,869,892		315,627,291


		Financial Services — 4.2%
	10,000	Alleghany Corp.†		1,595,952		6,146,600
	29,282	Argo Group International Holdings Ltd.		724,275		1,985,320
	10,770	BKF Capital Group Inc.†		210,018		78,513


Shares			Cost		Market Value

	12,500	Capitol Federal Financial Inc.	$	125,000	$	182,875
	22,000	Crazy Woman Creek Bancorp Inc.		343,564		354,750
	636,000	Energy Transfer Equity LP		873,410		12,548,280
	110	Farmers & Merchants Bank of Long Beach		697,127		822,250
	80,000	FCB Financial Holdings Inc., Cl. A†		2,298,603		3,964,000
	9,967	Fidelity Southern Corp.		63,366		223,061
	500,093	Flushing Financial Corp.		8,835,466		13,437,499
	64,800	FNB Corp.		648,150		963,576
	40,000	Fortress Investment Group LLC, Cl. A		122,977		318,000
	1,140,000	GAM Holding AG		14,745,365		14,055,808
	190,000	Hilltop Holdings Inc.		3,695,290		5,219,300
	310,000	Hope Bancorp Inc.		3,512,655		5,942,700
	455,800	Huntington Bancshares Inc.		4,363,341		6,103,162
	1,350,000	Janus Capital Group Inc.		13,871,453		17,820,000
	140,000	KeyCorp		2,149,499		2,489,200
	750,072	KKR & Co. LP		3,915,582		13,673,813
	180,000	Legg Mason Inc.		4,136,892		6,499,800
	15,000	M&T Bank Corp.		1,294,650		2,320,950
	11,500	Manning & Napier Inc.		117,859		65,550
	62,000	Medallion Financial Corp.		460,200		122,760
	295,000	Och-Ziff Capital Management Group LLC, Cl. A		1,653,784		666,700
	165,000	Oritani Financial Corp.		1,685,540		2,805,000
	125,000	PJT Partners Inc., Cl. A		3,887,034		4,386,250
	31,000	PrivateBancorp Inc.		508,110		1,840,470
	56,000	Pzena Investment Management Inc., Cl. A		532,967		551,040
	843	South State Corp.		62,077		75,322
	12,000	State Auto Financial Corp.		284,397		329,400
	431,887	Sterling Bancorp		4,773,930		10,235,722
	14,000	T. Rowe Price Group Inc.		603,780		954,100
	14,000	TFS Financial Corp.		205,115		232,680
	150,000	The Charles Schwab Corp.		2,404,087		6,121,500
	5,000	Thomasville Bancshares Inc.		175,040		191,250
	25,000	Universal American Corp.†		218,017		249,250
	40,782	Value Line Inc.		570,979		701,858
	27,000	Virtu Financial Inc., Cl. A		493,656		459,000
	470,000	Waddell & Reed Financial Inc., Cl. A		8,859,671		7,990,000
	10,121	Waterloo Investment Holdings Ltd.†		1,390		405
	565,000	Wright Investors’ Service Holdings Inc.†		1,159,219		367,815

				96,879,487		153,495,529


		Food and Beverage — 10.7%
	575,000	Arca Continental SAB de CV		1,132,490		3,992,576

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Food and Beverage (Continued)
	3,000	Blue Buffalo Pet Products Inc.†	$	55,641	$	69,000
	112,500	Brown-Forman Corp., Cl. A		1,083,791		5,295,375
	21,000	Bull-Dog Sauce Co. Ltd.		120,234		431,959
	5,000,000	China Tontine Wines Group Ltd.†		960,438		145,403
	222,000	Chr. Hansen Holding A/S		9,326,991		14,249,054
	620,000	Cott Corp.		4,874,545		7,663,200
	350,000	Crimson Wine Group Ltd.†		3,112,381		3,500,000
	1,900,000	Davide Campari-Milano SpA		12,727,117		22,032,687
	55,000	Dean Foods Co.		656,947		1,081,300
	259,300	Denny’s Corp.†		846,982		3,207,541
	302,000	Dr Pepper Snapple Group Inc.		6,135,751		29,571,840
	3,500,000	Dynasty Fine Wines Group Ltd.†		1,246,520		648,523
	110,000	Farmer Brothers Co.†		1,983,969		3,888,500
	510,000	Flowers Foods Inc.		1,347,594		9,899,100
	139,000	Ingredion Inc.		2,900,939		16,739,770
	180,000	ITO EN Ltd.		3,741,497		6,572,352
	120,000	Iwatsuka Confectionery Co. Ltd.		6,100,712		4,818,108
	23,500	J & J Snack Foods Corp.		531,096		3,185,660
	146,000	Kameda Seika Co. Ltd.		5,952,869		6,399,713
	1,300,000	Kikkoman Corp.		13,674,730		38,826,013
	215,000	Lifeway Foods Inc.†		2,159,887		2,306,950
	1,230,000	Maple Leaf Foods Inc.		22,211,188		29,856,300
	6,000	MEIJI Holdings Co. Ltd.		117,526		499,596
	72,000	MGP Ingredients Inc.		382,002		3,904,560
	450,000	Morinaga Milk Industry Co. Ltd.		1,808,850		3,338,723
	28,000	National Beverage Corp.		1,228,415		2,366,840
	85,000	Nissin Foods Holdings Co. Ltd.		2,907,986		4,710,770
	30,000	Nutrisystem Inc.		382,707		1,665,000
	8,548,096	Parmalat SpA		24,295,307		27,959,272
	277,000	Post Holdings Inc.†		9,829,762		24,243,040
	310,000	Rock Field Co. Ltd.		2,420,094		5,076,170
	885,000	Snyder’s-Lance Inc.		20,335,051		35,674,350
	25,000	The Boston Beer Co. Inc., Cl. A†		535,992		3,616,250
	423,000	The Hain Celestial Group Inc.†		3,698,822		15,735,600
	76,000	The J.M. Smucker Co.		2,608,859		9,962,080
	110,000	The WhiteWave Foods Co.†		1,155,562		6,176,500
	800,000	Tingyi (Cayman Islands) Holding Corp.		1,806,272		1,004,697
	346,081	Tootsie Roll Industries Inc.		6,455,936		12,926,126
	93,000	United Natural Foods Inc.†		2,654,822		4,020,390
	22,000	Vina Concha Y Toro SA, ADR		820,659		748,000


Shares			Cost		Market Value

	1,400,000	Vitasoy International Holdings Ltd.	$	1,028,189	$	2,781,445
	20,000	Willamette Valley Vineyards Inc.†		73,225		160,000
	150,000	Yakult Honsha Co. Ltd.		3,747,741		8,326,597

				191,178,088		389,276,930


		Health Care — 5.2%
	50,000	Achaogen Inc.†		460,664		1,261,500
	15,000	Akorn Inc.†		431,223		361,200
	25,000	Alere Inc.†		645,066		993,250
	11,000	Align Technology Inc.†		77,923		1,261,810
	22,000	Allergan plc		6,783,480		5,256,240
	78,000	AngioDynamics Inc.†		856,768		1,353,300
	7,000	Anika Therapeutics Inc.†		63,228		304,080
	43,000	Biolase Inc.†		38,708		58,050
	12,400	Bio-Rad Laboratories Inc., Cl. A†		883,151		2,471,816
	18,000	Bruker Corp.		164,974		419,940
	147,500	Cantel Medical Corp.		1,665,537		11,814,750
	166,000	Cempra Inc.†		2,254,103		622,500
	176,200	Chemed Corp.		4,713,618		32,189,978
	59,000	CONMED Corp.		1,505,771		2,620,190
	380,000	Cutera Inc.†		3,945,824		7,866,000
	64,500	DexCom Inc.†		482,992		5,465,085
	210,024	Exactech Inc.†		3,283,169		5,292,605
	192,000	Globus Medical Inc., Cl. A†		4,431,625		5,687,040
	43,000	Henry Schein Inc.†		844,050		7,308,710
	4,000	Heska Corp.†		30,737		419,920
	46,500	ICU Medical Inc.†		2,163,255		7,100,550
	73,000	Integer Holdings Corp.†		1,650,360		2,934,600
	9,000	K2M Group Holdings Inc.†		160,659		184,590
	150,000	Kindred Healthcare Inc.		1,888,206		1,252,500
	17,600	Lexicon Pharmaceuticals Inc.†		230,556		252,384
	32,000	LivaNova plc†		1,683,284		1,568,320
	120,000	Masimo Corp.†		3,132,986		11,191,200
	204,000	Meridian Bioscience Inc.		4,152,151		2,815,200
	19,853	Neogen Corp.†		576,800		1,301,364
	145,000	NuVasive Inc.†		4,284,884		10,828,600
	25,500	Nuvectra Corp.†		174,575		174,165
	18,000	Ophthotech Corp.†		109,890		65,880
	319,500	OPKO Health Inc.†		1,967,486		2,556,000
	163,444	Orthofix International NV†		4,090,071		6,235,389
	69,678	Owens & Minor Inc.		1,452,849		2,410,859
	175,000	Pain Therapeutics Inc.†		526,572		156,327
	50,000	Patterson Cos., Inc.		1,908,401		2,261,500
	636,000	Quidel Corp.†		7,144,104		14,399,040
	200,000	RTI Surgical Inc.†		965,135		800,000
	25,000	Seikagaku Corp.		292,810		416,554
	54,084	STERIS plc		4,031,421		3,756,675
	2,300	Straumann Holding AG		206,988		1,067,164

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Health Care (Continued)
	3,000	Stryker Corp.	$	142,188	$	394,950
	43,000	SurModics Inc.†		892,751		1,034,150
	14,000	Syneron Medical Ltd.†		116,750		147,700
	104,000	Tetraphase Pharmaceuticals Inc.†		649,903		955,760
	26,000	The Cooper Companies Inc.		998,852		5,197,140
	45,500	United-Guardian Inc.		411,719		668,850
	404,500	Wright Medical Group NV†		8,320,598		12,588,040
	18,000	Zeltiq Aesthetics Inc.†		454,065		1,000,980

				88,342,880		188,744,395


		Home Furnishings — 0.4%
	211,500	Bassett Furniture Industries Inc.		2,317,612		5,689,350
	35,000	Bed Bath & Beyond Inc.		992,346		1,381,100
	34,000	Ethan Allen Interiors Inc.		819,694		1,042,100
	200,000	La-Z-Boy Inc.		3,913,290		5,400,000

				8,042,942		13,512,550


		Hotels and Gaming — 3.4%
	152,000	Belmond Ltd., Cl. A†		1,430,860		1,839,200
	500,000	Boyd Gaming Corp.†		4,146,653		11,005,000
	190,000	Canterbury Park Holding Corp.		1,954,657		1,966,500
	195,100	Churchill Downs Inc.		7,692,642		30,991,635
	170,000	Dover Downs Gaming & Entertainment Inc.†		728,732		178,500
	148,000	Formosa International Hotels Corp.		1,300,083		763,352
	50,000	Full House Resorts Inc.†		125,715		121,500
	116,000	Gaming and Leisure Properties Inc.		1,267,163		3,876,720
	1,000,000	Genting Singapore plc		969,758		729,170
	167,300	Golden Entertainment Inc.		1,429,894		2,213,379
	65,000	International Game Technology plc		1,230,436		1,540,500
	170,000	Las Vegas Sands Corp.		869,239		9,701,900
	3,150,000	Mandarin Oriental International Ltd.		4,525,377		4,095,000
	30,000	Penn National Gaming Inc.†		131,625		552,900
	560,000	Ryman Hospitality Properties Inc.		16,389,148		34,624,800
	2,900,000	The Hongkong & Shanghai Hotels Ltd.		3,109,105		3,403,204
	376,000	The Marcus Corp.		4,769,848		12,069,600
	24,000	Wynn Resorts Ltd.		199,481		2,750,640

				52,270,416		122,423,500


		Machinery — 1.8%
	470,000	Astec Industries Inc.		17,146,572		28,902,650
	3,000	Capstone Turbine Corp.†		4,212		2,295


Shares			Cost		Market Value

	1,700,000	CNH Industrial NV	$	5,782,380	$	16,388,000
	2,000	Disco Corp.		156,366		304,141
	270,000	Kennametal Inc.		5,510,161		10,592,100
	6,000	Nordson Corp.		107,171		737,040
	170,000	The Eastern Co.		3,312,976		3,638,000
	188,000	Twin Disc Inc.†		3,376,061		3,867,160
	100,000	Welbilt Inc.†		513,586		1,963,000
	5,000	Xylem Inc.		177,110		251,100

				36,086,595		66,645,486


		Manufactured Housing and Recreational Vehicles — 0.4%
	91,000	Cavco Industries Inc.†		2,571,702		10,592,400
	73,992	Nobility Homes Inc.		850,472		1,170,923
	84,490	Skyline Corp.†		493,561		795,896
	60,000	Winnebago Industries Inc.		734,195		1,755,000

				4,649,930		14,314,219


		Metals and Mining — 0.8%
	285,800	Allegheny Technologies Inc.		4,817,116		5,132,968
	52,003	Barrick Gold Corp.		1,522,648		987,537
	173,350	Century Aluminum Co.†		1,896,897		2,199,812
	25,500	Constellium NV, Cl. A†		165,390		165,750
	45,000	Ivanhoe Mines Ltd., Cl. A†		117,783		157,010
	135,000	Kinross Gold Corp.†		796,824		473,850
	344,000	Materion Corp.		7,765,947		11,541,200
	52,100	Stillwater Mining Co.†		477,514		899,767
	200,000	TimkenSteel Corp.†		2,976,863		3,782,000
	245,000	Turquoise Hill Resources Ltd.†		1,368,145		752,150
	45,000	United States Steel Corp.		448,111		1,521,450
	15,000	Yamana Gold Inc.		50,671		41,400

				22,403,909		27,654,894


		Paper and Forest Products — 0.0%
	16,000	Schweitzer-Mauduit International Inc.		373,701		662,720


		Publishing — 1.0%
	80,000	Cambium Learning Group Inc.†		261,134		392,000
	3,000	Graham Holdings Co., Cl. B		1,379,851		1,798,650
	970,000	Il Sole 24 Ore SpA†		1,051,096		580,522
	12,000	John Wiley & Sons Inc., Cl. B		46,500		650,640
	53,000	Meredith Corp.		1,588,434		3,423,800
	65,000	News Corp., Cl. A		91,837		845,000
	1,300,000	The E.W. Scripps Co., Cl. A†		12,675,118		30,472,000

				17,093,970		38,162,612


		Real Estate — 1.2%
	70,000	Capital Properties Inc., Cl. A†		814,111		973,000
	164,000	Cohen & Steers Inc.		3,773,098		6,555,080
	265,000	Griffin Industrial Realty Inc.(a)		4,977,462		8,201,750
	6,967	Gyrodyne LLC		201,352		147,143

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Real Estate (Continued)
	19,500	Lamar Advertising Co., Cl. A	$	174,506	$	1,457,430
	103,000	Morguard Corp.		1,314,900		14,173,779
	43,747	New Senior Investment Group Inc.		496,047		446,219
	10,000	Reading International Inc., Cl. A†		154,247		155,400
	6,000	Seritage Growth Properties, Cl. A		300,919		258,900
	130,000	Tejon Ranch Co.†		3,608,091		2,845,700
	505,060	The St. Joe Co.†		8,182,966		8,611,273

				23,997,699		43,825,674


		Retail — 5.9%
	330,000	Aaron’s Inc.		3,379,591		9,814,200
	200,000	AutoNation Inc.†		3,399,442		8,458,000
	20,224	Barnes & Noble Education Inc.†		151,401		193,948
	32,000	Barnes & Noble Inc.		293,897		296,000
	130,000	Big 5 Sporting Goods Corp.		1,443,429		1,963,000
	22,639	Biglari Holdings Inc.†		6,366,435		9,779,595
	157,000	Casey’s General Stores Inc.		6,065,812		17,623,250
	50,000	Coldwater Creek Inc.†		71,495		735
	82,000	Copart Inc.†		1,407,742		5,078,260
	1,000	Cracker Barrel Old Country Store Inc.		59,645		159,250
	451,000	CST Brands Inc.		15,533,947		21,688,590
	430,000	Dominion Diamond Corp.		6,115,209		5,430,900
	2,500	Dunkin’ Brands Group Inc.		47,500		136,700
	13,000	Fairway Group Holdings Corp.†		2,760		91
	183,500	GNC Holdings Inc., Cl. A		3,214,977		1,350,560
	800,000	Hertz Global Holdings Inc.†		17,896,035		14,032,000
	80,000	HSN Inc.		2,423,032		2,968,000
	665,000	Ingles Markets Inc., Cl. A		11,051,587		28,694,750
	760,000	J.C. Penney Co. Inc.†		8,712,108		4,681,600
	70,000	Lands’ End Inc.†		1,374,170		1,501,500
	180,000	Macy’s Inc.		2,590,692		5,335,200
	80,000	Movado Group Inc.		1,353,733		1,996,000
	17,000	Murphy USA Inc.†		649,528		1,248,140
	157,000	Nathan’s Famous Inc.†		262,984		9,836,050
	6,000	Neff Corp., Cl. A†		55,903		116,700
	100,000	Penske Automotive Group Inc.		1,476,842		4,681,000
	255,000	Pier 1 Imports Inc.		2,640,615		1,825,800
	290,000	Rush Enterprises Inc., Cl. B†		3,282,048		9,042,200
	4,000	Salvatore Ferragamo SpA		78,673		119,823
	3,100	Sprouts Farmers Market Inc.†		57,829		71,672
	215,000	SUPERVALU Inc.†		1,774,593		829,900
	300,000	The Bon-Ton Stores Inc.†		1,827,421		252,030
	400,000	The Cheesecake Factory Inc.		11,476,310		25,344,000


Shares			Cost		Market Value

	194,000	Tractor Supply Co.	$	1,774,881	$	13,380,180
	43,500	Village Super Market Inc., Cl. A		1,127,119		1,152,750
	114,000	Vitamin Shoppe, Inc.†		3,509,353		2,297,100
	56,000	Weis Markets Inc.		1,772,705		3,340,400
	1,054	Winmark Corp.		72,976		119,102
	12,000	Yoox Net-A-Porter Group SpA†		295,129		285,733

				125,089,548		215,124,709


		Specialty Chemicals — 5.0%
	53,000	A. Schulman Inc.		1,261,806		1,666,850
	98,000	Albemarle Corp.		3,367,963		10,352,720
	71,500	Ashland Global Holdings Inc.		2,247,876		8,852,415
	1,373,604	Chemtura Corp.†		29,553,673		45,878,374
	2,275,000	Ferro Corp.†		14,547,991		34,557,250
	36,000	GCP Applied Technologies Inc.†		1,166,549		1,175,400
	305,000	H.B. Fuller Co.		4,074,383		15,725,800
	90,000	Hawkins Inc.		3,286,859		4,410,000
	1,000,000	Huntsman Corp.		7,257,278		24,540,000
	16,000	NewMarket Corp.		1,655,130		7,251,680
	300,000	OMNOVA Solutions Inc.†		574,864		2,970,000
	124,000	Platform Specialty Products Corp.†		1,236,621		1,614,480
	12,000	Quaker Chemical Corp.		196,457		1,579,920
	242,000	Sensient Technologies Corp.		4,873,985		19,180,920
	22,102	SGL Carbon SE†		203,585		224,939
	10,000	Takasago International Corp.		271,028		320,668
	2,000	Valvoline Inc.		43,164		49,100

				75,819,212		180,350,516


		Telecommunications — 1.9%
	83,000	ATN International Inc.		3,744,891		5,844,860
	560,000	Cincinnati Bell Inc.†		9,218,908		9,912,000
	62,000	Consolidated Communications Holdings Inc.		610,866		1,452,040
	945,000	Gogo Inc.†		15,098,018		10,395,000
	35,000	Harris Corp.		2,818,971		3,894,450
	250,000	HC2 Holdings Inc.†		1,000,923		1,550,000
	6,000	IDT Corp., Cl. B		39,479		76,320
	120,000	Iridium Communications Inc.†		1,180,541		1,158,000
	266,431	Ixia†		3,421,151		5,235,369
	40,000	Loral Space & Communications Inc.†		1,567,658		1,576,000
	140,000	New ULM Telecom Inc.		1,294,046		1,307,600
	40,000	Pharol SGPS SA		16,517		16,045
	115,000	Rogers Communications Inc., Cl. B		555,319		5,085,300
	232,010	Shenandoah Telecommunications Co.		982,995		6,507,881
	700,000	Sprint Corp.†		3,655,869		6,076,000

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Schedule of Investments (Continued) — March 31, 2017 (Unaudited)


Shares			Cost		Market Value
		COMMON STOCKS (Continued)
		Telecommunications (Continued)
	6,629	Straight Path Communications Inc., Cl. B†	$	122,880	$	238,445
	830,000	VEON Ltd., ADR		2,424,386		3,386,400
	35,000	Verizon Communications Inc.		747,321		1,706,250
	800,000	Windstream Holdings Inc.		5,153,100		4,360,000

				53,653,839		69,777,960


		Transportation — 0.9%
	490,000	GATX Corp.		15,218,669		29,870,400
	20,000	Irish Continental Group plc		14,688		105,187
	415,000	ModusLink Global Solutions Inc.†		1,509,095		747,000
	146,000	Navigator Holdings Ltd.†		2,038,564		2,007,500

				18,781,016		32,730,087


		Wireless Communications — 0.2%
	95,000	Millicom International Cellular SA, SDR		5,728,833		5,297,774
	50,000	United States Cellular Corp.†		1,991,054		1,866,500

				7,719,887		7,164,274


		TOTAL COMMON STOCKS		1,705,244,770		3,596,399,615


		PREFERRED STOCKS — 0.2%
		Automotive: Parts and Accessories — 0.1%
	137,000	Jungheinrich AG		941,806		4,551,175

		Financial Services — 0.1%
	159,488	Steel Partners Holdings LP, 6.000%, 02/07/26		5,573,805		3,548,608


		TOTAL PREFERRED STOCKS		6,515,611		8,099,783


		CONVERTIBLE PREFERRED STOCKS — 0.1%
		Business Services — 0.0%
	14,747	Trans-Lux Pfd., Ser. B(a)		2,949,400		214,638

		Diversified Industrial — 0.1%
	60,098	Sevcon Inc., 4.000%, Ser. A(a)		1,292,107		2,632,292


		TOTAL CONVERTIBLE PREFERRED STOCKS		4,241,507		2,846,930


		RIGHTS — 0.1%
		Entertainment — 0.1%
	1,680,000	Media General Inc., CVR, expire 12/31/17†		2		2,872,800


		Health Care — 0.0%
	58,000	Durata Therapeutics Inc., CVR, expire 12/31/20†		0		0


Shares			Cost		Market Value

	300,000	Sanofi, CVR, expire 12/31/20†	$	280,936	$	135,000

				280,936		135,000


		TOTAL RIGHTS		280,938		3,007,800


		WARRANTS — 0.0%
		Diversified Industrial — 0.0%
	70,000	Sevcon Inc., expire 07/11/21†(a)		194,914		588,298


Principal Amount
		CORPORATE BONDS — 0.1%
		Automotive — 0.0%
	$ 300,000	Navistar International Corp., 8.250%, 11/01/21		211,363		301,497

		Equipment and Supplies — 0.1%
	3,500,000	Mueller Industries Inc., 6.000%, 03/01/27		3,500,000		3,491,250


		TOTAL CORPORATE BONDS		3,711,363		3,792,747


		U.S. GOVERNMENT OBLIGATIONS — 0.0%
	1,505,000	U.S. Treasury Bills, 0.720%††, 04/20/17		1,504,428		1,504,487


		TOTAL INVESTMENTS — 99.5%	$	1,721,693,531		3,616,239,660


		Other Assets and Liabilities (Net) — 0.5%				18,369,914

		NET ASSETS — 100.0%			$	3,634,609,574


(a)		Security considered an affiliated holding because the Fund owns at least 5% of its outstanding shares.
(b)		Security exempt from registration under Rule 144A of the Securities Act of 1933, as amended. This security may be resold in transactions exempt from registration, normally to qualified institutional buyers. At March 31, 2017, the market value of the Rule 144A security amounted to $23,156,483 or 0.64% of net assets.
†		Non-income producing security.
††		Represents annualized yield at date of purchase.
ADR		American Depositary Receipt
CVR		Contingent Value Right
SDR		Swedish Depositary Receipt

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Statement of Assets and Liabilities

March 31, 2017 (Unaudited)


Assets:
Investments, at value (cost $1,681,007,756)	$	3,561,877,199
Investments in affiliates, at value (cost $40,685,775)		54,362,461
Foreign currency, at value (cost $994,273)		953,365
Cash		4,077,483
Receivable for investments sold		15,183,036
Receivable for Fund shares sold		3,330,427
Dividends and interest receivable		3,457,547
Prepaid expenses		96,422

Total Assets		3,643,337,940

Liabilities:
Payable for Fund shares redeemed		4,416,163
Payable for investment advisory fees		3,083,310
Payable for distribution fees		638,326
Payable for accounting fees		7,500
Other accrued expenses		583,067

Total Liabilities		8,728,366

Net Assets (applicable to 67,640,701 shares outstanding)	$	3,634,609,574

Net Assets Consist of:
Paid-in capital	$	1,658,841,041
Accumulated net investment income		2,298,172
Accumulated net realized gain on investments and foreign currency transactions		78,969,544
Net unrealized appreciation on investments		1,894,546,129
Net unrealized depreciation on foreign currency translations		(45,312	)

Net Assets	$	3,634,609,574

Shares of Capital Stock, each at $0.001 par value:
Class AAA:
Net Asset Value, offering, and redemption price per share ($1,846,763,600 ÷ 34,340,724 shares outstanding; 150,000,000 shares authorized)		$53.78
Class A:
Net Asset Value and redemption price per share ($229,377,471 ÷ 4,267,164 shares outstanding; 50,000,000 shares authorized)		$53.75
Maximum offering price per share (NAV ÷ 0.9425, based on maximum sales charge of 5.75% of the offering price)		$57.03
Class C:
Net Asset Value and offering price per share ($233,535,567 ÷ 4,873,429 shares outstanding; 50,000,000 shares authorized)		$47.92	(a)
Class I:
Net Asset Value, offering, and redemption price per share ($1,324,932,936 ÷ 24,159,384 shares outstanding; 50,000,000 shares authorized)		$54.84

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

Statement of Operations

For the Six Months Ended March 31, 2017 (Unaudited)



Investment Income:
Dividends - unaffiliated (net of foreign withholding taxes of $201,302)	$	27,642,244
Dividends - affiliated		308,656
Interest		151,211
Other income*		110,013

Total Investment Income		28,212,124

Expenses:
Investment advisory fees		17,608,491
Distribution fees - Class AAA		2,260,719
Distribution fees - Class A		333,535
Distribution fees - Class C		1,143,191
Shareholder services fees		1,543,004
Shareholder communication expenses		278,795
Custodian fees		156,433
Legal and audit fees		67,277
Directors’ fees		62,632
Registration expenses		62,414
Accounting fees		22,500
Interest expense		2,807
Miscellaneous expenses		87,852

Total Expenses		23,629,650

Less:
Advisory fee reduction on unsupervised assets (See Note 3)		(4,965	)
Expenses paid indirectly by broker (See Note 6)		(11,156	)

Total Credits and Reductions		(16,121	)

Net Expenses		23,613,529

Net Investment Income		4,598,595

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency:
Net realized gain on investments - unaffiliated		101,491,922
Net realized loss on investments - affiliated		(19,971	)
Net realized loss on foreign currency transactions		(62,569	)

Net realized gain on investments and foreign currency transactions		101,409,382

Net change in unrealized appreciation/depreciation:
on investments		278,134,421
on foreign currency translations		(39,414	)

Net change in unrealized appreciation/ depreciation on investments and foreign currency translations		278,095,007

Net Realized and Unrealized Gain/(Loss) on Investments and Foreign Currency		379,504,389

Net Increase in Net Assets Resulting from Operations	$	384,102,984

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

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Statement of Changes in Net Assets


	Six Months Ended March 31, 2017 (Unaudited)				Year Ended September 30, 2016
Operations:
Net investment income		$	4,598,595			$	2,518,463
Net realized gain on investments and foreign currency transactions			101,409,382				135,912,785
Net change in unrealized appreciation/depreciation on investments and foreign currency translations			278,095,007				298,632,108

Net Increase in Net Assets Resulting from Operations			384,102,984				437,063,356

Distributions to Shareholders:
Net investment income
Class I			(1,482,446	)			—

Net realized gain
Class AAA			(69,298,120	)			(66,085,582	)
Class A			(10,531,673	)			(10,407,406	)
Class C			(9,687,652	)			(9,096,124	)
Class I			(44,184,445	)			(38,921,755	)

			(133,701,890	)			(124,510,867	)


Total Distributions to Shareholders			(135,184,336	)			(124,510,867	)


Capital Share Transactions:
Class AAA			(60,780,929	)			(171,884,032	)
Class A			(59,680,163	)			(32,204,148	)
Class C			(8,154,532	)			(12,335,617	)
Class I			99,046,526				(4,204,959	)

Net Decrease in Net Assets from Capital Share Transactions			(29,569,098	)			(220,628,756	)


Redemption Fees			1,234				8,589

Net Increase in Net Assets			219,350,784				91,932,322
Net Assets:
Beginning of year			3,415,258,790				3,323,326,468

End of period (including undistributed net investment income of $2,298,172 and $ 0, respectively)		$	3,634,609,574			$	3,415,258,790

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Financial Highlights

Selected data for a share of capital stock outstanding throughout each period:


				Income (Loss) from Investment Operations												Distributions																					Ratio 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 (b)(c)			Net Asset Value, End of Period			Total Return †			Net Assets End of Period (in 000’s)			Net Investment Income (Loss) (a)		Operating Expenses (d)		Portfolio Turnover Rate
Class AAA
2017(e)		$	50.13		$	0.06			$	5.58			$	5.64				—			$	(1.99	)		$	(1.99	)		$	0.00		$	53.78		11.50	%		$	1,846,764		0.22%(f)		1.38%(f)(g)		3%
2016			45.47			0.02				6.36				6.38				—				(1.72	)			(1.72	)			0.00			50.13		14.26				1,779,333		0.05		1.39(g)(h)		4
2015			46.91			(0.05	)			(0.47	)			(0.52	)			—				(0.92	)			(0.92	)			0.00			45.47		(1.25	)			1,784,050		(0.10)		1.38(g)		9
2014			45.82			(0.14	)			2.65				2.51				—				(1.42	)			(1.42	)			0.00			46.91		5.47				2,103,544		(0.28)		1.38		5
2013			35.84			0.20				10.87				11.07			$	(0.25	)			(0.84	)			(1.09	)			0.00			45.82		31.82				2,171,213		0.50		1.39		5
2012			29.16			(0.03	)			7.46				7.43				—				(0.75	)			(0.75	)			0.00			35.84		25.98				1,535,477		(0.09)		1.41		7
Class A
2017(e)		$	50.11		$	0.04			$	5.59			$	5.63				—			$	(1.99	)		$	(1.99	)		$	0.00		$	53.75		11.49	%		$	229,377		0.16%(f)		1.38%(f)(g)		3%
2016			45.45			0.02				6.36				6.38				—				(1.72	)			(1.72	)			0.00			50.11		14.26				270,163		0.05		1.39(g)(h)		4
2015			46.89			(0.05	)			(0.47	)			(0.52	)			—				(0.92	)			(0.92	)			0.00			45.45		(1.25	)			276,603		(0.10)		1.38(g)		9
2014			45.80			(0.14	)			2.65				2.51				—				(1.42	)			(1.42	)			0.00			46.89		5.47				292,796		(0.28)		1.38		5
2013			35.84			0.17				10.89				11.06			$	(0.26	)			(0.84	)			(1.10	)			0.00			45.80		31.80				305,617		0.43		1.39		5
2012			29.15			(0.03	)			7.47				7.44				—				(0.75	)			(0.75	)			0.00			35.84		26.02				169,823		(0.08)		1.41		7
Class C
2017(e)		$	45.04		$	(0.12	)		$	4.99			$	4.87				—			$	(1.99	)		$	(1.99	)		$	0.00		$	47.92		11.08	%		$	233,536		(0.53)%(f)		2.13%(f)(g)		3%
2016			41.31			(0.30	)			5.75				5.45				—				(1.72	)			(1.72	)			0.00			45.04		13.41				227,464		(0.70)		2.14(g)(h)		4
2015			43.01			(0.38	)			(0.40	)			(0.78	)			—				(0.92	)			(0.92	)			0.00			41.31		(1.98	)			220,763		(0.85)		2.13(g)		9
2014			42.43			(0.46	)			2.46				2.00				—				(1.42	)			(1.42	)			0.00			43.01		4.68				222,684		(1.03)		2.13		5
2013			33.27			(0.12	)			10.12				10.00				—				(0.84	)			(0.84	)			0.00			42.43		30.80				186,540		(0.32)		2.14		5
2012			27.31			(0.26	)			6.97				6.71				—				(0.75	)			(0.75	)			0.00			33.27		25.08				102,214		(0.83)		2.16		7
Class I
2017(e)		$	51.09		$	0.13			$	5.68			$	5.81			$	(0.07	)		$	(1.99	)		$	(2.06	)		$	0.00		$	54.84		11.63	%		$	1,324,933		0.50%(f)		1.13%(f)(g)		3%
2016			46.19			0.13				6.49				6.62				—				(1.72	)			(1.72	)			0.00			51.09		14.56				1,138,299		0.29		1.14(g)(h)		4
2015			47.52			0.08				(0.49	)			(0.41	)			—				(0.92	)			(0.92	)			0.00			46.19		(1.00	)			1,041,910		0.17		1.13(g)		9
2014			46.29			(0.01	)			2.66				2.65				—				(1.42	)			(1.42	)			0.00			47.52		5.72				899,211		(0.03)		1.13		5
2013			36.29			0.29				10.99				11.28				(0.44	)			(0.84	)			(1.28	)			0.00			46.29		32.14				568,573		0.71		1.14		5
2012			29.44			0.08				7.52				7.60				—				(0.75	)			(0.75	)			0.00			36.29		26.31				344,869		0.24		1.16		7


†		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 period including reinvestment of distributions and does not reflect applicable sales charges. Total return for a period of less than one year is not annualized.
(a)		Due to capital share activity throughout the period, net investment income (loss) per share and the ratio to average net assets are not necessarily correlated among the different classes of shares.
(b)		Per share amounts have been calculated using the average shares outstanding method.
(c)		Amount represents less than $0.005 per share.
(d)		The ratios do not include a reduction of advisory fee on unsupervised assets for the year ended September 30, 2012. Including such advisory fee reduction on unsupervised assets, the ratios of operating expenses to average net assets would have been 1.40% (Class AAA and Class A), 2.15% (Class C), and 1.15% (Class I), respectively. For the six months ended March 31, 2017 and the years ended September 30, 2016, 2015, 2014, and 2013, the effect was minimal.
(e)		For the six months ended March 31, 2017, unaudited.
(f)		Annualized.
(g)		The Fund received credits from a designated broker who agreed to pay certain Fund operating expenses. For the six months ended March 31, 2017 and the years ended September 30, 2016 and 2015, there was no impact on the expense ratios.
(h)		During the year ended September 30, 2016, the Fund received a one time reimbursement of custody expenses paid in prior years. Had such reimbursement (allocated by relative net asset values of the Fund’s share classes) been included in this period, the expense ratios would have been 1.38% (Class AAA and Class A), 2.13% (Class C), and 1.13% (Class I).

See accompanying notes to financial statements.

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited)

1. Organization. The Gabelli Small Cap Growth Fund is a series of the Gabelli Equity Series Funds, Inc. (the “Corporation”). The Corporation was incorporated on July 25, 1991 in Maryland. The Fund is a diversified open-end management investment company registered under the Investment Company Act of 1940, as amended (the “1940 Act”), and one of three separately managed portfolios of the Corporation. The Fund seeks to provide a high level of capital appreciation. Gabelli Funds, LLC (the “Adviser”) currently characterizes small capitalization companies for the Fund as those with total common stock market values of $3 billion or less at the time of investment. The Fund commenced investment operations on October 22, 1991.

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

●

Level 1 — quoted prices in active markets for identical securities;

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

●

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

●

Level 3 — significant unobservable inputs (including the Board’s determinations as to the fair value of investments).


	Valuation Inputs
	Level 1 Quoted Prices		Level 2 Other Significant Observable Inputs		Level 3 Significant Unobservable Inputs		Total Market Value at 3/31/17
INVESTMENTS IN SECURITIES:
ASSETS (Market Value):
Common Stocks:
Automotive: Parts and Accessories		$ 203,511,422		$ 2,407		$11,283,070		$ 214,796,899
Aviation: Parts and Services		137,202,678		593,865		—		137,796,543
Business Services		224,235,932		735,475		—		224,971,407
Consumer Products		53,189,125		—		262		53,189,387
Consumer Services		50,971,077		96,195		—		51,067,272
Diversified Industrial		225,286,731		3,003,785		—		228,290,516
Educational Services		1,144,650		—		125		1,144,775
Entertainment		73,736,104		252,459		—		73,988,563
Financial Services		152,870,611		624,513		405		153,495,529
Food and Beverage		388,628,407		—		648,523		389,276,930
Manufactured Housing and Recreational Vehicles		13,143,296		1,170,923		—		14,314,219
Retail		215,123,883		—		826		215,124,709
Other Industries (a)		1,838,942,866		—		—		1,838,942,866
Total Common Stocks		3,577,986,782		6,479,622		11,933,211		3,596,399,615
Preferred Stocks (a)		8,099,783		—		—		8,099,783
Convertible Preferred Stocks (a)		—		2,846,930		—		2,846,930
Rights (a)		135,000		—		2,872,800		3,007,800
Warrants (a)		—		588,298		—		588,298
Corporate Bonds (a)		—		3,792,747		—		3,792,747
U.S. Government Obligations		—		1,504,487		—		1,504,487
TOTAL INVESTMENTS IN SECURITIES – ASSETS		$3,586,221,565		$15,212,084		$14,806,011		$3,616,239,660

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

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

Additional Information to Evaluate Qualitative Information.

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

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

Futures Contracts. The Fund may engage in futures contracts for the purpose of hedging against changes in the value of its portfolio securities and in the value of securities it intends to purchase. Upon entering into a futures contract, the Fund is required to deposit with the broker an amount of cash or cash equivalents equal to a certain percentage of the contract amount. This is known as the “initial margin.” Subsequent payments (“variation margin”) are made or received by the Fund each day, depending on the daily fluctuations in the value of the contract, and are included in unrealized appreciation/depreciation on futures contracts. The Fund recognizes a realized gain or loss when the contract is closed.

There are several risks in connection with the use of futures contracts as a hedging instrument. The change in value of futures contracts primarily corresponds with the value of their underlying instruments, which may not correlate with the change in value of the hedged investments. In addition, there is the risk that the Fund may not be able to enter into a closing transaction because of an illiquid secondary market. During the six months ended March 31, 2017, the Fund held no investments in futures contracts.

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

investors under special rules adopted by the SEC may be treated as liquid if they satisfy liquidity standards established by the Board. The continued liquidity of such securities is not as well assured as that of publicly traded securities, and accordingly the Board will monitor their liquidity. At March 31, 2017, the Fund held no restricted securities.

The tax character of distributions paid during the year ended September 30, 2016 was $124,510,867 of net long term capital gains.

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

The following summarizes the tax cost of investments and the related net unrealized appreciation at March 31, 2017:


	Cost	Gross Unrealized Appreciation	Gross Unrealized Depreciation	Net Unrealized Appreciation
Investments	$1,732,008,650	$1,973,437,052	$(89,206,042)	$1,884,231,010

There was a reduction in the advisory fee paid to the Adviser relating to certain portfolio holdings, i.e., unsupervised assets of the Fund with respect to which the Adviser transferred dispositive and voting control to the Fund’s Proxy Voting Committee. During the six months ended March 31, 2017, the 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 $4,965.

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

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

6. Transactions with Affiliates and Other Arrangements. During the six months ended March 31, 2017, the Fund paid $132,489 in brokerage commissions on security trades to G.research, LLC, an affiliate of the Adviser. Additionally, the Distributor retained a total of $39,737 from investors representing commissions (sales charges and underwriting fees) on sales and redemptions of Fund shares.

7. Line of Credit. The Fund participates in an unsecured line of credit, which expires on March 8, 2018 and may be renewed annually, of up to $75,000,000 under which it may borrow up to 10% of its net assets from the custodian for temporary borrowing purposes. Borrowings under this arrangement bear interest at a floating rate equal to the higher of the overnight Federal Funds rate plus 125 basis points or the 30 day LIBOR plus 125 basis points in effect on that day. This amount, if any, would be included in “Interest expense” in the Statement of Operations. At March 31, 2017, there were no borrowings outstanding under the line of credit.

The average daily amount of borrowings outstanding under the line of credit during the six months ended March 31, 2017 was $70,236 with a weighted average interest rate of 2.26%. The maximum amount borrowed at any time during the six months ended March 31, 2017 was $3,784,000.

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

Transactions in shares of capital stock were as follows:


	Six Months Ended March 31, 2017 (Unaudited)						Year Ended September 30, 2016
	Shares			Amount			Shares			Amount
Class AAA
Shares sold		1,216,386		$	62,790,698			2,409,898		$	111,806,739
Shares issued upon reinvestment of distributions		1,339,898			67,691,631			1,366,459			64,729,142
Shares redeemed		(3,708,510	)		(191,263,258	)		(7,521,289	)		(348,419,913	)

Net decrease		(1,152,226	)	$	(60,780,929	)		(3,744,932	)	$	(171,884,032	)

Class A
Shares sold		412,187		$	21,255,880			917,514		$	42,933,050
Shares issued upon reinvestment of distributions		191,443			9,665,977			198,812			9,413,748
Shares redeemed		(1,727,796	)		(90,602,020	)		(1,811,015	)		(84,550,946	)

Net decrease		(1,124,166	)	$	(59,680,163	)		(694,689	)	$	(32,204,148	)

Class C
Shares sold		362,457		$	16,785,821			649,485		$	27,265,851
Shares issued upon reinvestment of distributions		199,574			9,006,763			196,038			8,396,317
Shares redeemed		(738,696	)		(33,947,116	)		(1,139,350	)		(47,997,785	)

Net decrease		(176,665	)	$	(8,154,532	)		(293,827	)	$	(12,335,617	)

Class I
Shares sold		4,629,209		$	245,287,925			5,922,484		$	281,871,627
Shares issued upon reinvestment of distributions		798,769			41,112,658			720,229			34,693,416
Shares redeemed		(3,549,776	)		(187,354,057	)		(6,917,731	)		(320,770,002	)

Net increase/(decrease)		1,878,202		$	99,046,526			(275,018	)	$	(4,204,959	)

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 Fund’s transactions in the securities of these issuers during the six months ended March 31, 2017 is set forth below:


	Beginning Shares		Shares Purchased		Shares Sold			Ending Shares		Dividends			Realized Loss				Value at March 31, 2017			Percent Owned of Shares Outstanding
Bel Fuse Inc., Cl. A		284,000		—		(1,000	)		283,000		$	34,020		$	(12,746	)		$	6,265,620		13.01	%
Griffin Industrial Realty Inc.*		235,000		30,000		—			265,000			70,500			—				8,201,750		5.27	%
Internap Corp.*		375,000		5,849,861		—			6,224,861			—			—				23,156,483		7.57	%
Katy Industries Inc.		491,000		—		(1,150	)		489,850			—			(7,225	)			93,071		6.16	%
Sevcon Inc.		313,000		—		—			313,000			—			—				4,676,220		5.86	%
Sevcon Inc.		140,000		—		—			140,000			—			—				2,044,014		2.62	%
Sevcon Inc., 4.000%, Ser. A		60,098		—		—			60,098			57,694			—				2,632,292		—
Sevcon Inc., expire 07/11/21		70,000		—		—			70,000			—			—				588,298		—
Strattec Security Corp.		207,000		—		—			207,000			57,960			—				5,754,600		5.64	%
Trans-Lux Corp.		403,000		—		—			403,000			—			—				735,475		23.56	%
Trans-Lux Pfd., Ser. B		14,747		—		—			14,747			88,482			—				214,638		—

Total											$	308,656		$	(19,971	)		$	54,362,461

*	Security was not affiliated at September 30, 2016.

The Gabelli Small Cap Growth Fund

Notes to Financial Statements (Unaudited) (Continued)

The Gabelli Small Cap Growth Fund

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

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

Investment Performance. The Independent Board Members reviewed the short, medium, and long term performance of the Fund against a peer group of small cap core funds chosen by Broadridge as being comparable. The Independent Board Members noted that the Fund’s performance was in the fourth quartile for the one year period and in the third quartile for the three and five year periods.

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

Service and Cost Comparisons. The Independent Board Members compared the expense ratios of the investment management fee, other expenses and total expenses of the Fund with similar expense ratios of the peer group of small cap core funds and noted that the Adviser’s management fee includes substantially all administrative services for the Fund as well as investment advisory services. The Independent Board Members noted that the Fund’s expense ratios and size were above average within this group. The Independent Board Members also noted that the management fee structure was the same as that in effect for most of the Gabelli funds. The Independent Board Members were presented with, but did not consider to be material to their decision, various information comparing the advisory fees with the fees for other types of accounts managed by affiliates of the Adviser.

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

The Gabelli Small Cap Growth Fund

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

THE GABELLI SMALL CAP GROWTH FUND

One Corporate Center

Rye, NY 10580-1422

Portfolio Manager Biography

Gabelli Equity Series Funds, Inc.

THE GABELLI SMALL CAP GROWTH FUND

One Corporate Center

Rye, New York 10580-1422

t 800-GABELLI (800-422-3554)

f 914-921-5118

e info@gabelli.com

GABELLI.COM

Net Asset Value per share available daily

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

BOARD OF DIRECTORS

Mario J. Gabelli, CFA

Chairman and

Chief Executive Officer,

GAMCO Investors, Inc.

Executive Chairman,

Associated Capital Group, Inc.

Anthony J. Colavita

President,

Anthony J. Colavita, P.C.

Vincent D. Enright

Former Senior Vice

President and Chief

Financial Officer,

KeySpan Corp.

John D. Gabelli

Senior Vice President,

G.research, LLC

Robert J. Morrissey

Partner,

Morrissey, Hawkins & Lynch

Kuni Nakamura

President,

Advanced Polymer, Inc.

Anthony R. Pustorino

Certified Public Accountant,

Professor Emeritus,

Pace University

Anthonie C. van Ekris

Chairman,

BALMAC International, Inc.

Salvatore J. Zizza

Chairman,

Zizza & Associates Corp.

OFFICERS

Bruce N. Alpert

President

Agnes Mullady

Vice President

Andrea R. Mango

Secretary

John C. Ball

Treasurer

Richard J. Walz

Chief Compliance Officer

DISTRIBUTOR

G.distributors, LLC

CUSTODIAN, TRANSFER

AGENT, AND DIVIDEND

DISBURSING AGENT

State Street Bank and Trust Company

LEGAL COUNSEL

Skadden, Arps, Slate, Meagher &

Flom LLP

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

GAB443Q117SR

LOGO

Item 2. Code of Ethics.

Not applicable.

Item 3. Audit Committee Financial Expert.

Not applicable.

Item 4. Principal Accountant Fees and Services.

Not applicable.

Item 5. Audit Committee of Listed registrants.

Not applicable.

Item 6. Investments.

(a)	Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

(b)	Not applicable.

Item 7.

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

Not applicable.

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

Not applicable.

Item 9.

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

Not applicable.

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

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

Item 11. Controls and Procedures.

(a)

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

(b)

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

Item 12. Exhibits.

(a)(1)

Not applicable.

(a)(2)

Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(a)(3)

Not applicable.

(b)

Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

SIGNATURES

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

(Registrant) Gabelli Equity Series Funds, Inc.

By (Signature and Title)* /s/ Bruce N. Alpert

Bruce N. Alpert, Principal Executive Officer

Date 6/02/2017

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

By (Signature and Title)* /s/ Bruce N. Alpert

Bruce N. Alpert, Principal Executive Officer

Date 6/02/2017

By (Signature and Title)* /s/ John C. Ball

John C. Ball, Principal Financial Officer and Treasurer

Date 6/02/2017

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

Gabelli Small Cap Growth Fund (GABSX) N-CSRSCertified semi-annual shareholder report (management investment company)